Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 29, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Cowen Group, Inc. | |
Entity Central Index Key | 1,466,538 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 107,209,558 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Assets | |||
Cash and cash equivalents | $ 57,783 | $ 158,485 | |
Cash collateral pledged | 13,772 | 10,085 | |
Securities owned, at fair value | 471,754 | 610,234 | |
Receivable on derivative contracts, at fair value | 24,971 | 39,618 | |
Other investments | 158,978 | 140,647 | |
Receivable from brokers | 116,906 | 117,757 | |
Fees receivable, net of allowance | 45,352 | 34,413 | |
Due from related parties | 35,525 | 39,659 | |
Fixed assets, net of accumulated depreciation and amortization of $26,876 and $29,953, respectively | 45,115 | 27,231 | |
Goodwill | 61,880 | 58,361 | |
Intangible assets, net of accumulated amortization of $30,707 and $28,301, respectively | 28,381 | 25,663 | |
Deferred tax assets, net | 158,286 | 143,560 | |
Other assets | 53,168 | 71,531 | |
Consolidated Funds | |||
Cash and cash equivalents | 7,942 | 13,934 | |
Securities owned, at fair value | 53,528 | 32,000 | |
Receivable on derivatives | 60 | 0 | |
Other investments | 374,683 | 263,818 | |
Other assets | 1,247 | 663 | |
Total Assets | 1,709,331 | 1,787,659 | |
Liabilities | |||
Securities sold, not yet purchased, at fair value | 285,414 | 257,159 | |
Payable for derivative contracts, at fair value | 14,856 | 21,183 | |
Payable to brokers | 9,296 | 131,789 | |
Compensation payable | 13,235 | 150,403 | |
Notes payable and other debt | 104,752 | 68,565 | |
Convertible debt | [1] | 126,138 | 122,401 |
Fees payable | 2,524 | 5,638 | |
Due to related parties | 264 | 329 | |
Accounts payable, accrued expenses and other liabilities | 64,967 | 52,233 | |
Consolidated Funds | |||
Due to related parties | 0 | 3 | |
Contributions received in advance | 0 | 850 | |
Securities sold, not yet purchased, Consolidated Funds | 1,553 | 0 | |
Payable to brokers | 732 | 0 | |
Capital withdrawals payable | 0 | 78 | |
Accounts payable, accrued expenses and other liabilities | 323 | 124 | |
Total Liabilities | 624,054 | 810,755 | |
Commitments and Contingencies | |||
Redeemable non-controlling interests | 315,123 | 186,911 | |
Stockholders' equity | |||
Additional paid-in capital | 914,846 | 902,554 | |
(Accumulated deficit) retained earnings | 6,077 | 23,627 | |
Accumulated other comprehensive income (loss) | (5) | 0 | |
Less: Class A common stock held in treasury, at cost, 38,749,780 and 34,515,734 shares as of June 30, 2016 and December 31, 2015, respectively. | (151,932) | (137,356) | |
Total Stockholders' Equity | 770,154 | 789,993 | |
Total Liabilities and Stockholders' Equity | 1,709,331 | 1,787,659 | |
Convertible Preferred Stock | |||
Stockholders' equity | |||
Preferred stock | 1 | 1 | |
Common Stock Class A | |||
Stockholders' equity | |||
Common stock | 1,167 | 1,167 | |
Less: Class A common stock held in treasury, at cost, 38,749,780 and 34,515,734 shares as of June 30, 2016 and December 31, 2015, respectively. | (151,932) | (137,356) | |
Common Stock Class B | |||
Stockholders' equity | |||
Common stock | $ 0 | $ 0 | |
[1] | The carrying amount of the convertible debt includes an unamortized discount of $21.4 million and $24.7 million as of June 30, 2016 and December 31, 2015. |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition (Parenthetical) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Assets | ||
Fixed assets, accumulated depreciation and amortization (in dollars) | $ 26,876,000 | $ 29,953,000 |
Intangible assets, accumulated amortization (in dollars) | $ 30,707,000 | $ 28,301,000 |
Stockholders' equity | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 120,750 | 120,750 |
Preferred stock, shares outstanding | 120,750 | 120,750 |
Preferred Stock, Liquidation Preference, Value | $ 120,750,000 | $ 120,750,000 |
Treasury Stock, Shares | 38,749,780 | 34,515,734 |
Common Stock Class A | ||
Stockholders' equity | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 145,956,406 | 140,120,392 |
Common stock, shares outstanding | 107,206,626 | 105,604,658 |
Common stock, restricted shares | 648,704 | 497,570 |
Treasury Stock, Shares | 38,749,780 | 34,515,734 |
Common Stock Class B | ||
Stockholders' equity | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues | ||||
Investment banking | $ 35,287 | $ 68,518 | $ 61,434 | $ 133,751 |
Brokerage | 47,100 | 34,957 | 98,035 | 70,411 |
Management fees | 10,649 | 10,266 | 21,679 | 20,650 |
Incentive income | 428 | (2,100) | 1,539 | 272 |
Interest and dividends | 4,105 | 3,159 | 7,758 | 6,242 |
Reimbursement from affiliates | 2,241 | 3,502 | 6,128 | 7,144 |
Aircraft lease revenue | 1,982 | 0 | 1,982 | 0 |
Other revenue | 13,346 | 704 | 16,071 | 1,372 |
Consolidated Funds | ||||
Interest and dividends | 1,538 | 196 | 2,614 | 440 |
Other revenues | 555 | 406 | 1,030 | 420 |
Total revenues | 117,231 | 119,608 | 218,270 | 240,702 |
Expenses | ||||
Employee compensation and benefits | 55,627 | 75,328 | 118,808 | 171,192 |
Floor brokerage and trade execution | 7,872 | 6,100 | 15,663 | 12,003 |
Interest and dividends | 6,944 | 6,095 | 14,254 | 11,874 |
Professional, advisory and other fees | 5,686 | 5,354 | 11,280 | 10,482 |
Service fees | 2,075 | 1,674 | 4,259 | 3,560 |
Communications | 4,529 | 3,193 | 8,668 | 6,835 |
Occupancy and equipment | 7,873 | 6,910 | 15,878 | 13,738 |
Depreciation and amortization | 3,413 | 2,145 | 6,480 | 4,283 |
Client services and business development | 6,946 | 6,714 | 13,986 | 13,184 |
Other Expenses | 14,618 | 2,849 | 20,430 | 7,659 |
Consolidated Funds | ||||
Interest and dividends | 1,507 | 283 | 2,627 | 492 |
Professional, advisory and other fees | 320 | 212 | 622 | 302 |
Floor brokerage and trade execution | 111 | 56 | 133 | 66 |
Other expenses | 205 | 83 | 577 | 132 |
Total expenses | 117,726 | 116,996 | 233,665 | 255,802 |
Other income (loss) | ||||
Net gains (losses) on securities, derivatives and other investments | (20,218) | 9,070 | (17,030) | 48,061 |
Consolidated Funds | ||||
Net realized and unrealized gains (losses) on investments and other transactions | (23,606) | 3,020 | (26,298) | 7,740 |
Net realized and unrealized gains (losses) on derivatives | 5,055 | (723) | 8,157 | (326) |
Net gains (losses) on foreign currency transactions | 111 | (1) | 98 | (32) |
Total other income (loss) | (38,658) | 11,366 | (35,073) | 55,443 |
Income (loss) before income taxes | (39,153) | 13,978 | (50,468) | 40,343 |
Income tax expense (benefit) | (11,992) | 3,346 | (15,312) | 10,293 |
Net income (loss) | (27,161) | 10,632 | (35,156) | 30,050 |
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 16,705 | (3,916) | 21,002 | (6,636) |
Net income (loss) attributable to Cowen Group, Inc. | (10,456) | 6,716 | (14,154) | 23,414 |
Preferred stock dividends | 1,698 | 755 | 3,396 | 755 |
Net income (loss) attributable to Cowen Group, Inc. common stockholders | $ (12,154) | $ 5,961 | $ (17,550) | $ 22,659 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 107,471 | 111,915 | 106,918 | 111,987 |
Diluted (in shares) | 107,471 | 118,226 | 106,918 | 118,316 |
Earnings (loss) per share: | ||||
Earnings Per Share, Basic (in dollars per share) | $ (0.11) | $ 0.05 | $ (0.16) | $ 0.20 |
Earnings Per Share, Diluted (in dollars per share) | $ (0.11) | $ 0.05 | $ (0.16) | $ 0.19 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (35,156) | $ 30,050 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation | (5) | (1) |
Total other comprehensive income, net of tax | (5) | (1) |
Comprehensive income (loss) | $ (35,161) | $ 30,049 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings/(Accumulated deficit) | Cumulative Preferred Stock | Convertible Preferred StockRetained Earnings/(Accumulated deficit) | Common Stock Class A | Options |
Balance at Dec. 31, 2014 | $ 677,675 | $ (79,771) | $ 772,296 | $ 17 | $ (16,027) | $ 0 | $ 1,160 | ||
Common Stock, Shares, Outstanding at Dec. 31, 2014 | 111,691,199 | ||||||||
Preferred stock, shares outstanding at Dec. 31, 2014 | 0 | ||||||||
Redeemable Noncontrolling Interest at Dec. 31, 2014 | 86,076 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) attributable to Cowen Group, Inc. | 23,414 | 23,414 | |||||||
Net income (loss) attributable to redeemable non-controlling interests | 6,636 | ||||||||
Foreign currency translation | (1) | (1) | |||||||
Capital contributions | 76,846 | ||||||||
Capital withdrawals | (7,476) | ||||||||
Restricted stock awards issued, shares | 3,906,942 | ||||||||
Purchase of treasury stock, at cost, shares | (5,704,881) | ||||||||
Purchase of treasury stock, at cost | (31,089) | ||||||||
Preferred stock issuance, net of issuance costs (See Note 14) (in shares) | 120,750 | ||||||||
Preferred stock issuance, net of issuance costs (See Note 14) | 117,310 | 117,309 | $ 1 | ||||||
Dividends | $ (755) | ||||||||
Preferred stock dividends | (755) | ||||||||
Capped call option transaction | $ (15,878) | ||||||||
Income tax effect from share based compensation | 3,695 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 100,002 | ||||||||
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures | $ 1 | ||||||||
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options | 395 | 394 | |||||||
Amortization of share based compensation | 10,870 | ||||||||
Balance at Jun. 30, 2015 | 785,636 | (110,860) | 888,686 | 16 | 6,632 | $ 1 | $ 1,161 | ||
Common Stock, Shares, Outstanding at Jun. 30, 2015 | 109,993,262 | ||||||||
Preferred stock, shares outstanding at Jun. 30, 2015 | 120,750 | ||||||||
Redeemable Noncontrolling Interest at Jun. 30, 2015 | 162,082 | ||||||||
Balance at Dec. 31, 2015 | $ 789,993 | (137,356) | 902,554 | 0 | 23,627 | $ 1 | $ 1,167 | ||
Common Stock, Shares, Outstanding at Dec. 31, 2015 | 105,604,658 | ||||||||
Preferred stock, shares outstanding at Dec. 31, 2015 | 120,750 | 120,750 | |||||||
Redeemable Noncontrolling Interest at Dec. 31, 2015 | $ 186,911 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) attributable to Cowen Group, Inc. | (14,154) | (14,154) | |||||||
Net income (loss) attributable to redeemable non-controlling interests | (21,002) | ||||||||
Foreign currency translation | (5) | (5) | |||||||
Capital contributions | 231,871 | ||||||||
Capital withdrawals | (9,615) | ||||||||
Deconsolidation of entity | (73,042) | ||||||||
Restricted stock awards issued, shares | 5,836,014 | ||||||||
Purchase of treasury stock, at cost, shares | (4,234,046) | ||||||||
Purchase of treasury stock, at cost | (14,576) | ||||||||
Dividends | $ (3,396) | ||||||||
Preferred stock dividends | (3,396) | ||||||||
Income tax effect from share based compensation | (744) | ||||||||
Amortization of share based compensation | 13,036 | ||||||||
Balance at Jun. 30, 2016 | $ 770,154 | $ (151,932) | $ 914,846 | $ (5) | $ 6,077 | $ 1 | $ 1,167 | ||
Common Stock, Shares, Outstanding at Jun. 30, 2016 | 107,206,626 | ||||||||
Preferred stock, shares outstanding at Jun. 30, 2016 | 120,750 | 120,750 | |||||||
Redeemable Noncontrolling Interest at Jun. 30, 2016 | $ 315,123 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (35,156) | $ 30,050 |
Adjustments to reconcile net income (loss) to net cash provided by / (used in) operating activities: | ||
Depreciation and amortization | 6,480 | 4,283 |
Amortization of Debt Issue Costs | 587 | 0 |
Amortization of debt discount | 3,366 | 3,081 |
Tax benefits from share based payment arrangements | (744) | 3,694 |
Share-based compensation | 13,036 | 10,870 |
Deferred tax benefit | (13,982) | 2,651 |
Deferred rent obligations | (402) | (1,453) |
Net loss on disposal of fixed assets | 0 | 31 |
Contingent liability adjustment | 2,135 | 0 |
Purchases of securities owned, at fair value | (2,085,486) | (2,614,177) |
Proceeds from sales of securities owned, at fair value | 2,219,623 | 2,634,224 |
Proceeds from sales of securities sold, not yet purchased, at fair value | 1,856,801 | 1,106,836 |
Payments to cover securities sold, not yet purchased, at fair value | (1,841,743) | (1,152,202) |
Net (gains) losses on securities, derivatives and other investments | 7,731 | (54,401) |
Consolidated Funds | ||
Purchases of securities owned, at fair value | (22,056) | 0 |
Proceeds from sales of securities owned, at fair value | 1,517 | 0 |
Proceeds From Securities Sold Not Yet Purchased At Fair Value | 2,226 | 0 |
Payments to Cover Securities Sold Not Yet Purchased at Fair Value | 947 | 0 |
Purchases of other investments | (221,506) | (76,201) |
Proceeds from sales of other investments | 12,431 | 5,111 |
Net realized and unrealized (gains) losses on investments and other transactions | 19,100 | (6,975) |
(Increase) decrease in operating assets: | ||
Cash collateral pledged | (3,687) | (944) |
Securities owned, at fair value, held at broker dealer | 870 | (1,357) |
Receivable on derivative contracts, at fair value | 14,647 | (30,224) |
Securities borrowed | 0 | 676,100 |
Receivable from brokers | 851 | 14,313 |
Fees receivable, net of allowance | (10,939) | (24,089) |
Due from related parties | 4,134 | (1,406) |
Other assets | (22,173) | (2,324) |
Consolidated Funds | ||
Cash and cash equivalents | 5,992 | (477) |
Receivable on derivative contracts | (60) | 0 |
Other assets | (584) | 985 |
Increase (decrease) in operating liabilities: | ||
Securities sold, not yet purchased, at fair value, held at broker dealer | (2,029) | (1,648) |
Payable for derivative contracts, at fair value | (6,327) | 25,766 |
Securities loaned | 0 | (682,493) |
Payable to brokers | (122,493) | 33,835 |
Compensation payable | (145,817) | (56,577) |
Fees payable | (3,114) | 382 |
Due to related parties | (65) | (115) |
Accounts payable, accrued expenses and other liabilities | 8,831 | (5,458) |
Consolidated Funds | ||
Contributions received in advance | (850) | 0 |
Payable to brokers | 731 | 0 |
Due to related parties | 264 | 0 |
Accounts payable, accrued expenses and other liabilities | 198 | 122 |
Net cash provided by / (used in) operating activities | (358,609) | (160,187) |
Cash flows from investing activities: | ||
Purchases of other investments | (24,956) | (8,560) |
Payments to Acquire Businesses, Net of Cash Acquired | 6,258 | 0 |
Proceeds from sales of other investments | 22,680 | 36,106 |
Proceeds from loans held for investments | 40,400 | 0 |
Purchase of fixed assets | (14,694) | (1,426) |
Net cash provided by / (used in) investing activities | 17,172 | 26,120 |
Cash flows from financing activities: | ||
Proceeds from Issuance of Preferred Stock, net of issuance costs | 0 | 117,310 |
Capped call option transaction | 0 | 15,879 |
Borrowings on notes and other debt | 30,709 | 2,140 |
Repayments on notes and other debt | (1,901) | (1,836) |
Income tax effect from share-based payment arrangements | (744) | 3,694 |
Proceeds from Stock Options Exercised | 0 | 395 |
Purchase of treasury stock | (6,014) | (22,569) |
Cash paid to acquire net assets (contingent liability payable) | (3,493) | (1,725) |
Capital contributions by redeemable non-controlling interests in operating entities | 0 | 5,644 |
Capital withdrawals to redeemable non-controlling interests in operating entities | (5,144) | (5,723) |
Consolidated Funds | ||
Capital contributions by redeemable non-controlling interests in Consolidated Funds | 231,871 | 71,202 |
Capital withdrawals to redeemable non-controlling interests in Consolidated Funds | (4,549) | (2,388) |
Net cash provided by / (used in) financing activities | 240,735 | 150,265 |
Change in cash and cash equivalents | (100,702) | 16,198 |
Cash and cash equivalents at beginning of period | 158,485 | 129,509 |
Cash and cash equivalents at end of period | 57,783 | 145,707 |
Supplemental information | ||
Purchase of treasury stock, at cost, through net settlement | 8,562 | 8,520 |
Noncash or Part Noncash Acquisition, Net Nonmonetary Assets Acquired (Liabilities Assumed) | 7,164 | 0 |
Preferred stock dividends declared | 3,396 | 755 |
Net Assets of Deconsolidated Entity | $ 73,042 | $ 0 |
Organization and Business
Organization and Business | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business Cowen Group, Inc., a Delaware corporation formed in 2009, is a diversified financial services firm and, together with its consolidated subsidiaries (collectively, “Cowen,” “Cowen Group” or the “Company”), provides alternative investment management, investment banking, research, sales and trading and prime brokerage services through its two business segments: alternative investment and broker-dealer. The Company's alternative investment segment, includes hedge funds, private equity structures, registered investment companies and listed vehicles . The Company's broker-dealer segment offers research, sales and trading, prime brokerage and investment banking services to companies and primarily institutional investor clients . Our primary target sectors are healthcare, technology, media and telecommunications, information and technology services, consumer, aerospace and defense, industrials, and energy and transportation sectors. |
Acquisition
Acquisition | 6 Months Ended |
Jun. 30, 2016 | |
Acquisition [Abstract] | |
Acquisition | Acquisitions and Divestitures Acquisitions Low Country On April 22, 2016, Cowen Aviation Finance Holdings Inc. ("Cowen Aviation Finance") entered into a transaction whereby Cowen Aviation Finance acquired Low Country III, LLC, which is comprised of a portfolio of four specialized aircraft currently on lease in exchange for an immaterial upfront payment and a minority equity interest in Cowen Aviation Finance. As part of the transaction Cowen Aviation Finance also acquired the associated debt financing and lease contracts for each aircraft. Separate from the transaction, Cowen Aviation Finance entered into services agreements with Tempus Applied Solutions, Inc., a related party through common directors, which, among other services, will provide marketing, maintenance, and lease administration services for Cowen Aviation Finance's current aircraft fleet. This acquisition was accounted for as an asset acquisition in accordance with accounting principles generally accepted in the United States of America ("US GAAP") because, upon separation from the seller, the acquired assets do not meet the definition of a business. CRT business On May 6, 2016, the Company completed its previously announced acquisition of the credit products, credit research, special situations and emerging markets units from CRT Capital Group LLC (“CRT”). The acquisition was completed for a combination of cash of $6.3 million and contingent consideration payable annually based on future revenues exceeding specific targets. In the aggregate, the purchase price, assets acquired and liabilities assumed were not significant and the near term impact to the Company and its consolidated results of operations and cash flows is not expected to be significant. Following the acquisition, the businesses acquired from CRT are included in the broker-dealer segment. In accordance with the terms of the purchase agreement, the Company is required to pay to the sellers a portion of future revenue of the business exceeding specified targets over the period through June 2018. The Company estimated the contingent consideration using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amount recognized. The undiscounted amount can range from zero to $8.0 million . The acquisition was accounted for under the acquisition method of accounting in accordance with US GAAP. As such, the results of operations of the businesses acquired are included in the accompanying condensed consolidated statements of operations since the date of the acquisition and the assets acquired, liabilities assumed and the resulting goodwill were recorded at their fair values within their respective line items on the accompanying condensed consolidated statement of financial condition (see Note 8 ). The Company is currently in the process of finalizing the valuation for certain acquired assets of CRT; therefore, the fair value measurements as of June 30, 2016 and goodwill are preliminary and subject to adjustments. The Company recognized approximately $0.4 million of acquisition-related costs, including legal, accounting, and valuation services. These costs are included in professional, advisory and other fees in the accompanying condensed consolidated statements of operations. The Company also assumed contractual obligations toward certain employees which will vest over a 12 month period. These obligations are recorded as compensation expense on a straight line basis. The results of operations of the businesses acquired from CRT for the period from May 6, 2016 through June 30, 2016 are integrated with the broker-dealer business and are included within respective line items. Included in the accompanying condensed consolidated statements of operations for the three and six months ended June 30, 2016 are revenues of $3.5 million , respectively and net income of $0.4 million , respectively (excluding corporate allocated expenses) related to the businesses acquired from CRT. Concept and Conifer During the year ended December 31, 2015, the Company completed two acquisitions. On September 1, 2015, the Company completed its acquisition of all of the outstanding interests in Concept Capital Markets, LLC ("Concept") offering prime brokerage services and outsourced trading. On October 1, 2015 the Company completed its acquisition of all of the outstanding interests in Conifer Securities, LLC ("Conifer") representing the prime brokerage services division of Conifer Financial Services LLC. Following the acquisitions Concept was renamed Cowen Prime Services LLC ("Cowen Prime") and Conifer was renamed Cowen Prime Services Trading LLC ("Cowen Prime Trading"). Both were registered broker-dealers (members Financial Industry Regulatory Authority "FINRA" and Securities Industry Protection Corporation "SIPC"). Following the acquisitions, Conifer and Concept were integrated. During the second quarter of 2016, Cowen Prime Trading's broker dealer withdrawal request, filed with FINRA, became effective and the business was merged into Cowen Prime. The acquisitions were accounted for under the acquisition method of accounting in accordance with accounting principles generally accepted in the United States of America ("US GAAP"). As such, the results of operations for Concept and Conifer are included in the accompanying condensed consolidated statements of operations since the dates of the respective acquisitions and the assets acquired, liabilities assumed and the resulting goodwill were recorded at their fair values within their respective line items on the accompanying condensed consolidated statement of financial condition. The Company is currently in the process of finalizing the valuation for certain acquired assets of Concept and Conifer; therefore, the fair value measurements and goodwill are preliminary and subject to measurement period adjustments. The allocation of the purchase price to the net assets acquired will be finalized as necessary, up to one year after the acquisitions' respective closing dates, as the information becomes available. Both of the acquisitions were not deemed material individually but were material in the aggregate. Included in the accompanying condensed consolidated statements of operations for the three and six months ended June 30, 2016 are revenues of $10.7 million and $22.1 million and net income of $1.0 million and $2.5 million , respectively (excluding corporate allocated expenses) related to the Concept and Conifer combined results of operations. The following unaudited supplemental pro forma information presents consolidated financial results for the six months ended June 30, 2015 as if the acquisitions were completed as of the beginning of that period. This supplemental pro forma information has been prepared for comparative purposes only and is not intended to be indicative of what the Company's results would have been had the acquisitions been completed on January 1, 2015, nor does it purport to be indicative of any future results. For the six months ended June 30, 2015 (dollars in thousands, except per share data) (unaudited) Revenues $ 262,329 Net income (loss) attributable to Cowen Group, Inc. common stockholders 22,048 Net income per common share: Basic $ 0.20 Diluted $ 0.19 |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies a. Basis of Presentation These unaudited condensed consolidated financial statements are prepared in accordance with US GAAP as promulgated by the Financial Accounting Standards Board ("FASB") through Accounting Standards Codification as the source of authoritative accounting principles in the preparation of financial statements, and include the accounts of the Company, its operating and other subsidiaries, and entities in which the Company has a controlling financial interest or a substantive, controlling general partner interest. All material intercompany transactions and balances have been eliminated on consolidation. Certain fund entities that are consolidated in these accompanying condensed consolidated financial statements, as further discussed below, are not subject to the consolidation provisions with respect to their own controlled investments pursuant to their specialized accounting. The Company serves as the managing member/general partner and/or investment manager to affiliated fund entities which it sponsors and manages. Funds in which the Company has a controlling financial interest are consolidated with the Company pursuant to US GAAP as described below. Consequently, the Company's condensed consolidated financial statements reflect the assets, liabilities, income and expenses of these funds on a gross basis. The ownership interests in these funds that are not owned by the Company are reflected as redeemable non-controlling interests in consolidated subsidiaries in the accompanying condensed consolidated financial statements. The management fees and incentive income earned by the Company from these funds are eliminated in consolidation. The year-end condensed balance sheet data was derived from the audited financial statements, but does not include all disclosures included in the audited financial statements. b. Principles of consolidation The Company consolidates all entities that it controls through a majority voting interest or otherwise, including those funds in which the Company either directly or indirectly has a controlling financial interest. In addition, the Company consolidates all variable interest entities for which it is the primary beneficiary. The Company adopted the new accounting pronouncement regarding consolidation accounting using the modified retrospective method with an effective adoption date of January 1, 2016. The modified retrospective method did not require the restatement of prior year periods. The adoption of the new accounting pronouncement also resulted in a reclassification of certain entities which were previously considered voting interest entities and will now be considered variable interest entities . In accordance with these standards, the Company presently consolidates six funds for which it acts as the general partner and investment manager. As of June 30, 2016 the Company consolidated the following funds: Ramius Enterprise LP (“Enterprise LP”), Ramius Merger Fund LLC (the "Merger Fund"), Cowen Private Investments LP ("Cowen Private"), Ramius Archview Credit and Distressed Fund ("Archview Feeder Fund"), Ramius Archview Credit and Distressed Master Fund ("Archview Master Fund") and (as of May 1, 2016) Caerus Select Fund LP ("Caerus LP") (collectively the "Consolidated Funds"). The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting operating entity ("VOE") or a variable interest entity ("VIE") under US GAAP. Voting Operating Entities — VOEs are entities in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity's economic performance. Under US GAAP, the usual condition for a controlling financial interest in a VOE is ownership of a majority voting interest. Accordingly, the Company consolidates all VOEs in which it owns a majority of the entity's voting shares or units. In connection with the adoption, the Company reevaluated all of its investment products for consolidation. As of January 1, 2016, the Company deconsolidated Quadratic Fund LLC ("Quadratic LLC") as the Company did not hold a significant voting interest in the fund. The adoption of the new accounting pronouncement also resulted in a reclassification of certain entities for which the Company was presumed to have control and will now be VIEs. Variable Interest Entities— VIEs are entities that lack one or more of the characteristics of a VOE. In accordance with US GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. Under the US GAAP consolidation model for VIEs, an enterprise that (1) has the power to direct the activities of a VIE that most significantly impacts the VIE's economic performance, and (2) has an obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE, is considered to be the primary beneficiary of the VIE and thus is required to consolidate it. The Company reconsiders whether it is the primary beneficiary of a VIE by performing a periodic qualitative and/or quantitative analysis of the VIE that includes a review of, among other things, its capital structure, contractual agreements between the Company and the VIE, the economic interests that create or absorb variability, related party relationships and the design of the VIE. As of June 30, 2016 and December 31, 2015 , the total net assets of the consolidated VIEs were $436.0 million and $1.5 million , respectively. The VIEs act as investment managers or are investment companies that are managed by the Company. The VIEs are financed through their operations and/or loan agreements with the Company. As of June 30, 2016 the Company holds variable interests in Ramius Enterprise Master Fund Ltd (“Enterprise Master”), Ramius Merger Master Fund Ltd ("Merger Master") and Caerus Select Master Fund Ltd ("Caerus Master") (collectively the “Unconsolidated Master Funds”) through the Consolidated Funds. Investment companies, which account for their investments under the specialized industry accounting guidance for investment companies prescribed under US GAAP, are not subject to the consolidation provisions for their investments. Therefore, the Company has not consolidated the Unconsolidated Master Funds. In the ordinary course of business, the Company also sponsors various other entities that it has determined to be VIEs. These VIEs are primarily funds and real estate entities for which the Company serves as the general partner, managing member and/or investment manager with decision-making rights. The Company does not consolidate the Unconsolidated Master Funds or real estate entities that are VIEs as it has concluded that it is not the primary beneficiary in each instance. Fund investors are entitled to all of the economics of these VIEs with the exception of the management fee and incentive income, if any, earned by the Company. The Company's involvement with funds and real estate entities that are unconsolidated VIEs is limited to providing investment management services in exchange for management fees and incentive income. Although the Company may advance amounts and pay certain expenses on behalf of the funds and real estate entities that it considers to be VIEs, it does not provide, nor is it required to provide, any type of substantive financial support to these entities outside of regular investment management services (see Note 5 for additional disclosures on VIEs). Equity Method Investments — For operating entities over which the Company exercises significant influence but which do not meet the requirements for consolidation as outlined above, the Company uses the equity method of accounting. The Company's investments in equity method investees are recorded in other investments in the accompanying condensed consolidated statements of financial condition. The Company's share of earnings or losses from equity method investees is included in net gains (losses) on securities, derivatives and other investments in the accompanying condensed consolidated statements of operations. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. The difference between the carrying value of the equity method investment and its estimated fair value is recognized as an impairment charge when the loss in value is deemed other than temporary. Other — If the Company does not consolidate an entity, apply the equity method of accounting or account for an investment under the cost method, the Company accounts for such entities (primarily, all securities of such entity which are bought and held principally for the purpose of selling them in the near term as trading securities) in accordance with US GAAP, at fair value with unrealized gains (losses) resulting from changes in fair value reflected within net gains (losses) on securities, derivatives and other investments in the accompanying condensed consolidated statements of operations. Retention of Specialized Accounting — The Consolidated Funds and certain other consolidated companies are investment companies and apply specialized industry accounting for investment companies. The Company has retained this specialized accounting for these funds pursuant to US GAAP. The Company reports its investments on the condensed consolidated statements of financial condition at their estimated fair value, with unrealized gains (losses) resulting from changes in fair value reflected within net realized and unrealized gains (losses) on investments and other transactions. Accordingly, the accompanying condensed consolidated financial statements reflect different accounting policies for investments depending on whether or not they are held through a consolidated investment company. In addition, the Company's broker-dealer subsidiaries , Cowen and Company, LLC ("Cowen and Company"), ATM Execution LLC ("ATM Execution"), Cowen International Limited ("CIL"), Ramius UK Ltd. ("Ramius UK"), Cowen Prime and Cowen Prime Trading apply the specialized industry accounting for brokers and dealers in securities also prescribed under US GAAP. The Company also retains specialized accounting in consolidation. c. Use of estimates The preparation of the accompanying condensed consolidated financial statements in conformity with US GAAP requires the management of the Company to make estimates and assumptions that affect the fair value of securities and other investments, the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the accompanying condensed consolidated financial statements, the accounting for goodwill and identifiable intangible assets and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. d. Valuation of investments and derivative contracts US GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1 Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3 Fair value is determined based on pricing inputs that are unobservable and includes situations where there is little, if any, market activity for the asset or liability. The determination of fair value for assets and liabilities in this category requires significant management judgment or estimation. Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Company. The Company considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Company's perceived risk of that instrument. The Company and its operating subsidiaries act as the manager for the Consolidated Funds. Both the Company and the Consolidated Funds hold certain investments which are valued by the Company, acting as the investment manager. The fair value of these investments is generally estimated based on proprietary models developed by the Company, which include discounted cash flow analysis, public market comparables, and other techniques and may be based, at least in part, on independently sourced market information. The material estimates and assumptions used in these models include the timing and expected amount of cash flows, the appropriateness of discount rates used, and, in some cases, the ability to execute, timing of, and estimated proceeds from expected financings. Significant judgment and estimation goes into the selection of an appropriate valuation methodology as well as the assumptions used in these models, and the timing and actual values realized with respect to investments could be materially different from values derived based on the use of those estimates. The valuation methodologies applied impact the reported value of the Company's investments and the investments held by the Consolidated Funds in the consolidated financial statements. Certain of the Company's investments are relatively illiquid or thinly traded and may not be immediately liquidated on demand if needed. Fair values assigned to these investments may differ significantly from the fair values that would have been used had a ready market for the investments existed and such differences could be material . The Company primarily uses the “market approach” to value its financial instruments measured at fair value. In determining an instrument's level within the hierarchy, the Company categorizes the Company's financial instruments into three categories: securities, derivative contracts and other investments. To the extent applicable, each of these categories can further be divided between those held long or sold short. The Company has the option to measure certain financial assets and financial liabilities at fair value with changes in fair value recognized in earnings each period. The election is made on an instrument by instrument basis at initial recognition of an asset or liability or upon an event that gives rise to a new basis of accounting for that instrument. The Company has elected the fair value option for certain of its investments held by its operating companies. This option has been elected because the Company believes that it is consistent with the manner in which the business is managed as well as the way that financial instruments in other parts of the business are recorded. Securities — Securities with values based on quoted market prices in active markets for identical assets are classified within level 1 of the fair value hierarchy. These securities include active listed equities, certain U.S. government and sovereign obligations, ETF's, mutual funds and certain money market securities. The Company does not adjust the quoted price for such instruments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price. Certain positions for which trading activity may not be readily visible, consisting primarily of convertible debt, corporate debt and loans and restricted equities, are stated at fair value and classified within level 2 of the fair value hierarchy. The estimated fair values assigned by management are determined in good faith and are based on available information considering, trading activity, broker quotes, quotations provided by published pricing services, counterparties and other market participants, and pricing models using quoted inputs, and do not necessarily represent the amounts which might ultimately be realized. As level 2 investments include positions that are not always traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability. Derivative contracts — Derivative contracts can be exchange-traded or privately negotiated over-the-counter (“OTC”). Exchange-traded derivatives, such as futures contracts and exchange-traded option contracts, are typically classified within level 1 or level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. OTC derivatives, such as generic forwards, swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within level 2. OTC derivatives, such as swaps and options where market data is not readily available or observable are classified as level 3. Other investments — Other investments consist primarily of portfolio funds, real estate investments and equity method investments, which are valued as follows : i. Portfolio funds— Portfolio funds (“Portfolio Funds”) include interests in funds and investment companies which may be managed by the Company or its affiliates. The Company follows US GAAP regarding fair value measurements and disclosures relating to investments in certain entities that calculate net asset value (“NAV”) per share (or its equivalent). The guidance permits, as a practical expedient, an entity holding investments in certain entities that either are investment companies as defined by the AICPA Audit and Accounting Guide, Investment Companies, or have attributes similar to an investment company, and calculate net asset value per share or its equivalent for which the fair value is not readily determinable, to measure the fair value of such investments on the basis of that NAV per share, or its equivalent, without adjustment. In accordance with US GAAP, investments which are valued using NAV per share as a practical expedient are not categorized within the fair value hierarchy. ii. Real estate investments— Real estate debt and equity investments are valued at fair value. The fair value of real estate investments are estimated based on the price that would be received to sell an asset in an orderly transaction between marketplace participants at the measurement date. Real estate investments without a public market are valued based on assumptions and valuation techniques used by the Company. Such valuation techniques may include discounted cash flow analysis, prevailing market capitalization rates or earnings multiples applied to earnings from the investment, analysis of recent comparable sales transactions, actual sale negotiations and bona fide purchase offers received from third parties, consideration of the amount that currently would be required to replace the asset, as adjusted for obsolescence, as well as independent external appraisals. In general, the Company considers several valuation techniques when measuring the fair value of a real estate investment. However, in certain circumstances, a single valuation technique may be appropriate. Real estate investments are reviewed on a quarterly basis by the Company for significant changes at the property level or a significant change in the overall market which would impact the value of the real estate investment resulting in unrealized appreciation or depreciation. Real estate and capital markets are cyclical in nature. Property and investment values are affected by, among other things, the availability of capital, occupancy rates, rental rates and interest and inflation rates. In addition, the Company invests in real estate and real estate related investments for which no liquid market exists. The market prices for such investments may be volatile and may not be readily ascertainable. Amounts ultimately realized by the Company from investments sold may differ from the fair values presented, and the differences could be material. The Company's real estate investments are typically categorized as a level 3 investment within the fair value hierarchy as management uses significant unobservable inputs in determining their estimated fair value. See Notes 5 and 6 for further information regarding the Company's investments, including equity method investments, and fair value measurements. e. Fixed Assets Fixed assets are stated at cost less accumulated depreciation or amortization. Leasehold improvements are amortized on a straight-line basis over the lesser of their useful life or lease term. When the Company commits to a plan to abandon fixed assets or leasehold improvements before the end of its original useful life, the estimated depreciation or amortization period is revised to reflect the shortened useful life of the asset. Other fixed assets are depreciated on a straight-line basis over their estimated useful lives. Aircraft and related equipment, which are leased out under operating leases, are carried at cost less accumulated depreciation and are depreciated to estimated residual value using the straight-line method over the lease term or estimated useful life of the asset. Any assets received at the end of the lease are marked to the lower of cost or fair value with the adjustment recorded in other income. Asset Depreciable Lives Principal Method Telephone and computer equipment 3-8 years Straight-line Computer software 3-7 years Straight-line Furniture and fixtures 5-8 years Straight-line Leasehold improvements 5-15 years Straight-line Capitalized lease asset 5 years Straight-line Aircraft and related equipment 10-20 years Straight-line Modifications to aircraft 4-10 years Straight-line f. Debt Long-term debt is carried at the principal amount borrowed net of any discount/premium. The discount is accreted to interest expense using the effective interest method over the remaining life of the underlying debt obligations. Accrued but unpaid coupon interest is included in accrued expenses and other liabilities in the accompanying condensed consolidated statements of financial condition. The Company adopted a new accounting pronouncement, during the first quarter of 2016, which reclassified the unamortized debt issuance costs in our previously reported condensed consolidated statements of financial condition from other assets to a direct reduction from the carrying amount of the debt. Notes payable and other debt and convertible debt as of December 31, 2015 was previously presented as $195.7 million . Due to the retrospective application notes payable and other debt and convertible debt is now presented as $191.0 million as of December 31, 2015. g. Deferred rent Deferred rent primarily consists of step rent, allowances from landlords and valuing the Company's lease properties in accordance with US GAAP. Step rent represents the difference between actual operating lease payments due and straight-line rent expense, which is recorded by the Company over the term of the lease, including the build-out period. This amount is recorded as deferred rent in the early years of the lease, when cash payments are generally lower than straight-line rent expense, and reduced in the later years of the lease when payments begin to exceed the straight-line expense. Landlord allowances are generally comprised of amounts received and/or promised to the Company by landlords and may be received in the form of cash or free rent. These allowances are part of the negotiated terms of the lease. The Company records a receivable from the landlord and a deferred rent liability when the allowances are earned. This deferred rent is amortized into income (through lower rent expense) over the term (including the pre-opening build-out period) of the applicable lease, and the receivable is reduced as amounts are received from the landlord. Liabilities resulting from valuing the Company's leased properties acquired through business combinations are quantified by comparing the current fair value of the leased space to the current rental payments on the date of acquisition. Deferred rent, included in accounts payable, accrued expenses and other liabilities in the accompanying condensed consolidated statements of financial condition, as of June 30, 2016 and December 31, 2015 is $11.2 million and $12.0 million , respectively. Deferred rent asset, included in other assets in the accompanying condensed consolidated statements of financial condition, as of June 30, 2016 and December 31, 2015 is $0.2 million and $0.3 million , respectively. h. Insurance-related contracts Premiums for insurance-related contracts are earned over the coverage period. In most cases, premiums are recognized as revenues ratably over the term of the contract with unearned premiums computed on a monthly basis. For each of its contracts, the Company determines if the contract provides indemnification against loss or liability relating to insurance risk, in accordance with US GAAP. If the Company determines that a contract does not expose it to a reasonable possibility of a significant loss from insurance risk, the Company records the contract under the deposit method of accounting with any net amount receivable reflected as an asset in other assets, and any net amount payable reflected as a liability within accounts payable, accrued expenses and other liabilities on the condensed consolidated statements of financial condition. The liabilities for losses and loss adjustment expenses are recorded at the estimated ultimate payment amounts, including reported losses. Estimated ultimate payment amounts are based upon (1) reports of losses from policyholders, (2) individual case estimates and (3) estimates of incurred but not reported losses. Provisions for losses and loss adjustment expenses are charged to earnings after deducting amounts recovered and estimates of recoverable amounts and are included in other expenses on the condensed consolidated statements of operations. Costs of acquiring new policies, which vary with and are directly related to the production of new policies, have been deferred to the extent that such costs are deemed recoverable from future premiums or gross profits. Such costs include commissions and allowances as well as certain costs of policy issuance and underwriting and are included within other assets on the condensed consolidated statements of financial condition. Included in other revenues, in the accompanying condensed consolidated statements of operations, for the three and six months ended June 30, 2016 is $13.3 million and $14.3 million , respectively, related to premiums earned from the Company’s insurance and reinsurance business. Included in other expenses, in the accompanying condensed consolidated statements of operations, for the three and six months ended June 30, 2016 is $11.8 million and $12.3 million , respectively, are insurance and reinsurance business loss and claim reserves, acquisition costs and other expenses. i. Revenue recognition Lease revenue Lease revenue under operating leases is recognized on a straight-line basis over the term of the lease. j. Recently issued accounting pronouncements In March 2016, as part of its simplification initiative, the FASB issued a new accounting pronouncement which simplified the requirements for share based payments. The guidance among other things covers the income tax consequences and classification of excess tax benefit and tax withholding on the statement of cash flows. For public business entities, the guidance is effective for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this guidance on the Company’s financial condition, results of operations and cash flows. In May 2014, the FASB issued guidance which amends and supersedes the revenue recognition requirements and most industry-specific guidance and creates a single source of revenue guidance. The new guidance outlines the principles an entity must apply to measure and recognize revenue and related cash flows. The guidance also provides a model for the measurement and recognition of gains and losses on the sale of certain non-financial assets. The guidance is effective for reporting periods beginning after December 15, 2017. In July 2015, the FASB confirmed a deferral of the effective date by one year, with early adoption on the original effective date permitted. In March and April 2016, the FASB issued new guidance to clarify the implementation guidance on principal versus agent considerations and identifying performance obligations and licensing implementation guidance. The Company is currently evaluating the impact of this guidance on the Company’s financial condition, results of operations and cash flows. In March 2016, as part of its simplification initiative, the FASB issued a new accounting pronouncement which eliminates the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings retroactively on a step-by step basis as if the equity method had been in effect during all previous periods that the investment had been held. The amendments require that the equity method investor add the cost of acquiring the additional interest in the investee to the current basis of the investor’s previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting. Therefore, upon qualifying for the equity method of accounting, no retroactive adjustment of the investment is required. The guidance is effective prospectively for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this guidance on the Company’s financial condition, results of operations and cash flows. In March 2016, the FASB issued two amendments relating to Derivatives and Hedging. The amendments clarify that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Topic 815 does not, in and of itself, require de-designation of that hedging relationship provided that all other hedge accounting criteria continue to be met. The Second amendment relates to Contingent Put and call option in a debt instrument and clarify the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts when assessed under the current guidance. For public business entities the guidance is effective for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this guidance on the Company’s financial condition and its disclosures. In February 2016, the FASB issued guidance which amends and supersedes its previous guidance regarding leases. The new guidance requires the lessee to recognize the right to use assets and lease liabilities that arise from leases and present them in its statement of financial condition. The recognition of these lease assets and lease liabilities represents an improvement over previous GAAP, which did not require lease assets and lease liabilities to be recognized for most leases. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous GAAP. There continues to be |
Cash Collateral Pledged
Cash Collateral Pledged | 6 Months Ended |
Jun. 30, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Cash Collateral Pledged | Cash Collateral Pledged As of June 30, 2016 and December 31, 2015 , the Company pledged cash collateral in the amount of $8.3 million and $10.1 million , respectively, which relates to letters of credit issued to the landlords of the Company's premises in New York City, Boston and San Francisco. The Company also has a letter of credit, in the amount of $5.5 million , due March 2017, for which cash is pledged as collateral under a reinsurance agreement. (See Note 13 ). |
Investments of Operating Entiti
Investments of Operating Entities and Consolidated Funds | 6 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments of Operating Entities and Consolidated Funds | Investments of Operating Entities and Consolidated Funds a. Operating Entities Securities owned, at fair value Securities owned, at fair value are held by the Company and are considered held for trading. Substantially all equity securities are pledged to the clearing brokers under terms which permit the clearing broker to sell or re-pledge the securities to others subject to certain limitations. As of June 30, 2016 and December 31, 2015 , securities owned, at fair value consisted of the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) U.S. Government securities (a) $ 3,773 $ 3,016 Preferred stock (b) 13,242 25,563 Common stocks (b) 443,240 516,108 Convertible bonds (c) 250 819 Corporate bonds (d) 6,847 47,192 Warrants and rights 3,581 3,059 Mutual funds (e) 821 14,477 $ 471,754 $ 610,234 (a) As of June 30, 2016 , maturities ranged from July 2016 to June 2017 with an interest rate of 0% . As of December 31, 2015 , maturities ranged from January 2016 to August 2016 with interest rates ranged between 0% to 5.95% . (b) Included in preferred stocks are investments in securities for which the Company has elected the fair value option with the fair value of $4.8 million at June 30, 2016 and preferred and common stock of $7.7 million and $7.4 million , respectively, at December 31, 2015 . These investments were acquired in connection with merchant banking transactions. (c) As of June 30, 2016 , the maturity was March 2018 with an interest rate of 8% . As of December 31, 2015 , maturities ranged from July 2016 to March 2018 with interest rates ranged between 8% to 10.00% . (d) As of June 30, 2016 , maturities ranged from August 2017 to February 2046 and interest rates ranged between 3.50% to 8.25% . As of December 31, 2015 , maturities ranged from March 2016 to February 2046 and interest rates ranged between 3.25% to 9.00% . (e) Included in this amount as of December 31, 2015 , are investments in affiliated funds of $13.4 million all of which was liquidated during the three months ended March 31, 2016. Receivable on and Payable for derivative contracts, at fair value The Company's direct involvement with derivative financial instruments includes futures, currency forwards, equity swaps, and options. The Company's derivatives trading activities exposes the Company to certain risks, such as price and interest rate fluctuations, volatility risk, credit risk, counterparty risk, foreign currency movements and changes in the liquidity of markets. Upon issuance of the Company's cash convertible unsecured senior notes ("Convertible Notes") (See Note 13 ), the Company recognized the embedded cash conversion option at fair value of $35.7 million which is valued as of June 30, 2016 at $8.5 million and is included in payable for derivative contracts in the accompanying condensed consolidated statement of financial condition. Also, on the date of issuance of the Convertible Notes, the Company entered into a separate cash convertible note economic hedge transaction (the "Hedge Transaction") with a counterparty (the “Option Counterparty”) whereby, the Company purchased a cash settled option contract with terms identical to the conversion option embedded in the Convertible Notes and simultaneously sold an equity settled warrant with a higher strike price. The Hedge Transaction is expected to reduce the Company’s exposure to potential cash payments in excess of the principal amount of converted notes that the Company may be required to make upon conversion of the Convertible Notes. The Company paid a premium of $35.7 million for the option under the Hedge Transaction and received a premium of $15.2 million for the equity settled warrant transaction, for a net cost of $20.5 million . The Hedge Transaction is valued at $8.5 million as of June 30, 2016 and is included in receivable on derivative contracts in the accompanying condensed consolidated statement of financial condition. Aside from the initial premium paid, the Company will not be required to make any cash payments under the Hedge Transaction and could be entitled to receive an amount of cash from the Option Counterparty generally equal to the amount by which the market price per share of common stock exceeds the strike price of the Hedge Transaction during the relevant valuation period. The warrants cover 28,048,786 shares of the Company's Class A common stock and have an initial exercise price of $7.18 per share. The warrants expire over a period of 80 trading days beginning on November 14, 2018. The warrant transaction could have a dilutive effect to the extent that the market value per share of the Company’s Class A common stock exceeds the applicable strike price of the warrants. The Company's long and short exposure to derivatives is as follows: Receivable on derivative contracts As of June 30, 2016 As of December 31, 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 19,282 $ 797 $ 9,416 $ 189 Currency forwards $ 19,354 160 $ 67,862 659 Equity swaps $ 100,870 2,654 $ 118,488 2,327 Options other (a) 262,443 17,841 289,433 31,456 Foreign currency options $ 252,038 3,519 $ 283,797 4,987 $ 24,971 $ 39,618 (a) Includes index, equity, commodity future and cash conversion options. Payable for derivative contracts As of June 30, 2016 As of December 31, 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 33,424 $ 1,005 $ 11,995 $ 101 Currency forwards $ 86,059 403 $ 44,156 463 Equity and credit default swaps $ 65,381 2,408 $ 7,605 71 Options other (a) 9,606 11,040 16,632 20,548 $ 14,856 $ 21,183 (a) Includes index, equity, commodity future and cash conversion options. The following tables present the gross and net derivative positions and the related offsetting amount, as of June 30, 2016 and December 31, 2015 . Gross amounts not offset in the Condensed Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Condensed Consolidated Statements of Financial Condition (a) Net amounts included on the Condensed Consolidated Statements of Financial Condition Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of June 30, 2016 Receivable on derivative contracts, at fair value $ 24,971 $ — $ 24,971 $ — $ 7,674 $ 17,297 Payable for derivative contracts, at fair value 14,856 — 14,856 — 2,811 12,045 As of December 31, 2015 Receivable on derivative contracts, at fair value 39,618 — 39,618 — 9,339 30,279 Payable for derivative contracts, at fair value 21,183 — 21,183 — 534 20,649 (a) Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. (b) Includes the amount of collateral held or posted. The realized and unrealized gains/(losses) related to derivatives trading activities were $(9.9) million and $(7.5) million for the three months ended June 30, 2016 and 2015 and $(7.5) million and $(5.4) million for the six months ended June 30, 2016 and 2015 , respectively, and are included in other income in the accompanying condensed consolidated statements of operations. Pursuant to the various derivatives transactions discussed above, except for the cash convertible note hedge (see Note 13 ) and exchange traded derivatives, the Company is required to post/receive collateral. As of June 30, 2016 and December 31, 2015 , collateral consisting of $36.2 million and $27.1 million of cash, respectively, is included in receivable from brokers and payable to brokers on the accompanying condensed consolidated statements of financial condition. As of June 30, 2016 and December 31, 2015 all derivative contracts were with multiple major financial institutions. Other investments As of June 30, 2016 and December 31, 2015 , other investments included the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Portfolio Funds, at fair value (1) $ 116,079 $ 113,281 Equity method investments (2) 42,629 27,067 Lehman claims, at fair value 270 299 $ 158,978 $ 140,647 (1) Portfolio Funds, at fair value The Portfolio Funds, at fair value as of June 30, 2016 and December 31, 2015 , included the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) HealthCare Royalty Partners (a)(*) $ 10,137 $ 12,127 HealthCare Royalty Partners II (a)(*) 6,036 6,006 Orchard Square Partners Credit Fund LP (b) 4,176 4,170 Starboard Value and Opportunity Fund LP (c)(*) 26,843 20,369 Starboard Partners Fund LP (d)(*) 4,013 14,036 Starboard Leaders Fund LP (e)(*) 1,178 1,080 Formation8 Partners Fund I, L.P. (f) 20,941 19,454 Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) (g) 1,720 1,101 RCG LV Park Lane LLC (h) (*) 590 809 RCGL 12E13th LLC (i) (*) 407 609 RCG Longview Debt Fund V, L.P. (i) (*) 16,426 18,147 RCG LPP2 PNW5 Co-Invest, L.P. (j) (*) 2,468 2,468 Quadratic Fund LLC (k) (*) 6,865 — Other private investment (l) (*) 7,933 6,909 Other affiliated funds (m)(*) 6,346 5,996 $ 116,079 $ 113,281 * These portfolio funds are affiliates of the Company. The Company has no unfunded commitments regarding the portfolio funds held by the Company except as noted in Note 12 . (a) HealthCare Royalty Partners, L.P. and HealthCare Royalty Partners II, L.P. are private equity funds and therefore distributions will be made when cash flows are received from the underlying investments, typically on a quarterly basis. (b) Orchard Square Partners Credit Fund LP has a quarterly redemption policy with a 60 day notice period and a 4% penalty on redemptions of investments of less than a year in duration. (c) Starboard Value and Opportunity Fund LP permits quarterly withdrawals upon 90 days notice. (d) Starboard Partners Fund LP permits redemptions on a semi-annual basis on 180 days prior written notice subsequent to an initial two year lock up. (e) Starboard Leaders Fund LP does not permit withdrawals, but instead allows terminations with respect to capital commitments upon 30 days prior written notice at any time following the first anniversary of an investors initial capital contribution. (f) Formation8 Partners Fund I, L.P. is a private equity fund which invests in early stage and growth transformational information and energy technology companies. Distributions will be made when the underlying investments are liquidated. (g) Eclipse Ventures Fund I, L.P. (Formerly Formation8 Partners Hardware Fund I, L.P.) is a private equity fund which invests in early stage and growth hardware companies. Distributions will be made when the underlying investments are liquidated. (h) RCG LV Park Lane LLC is a single purpose entity formed to participate in a joint venture which acquired, at a discount, the mortgage notes on a portfolio of multifamily real estate properties located in Birmingham, Alabama. RCG LV Park Lane LLC is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (i) RCGL 12E13th LLC and RCG Longview Debt Fund V, L.P. are real estate private equity structures and therefore distributions will be made when the underlying investments are liquidated. (j) RCG LPP2 PNW5 Co-Invest, L.P. is a single purpose entity formed to participate in a joint venture which acquired five multi-unit residential rental properties located in the Pacific Northwest. RCG LPP2 PNW5 Co-Invest, L.P. is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (k) Quadratic Fund LLC permits redemptions on a 30 days prior written notice. (l) Other private investment represents the Company's closed end investment in a portfolio fund that invests in a wireless broadband communication provider in Italy. (m) The majority of these funds are affiliates of the Company or are managed by the Company and the investors can redeem from these funds as investments are liquidated. (2) Equity method investments Equity method investments include investments held by the Company in several operating companies whose operations primarily include the day to day management of a number of real estate funds, including the portfolio management and administrative services related to the acquisition, disposition, and active monitoring of the real estate funds' underlying debt and equity investments. The Company's ownership interests in these equity method investments range from 20% to 55% . The Company holds a majority of the outstanding ownership interest (i.e., more than 50%) in RCG Longview Partners II, LLC. The operating agreement that governs the management of day-to-day operations and affairs of this entity stipulates that certain decisions require support and approval from other members in addition to the support and approval of the Company. As a result, all operating decisions made in this entity requires the support of both the Company and an affirmative vote of a majority of the other managing members who are not affiliates of the Company. As the Company does not possess control over any of these entities, the presumption of consolidation has been overcome pursuant to current accounting standards and the Company accounts for these investments under the equity method of accounting. Also included in equity method investments are the investments in (a) HealthCare Royalty Partners General Partners and (b) Starboard Value (and certain related parties) which serves as an operating company whose operations primarily include the day to day management (including portfolio management) of several activist hedge funds and related managed accounts and c) Surf House Ocean Views Holdings, LLC which is a joint venture in a real estate development project. The Company recorded no impairment charges in relation to its equity method investments for the six months ended June 30, 2016 and 2015. The following table summarizes equity method investments held by the Company: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) RCG Longview Debt Fund IV Management, LLC $ 331 $ 331 RCG Longview Debt Fund V Partners, LLC 5,942 4,655 HealthCare Royalty GP, LLC 827 989 HealthCare Royalty GP II, LLC 1,022 1,017 HealthCare Royalty GP III, LLC 78 88 HealthCare Overflow Fund GP, LLC 85 — Surf House Ocean Views Holdings, LLC 13,254 — Starboard Value LP 16,844 15,769 RCG Longview Management, LLC 695 656 RCG Urban American, LLC 107 120 RCG Urban American Management, LLC 379 379 RCG Longview Equity Management, LLC 114 114 Urban American Real Estate Fund II, LLC 1,312 1,211 RCG Kennedy House, LLC 212 304 Other 1,427 1,434 $ 42,629 $ 27,067 As of June 30, 2016 and December 31, 2015 , the Company's share of losses in its equity method investment in RCG Longview Partners II, LLC has exceeded the carrying amount recorded in this investee. These amounts are included in accounts payable, accrued expenses and other liabilities in the accompanying condensed consolidated statements of financial condition. RCG Longview Partners II, LLC, as general partner to a real estate fund, has reversed previously recorded incentive income allocations and has recorded a current clawback obligation to the limited partners in the fund. This obligation is due to a change in unrealized value of the fund on which there have previously been distributed carried interest realizations; however, the settlement of a potential obligation is not due until the end of the life of the respective fund. As the Company is obligated to return previous distributions it received from RCG Longview Partners II, LLC, it has continued to record its share of gains/losses in the investee including reflecting its share of the clawback obligation in the amount of $6.2 million . The Company's income (loss) from equity method investments was $ 0.2 million and $(5.0) million for the three months ended June 30, 2016 and 2015 and $4.9 million and $9.2 million for the six months ended June 30, 2016 and 2015 , respectively, and is included in net gains (losses) on securities, derivatives and other investments on the accompanying condensed consolidated statements of operations. Securities sold, not yet purchased, at fair value Securities sold, not yet purchased, at fair value represent obligations of the Company to deliver a specified security at a contracted price and, thereby, create a liability to purchase that security at prevailing prices. The Company's liability for securities to be delivered is measured at their fair value as of the date of the consolidated financial statements. However, these transactions result in off-balance sheet risk, as the Company's ultimate cost to satisfy the delivery of securities sold, not yet purchased, at fair value may exceed the amount reflected in the accompanying condensed consolidated statements of financial condition. Substantially all equity securities and options are pledged to the clearing broker under terms which permit the clearing broker to sell or re-pledge the securities to others subject to certain limitations. As of June 30, 2016 and December 31, 2015 , securities sold, not yet purchased, at fair value consisted of the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Common stocks $ 284,283 $ 257,101 Corporate bonds (a) 1,131 58 $ 285,414 $ 257,159 (a) As of June 30, 2016 and December 31, 2015 , the maturities ranged from February 2020 to January 2026 with interest rates ranged between 5.55% to 8.25% . Variable Interest Entities The total assets and liabilities of the variable interest entities for which the Company has concluded that it holds a variable interest, but for which it is not the primary beneficiary, are $5.1 billion and $0.7 billion as of June 30, 2016 and $3.1 billion and $473.3 million as of December 31, 2015 , respectively. In addition, the maximum exposure relating to these variable interest entities as of June 30, 2016 was $464.8 million , and as of December 31, 2015 was $327.8 million , all of which is included in other investments, at fair value in the accompanying condensed consolidated statements of financial condition. The exposure to loss primarily relates to the Consolidated Feeder Funds' investment in their Unconsolidated Master Funds and the Company's investment in unconsolidated investment companies. b. Consolidated Funds Securities owned, at fair value As of June 30, 2016 and December 31, 2015 , securities owned, at fair value, held by the Consolidated Funds consisted of the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Preferred stock $ 41,148 $ 32,000 Common stocks 6,228 — Corporate bonds (a) 4,726 — Term Loan 1,426 — $ 53,528 $ 32,000 (a) As of June 30, 2016 , maturities ranged from October 2017 to May 2049 and interest rates ranged between 6.28% and 14.37% . Securities sold, not yet purchased, at fair value As of June 30, 2016 , securities sold, not yet purchased, at fair value, held by the Consolidated Funds consisted of the following: As of June 30, 2016 (dollars in thousands) Common stocks $ 358 Corporate bonds (a) 1,195 $ 1,553 (a) As of June 30, 2016 , maturities ranged from September 2019 to March 2025 and interest rates ranged between 4.38% and 9.25% . Receivable on derivative contracts As of June 30, 2016 , receivable on derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of June 30, 2016 (dollars in thousands) Currency forwards $ 18 Equity swaps 23 Options 19 $ 60 Other investments, at fair value Investments in Portfolio Funds, at fair value As of June 30, 2016 and December 31, 2015 , investments in Portfolio Funds, at fair value, included the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Investments of Enterprise LP $ 107,429 $ 111,075 Investments of Merger Fund 261,526 74,348 Investments of Caerus Select Fund Ltd 5,728 — Investments of Quadratic LLC — 78,395 $ 374,683 $ 263,818 Consolidated portfolio fund investments of Enterprise LP Enterprise LP operates under a “master-feeder” structure, whereby Enterprise Master's shareholders are Enterprise LP and RCG II Intermediate Fund, L.P. The consolidated investments in Portfolio Funds include Enterprise LP's investment of $107.4 million and $111.1 million in Enterprise Master as of June 30, 2016 and December 31, 2015 , respectively. On May 12, 2010, the Company announced its intention to close Enterprise Master. Prior to this announcement, strategies utilized by Enterprise Master included merger arbitrage and activist investing, investments in distressed securities, convertible hedging, capital structure arbitrage, equity market neutral, investments in private placements of convertible securities, proprietary mortgages, structured credit investments, investments in mortgage backed securities and other structured finance products, investments in real estate and real property interests, structured private placements and other relative value strategies. Enterprise Master had broad investment powers and maximum flexibility in seeking to achieve its investment objective. Enterprise Master was permitted to invest in equity securities, debt instruments, options, futures, swaps, credit default swaps and other derivatives. As Enterprise Master winds down its positions, it will return capital to its investors. There are no unfunded commitments at Enterprise LP. Consolidated portfolio fund investments of Merger Fund The Merger Fund operates under a “master-feeder” structure, whereby Ramius Merger Master Ltd's ("Merger Master") shareholders are Merger Fund and Ramius Merger Fund Ltd. The consolidated investments in Portfolio Funds include Merger Fund's investment of $261.5 million and $74.3 million in Merger Master as of June 30, 2016 and December 31, 2015 , respectively. The Merger Master’s investment objective is to achieve consistent absolute returns while emphasizing the preservation of investor capital. The Merger Master seeks to achieve these objectives by taking a fundamental, research-driven approach to investing, primarily in the securities of issuers engaged in, or subject to, announced (or unannounced but otherwise anticipated) extraordinary corporate transactions, which may include, but are not limited to, mergers, acquisitions, leveraged buyouts, tender offers, hostile takeover bids, sale processes, exchange offers, and recapitalizations. Merger Master invests in the securities of one or more issuers engaged in or subject to such extraordinary corporate transactions. Merger Master typically seeks to derive a profit by realizing the price differential, or “spread,” between the market price of securities purchased or sold short and the market price or value of securities realized in connection with the completion or termination of the extraordinary corporate transaction, or in connection with the adjustment of market prices in anticipation thereof, while seeking to minimize the market risk associated with the aforementioned investment activities. Merger Master will, depending on markets conditions, generally focus the majority of its investment program on announced transactions. If the investment manager of Merger Master considers it necessary, it may either alone or as part of a group, also initiate shareholder actions seeking to maximize value. Such shareholder actions may include, but are not limited to, re-orienting management’s focus or initiating the sale of the company (or one or more of its divisions) to a third party. There are no unfunded commitments at Merger Fund. Consolidated portfolio fund investments of Caerus LP Caerus LP operates under a “master-feeder” structure, whereby Caerus Select Master Fund Ltd's ("Caerus Master") shareholder is Caerus LP. The consolidated investments in Portfolio Funds include Caerus LP's investment of $5.7 million in Caerus Master as of June 30, 2016 . Caerus Master’s investment objective is to achieve superior risk-adjusted rates of return that bear little correlation to the overall market. Caerus Master seeks to achieve this objective by utilizing a long/short investment strategy, investing primarily in equities and options on equities that trade on major global market exchanges. Caerus Master focuses on investments in the global consumer sector, including, but not limited to, securities in sub-sectors such as retail, apparel and footwear, restaurants, gaming and lodging, consumer products, food and beverage, consumer technology, media, transportation and homebuilding and building materials. There are no unfunded commitments at Caerus LP. Consolidated portfolio fund investments of Quadratic Fund LLC Quadratic LLC operates under a “master-feeder” structure, whereby Quadratic Master Fund Ltd's ("Quadratic Master") shareholders are Quadratic Fund LLC and Quadratic Fund Ltd. The consolidated investments in Portfolio Funds include Quadratic Fund LLC's investment of $78.4 million in Quadratic Master as of December 31, 2015. Quadratic LLC was deconsolidated on January 1, 2016 (See Note 3 ). The Quadratic Master’s investment objective is to achieve attractive, risk-adjusted rates of return through the use of proprietary fundamental global macro and options/swaptions based strategies. Quadratic Master’s strategy is primarily executed via options and swaptions. Indirect Concentration of the Underlying Investments Held by Consolidated Funds From time to time, either directly or indirectly through its investments in the Consolidated Funds, the Company may maintain exposure to a particular issue or issuer (both long and/or short) which may account for 5% or more of the Company's equity. Based on information that is available to the Company as of June 30, 2016 and December 31, 2015 , the Company assessed whether or not its interests in an issuer for which the Company's pro-rata share exceeds 5% of the Company's equity. There were no indirect concentrations that exceed 5% of the Company's equity as of June 30, 2016 and December 31, 2015 . Underlying Investments of Unconsolidated Funds Held by Consolidated Funds Enterprise Master and Merger Master Enterprise LP's investment in Enterprise Master represents Enterprise LP's proportionate share of Enterprise Master's net assets; as a result, the investment balances of Enterprise Master reflected below may exceed the net investment which Enterprise LP has recorded. Merger Fund's investment in Merger Master represents Merger Fund's proportionate share of Merger Master's net assets; as a result, the investment balances of Merger Master reflected below may exceed the net investment which Merger Fund has recorded. The following tables present summarized investment information for the underlying investments and derivatives held by Enterprise Master and Merger Master as of June 30, 2016 and December 31, 2015 : Securities owned by Enterprise Master, at fair value As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Common stock 765 724 Preferred stock 1,493 1,484 Restricted stock 124 124 Rights — 321 Trade claims — 128 $ 2,382 $ 2,781 Receivable/(Payable) on derivative contracts, at fair value, owned by Enterprise Master As of June 30, 2016 As of December 31, 2015 Description (dollars in thousands) Currency forwards $ — $ (4 ) $ — $ (4 ) Portfolio Funds, owned by Enterprise Master, at fair value As of June 30, 2016 As of December 31, 2015 Strategy (dollars in thousands) RCG Longview Equity Fund, LP* Real Estate $ 7,507 $ 7,635 RCG Longview II, LP* Real Estate 709 698 RCG Longview Debt Fund IV, LP* Real Estate 2,470 3,577 RCG Soundview, LLC* Real Estate 452 452 RCG Urban American Real Estate Fund, L.P.* Real Estate 309 312 RCG Special Opportunities Fund, Ltd* Multi-Strategy 91,727 81,544 RCG Energy, LLC * Energy — 1,189 RCG Renergys, LLC* Energy 1 1 Other Private Investments Various 9,339 10,515 Other Real Estate Investments (*) Real Estate 4,662 5,753 $ 117,176 $ 111,676 * Affiliates of the Company. Merger Master Securities owned by Merger Master, at fair value As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Common stocks $ 499,076 $ 157,429 Corporate bonds (a) — 492 $ 499,076 $ 157,921 (a) As of December 31, 2015 , the maturity was June 2024 with an interest rate of 5.25% . Securities sold, not yet purchased, by Merger Master, at fair value As of June 30, 2016 and December 31, 2015 , Merger Master held common stock, sold not yet purchased, of $325.1 million and $73.8 million , respectively. Receivable on derivative contracts, at fair value, owned by Merger Master As of June 30, 2016 As of December 31, 2015 Description (dollars in thousands) Options $ 2,036 $ 1,275 Currency forwards 40 235 Equity swaps 4,122 1,001 $ 6,198 $ 2,511 Payable for derivative contracts, at fair value, owned by Merger Master As of June 30, 2016 As of December 31, 2015 Description (dollars in thousands) Options $ — $ 563 Currency forwards 355 — Equity swaps 3,837 30 $ 4,192 $ 593 Caerus Master As of June 30, 2016 , Caerus Master held common stock, of $4.8 million and common stock, sold not yet purchased, of $4.8 million . |
Fair Value Measurements for Ope
Fair Value Measurements for Operating Entities and Consolidated Funds | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements for Operating Entities and Consolidated Funds | Fair Value Measurements for Operating Entities and Consolidated Funds The following table presents the assets and liabilities that are measured at fair value on a recurring basis on the accompanying condensed consolidated statements of financial condition by caption and by level within the valuation hierarchy as of June 30, 2016 and December 31, 2015 : Assets at Fair Value as of June 30, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned US Government securities $ 3,773 $ — $ — $ 3,773 Preferred stock — — 13,242 13,242 Common stocks 432,713 2,782 7,745 443,240 Convertible bonds — — 250 250 Corporate bonds — 6,847 — 6,847 Warrants and rights 278 — 3,303 3,581 Mutual funds 821 — — 821 Receivable on derivative contracts, at fair value Futures 797 — — 797 Currency forwards — 160 — 160 Equity swaps — 2,654 — 2,654 Options 7,953 4,860 8,547 21,360 Other investments Lehman claim — — 270 270 Consolidated funds Securities owned Preferred stock — 148 41,000 41,148 Common stocks 943 5,285 — 6,228 Corporate Bonds — 4,726 — 4,726 Term Loan — 1,426 — 1,426 Receivable on derivative contracts, at fair value Currency forwards — 18 — 18 Equity swaps — 23 — 23 Options 8 11 — 19 $ 447,286 $ 28,940 $ 74,357 $ 550,583 Percentage of total assets measured at fair value 81.2 % 5.3 % 13.5 % Portfolio funds measured at net asset value (a) 116,079 Consolidated funds' portfolio funds measured at net asset value (a) 374,683 Equity method investments 42,629 Total investments $ 1,083,974 Liabilities at Fair Value as of June 30, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased Common stocks $ 284,283 $ — $ — $ 284,283 Corporate bonds — 1,131 — 1,131 Payable for derivative contracts, at fair value Futures 1,005 — — 1,005 Currency forwards — 403 — 403 Equity and credit default swaps — 2,408 — 2,408 Options 2,493 — 8,547 11,040 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 7,197 7,197 Consolidated funds Securities sold, not yet purchased Common stocks 358 — — 358 Corporate bonds — 1,195 — 1,195 $ 288,139 $ 5,137 $ 15,744 $ 309,020 Percentage of total liabilities measured at fair value 93.2 % 1.7 % 5.1 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of June 30, 2016 can range from $0.1 million to $15.7 million . Assets at Fair Value as of December 31, 2015 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned US Government securities $ 3,016 $ — $ — $ 3,016 Preferred stock 7,891 4,800 12,872 25,563 Common stocks 505,303 7,527 3,278 516,108 Convertible bonds — — 819 819 Corporate bonds — 47,192 — 47,192 Warrants and rights 487 — 2,572 3,059 Mutual funds 14,477 — — 14,477 Receivable on derivative contracts, at fair value Futures 189 — — 189 Currency forwards — 659 — 659 Equity swaps — 2,327 — 2,327 Options 11,895 6,354 18,194 36,443 Other investments Lehman claim — — 299 299 Consolidated funds Preferred stock — — 32,000 32,000 $ 543,258 $ 68,859 $ 70,034 $ 682,151 Percentage of total assets measured at fair value 79.6 % 10.1 % 10.3 % Portfolio funds measured at net asset value (a) 113,281 Consolidated funds' portfolio funds measured at net asset value (a) 263,818 Equity method investments 27,067 Total investments $ 1,086,317 Liabilities at Fair Value as of December 31, 2015 Level 1 Level 2 Level 3 Total (dollars in thousands) Securities sold, not yet purchased Common stocks $ 257,101 $ — $ — $ 257,101 Corporate bonds — 58 — 58 Payable for derivative contracts, at fair value Futures 101 — — 101 Currency forwards — 463 — 463 Equity and credit default swaps — 71 — 71 Options 2,354 — 18,194 20,548 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 6,158 6,158 $ 259,556 $ 592 $ 24,352 $ 284,500 Percentage of total liabilities measured at fair value 91.2 % 0.2 % 8.6 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2015 can range from $0.1 million to $10.0 million . The following table includes a rollforward of the amounts for the three and six months ended June 30, 2016 and 2015 , for financial instruments classified within level 3. The classification of a financial instrument within level 3 is based upon the significance of the unobservable inputs to the overall fair value measurement. Three Months Ended June 30, 2016 Balance at March 31, 2016 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2016 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 13,646 $ — $ (1,000 ) (b) $ 200 $ — $ 396 $ 13,242 $ 394 Common stocks 6,265 — — 1,204 (135 ) 411 7,745 276 Convertible bonds 250 — — — — — 250 — Options, asset 20,892 — — — — (12,345 ) 8,547 (12,345 ) Options, liability 20,892 — — — — (12,345 ) 8,547 (12,345 ) Warrants and rights 2,505 — — 1,914 (817 ) (299 ) 3,303 402 Lehman claim 293 — — — — (23 ) 270 (23 ) Contingent consideration liability 8,293 — — 2,397 (3,493 ) — 7,197 — Consolidated Funds Preferred stock 28,000 — — 13,000 — — 41,000 — Three Months Ended June 30, 2015 Balance at March 31, 2015 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2015 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 19,480 $ — $ (6,823 ) (a) $ 10,875 $ — $ (70 ) $ 23,462 $ (70 ) Common stocks 411 — — — (28 ) 21 404 7 Convertible bonds 879 — — — — — 879 — Options, asset 41,642 — — — — 16,934 58,576 16,934 Options, liability 41,642 — — — — 16,934 58,576 16,934 Warrants and rights 2,559 — — — (57 ) (186 ) 2,316 (212 ) Lehman claim 361 — — — — (14 ) 347 (14 ) Contingent consideration liability 3,974 — — — (1,616 ) — 2,358 — Consolidated Funds Lehman claim 494 — — — — 250 744 250 Six Months Ended June 30, 2016 Balance at December 31, 2015 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2016 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,872 $ — $ (1,000 ) (b) $ 200 $ (218 ) $ 1,388 $ 13,242 $ 960 Common stocks 3,278 — — 2,273 (135 ) 2,329 7,745 2,330 Convertible bonds 819 — — — (569 ) — 250 — Options, asset 18,194 — — — — (9,647 ) 8,547 (9,647 ) Options, liability 18,194 — — — — (9,647 ) 8,547 (9,647 ) Warrants and Rights 2,572 — — 1,914 (817 ) (366 ) 3,303 (353 ) Lehman claim 299 — — — — (29 ) 270 (29 ) Contingent consideration liability 6,158 — — 2,397 (3,493 ) 2,135 7,197 2,135 Consolidated Funds Preferred stock 32,000 (4,000 ) (a) 13,000 — — 41,000 — Six Months Ended June 30, 2015 Balance at December 31, 2014 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2015 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,517 $ — $ (6,823 ) (b) $ 18,250 $ — $ (482 ) $ 23,462 $ (483 ) Common stocks 412 — — — (31 ) 23 404 12 Convertible bonds 900 — — — — (21 ) 879 (21 ) Options, asset 36,807 — — — — 21,769 58,576 21,769 Options, liability 36,807 — — — — 21,769 58,576 21,769 Warrants and Rights, asset 1,322 — — 26 (71 ) 1,039 2,316 985 Lehman claim 380 — — — — (33 ) 347 (33 ) Contingent consideration liability 4,083 — — — (1,725 ) — 2,358 — Consolidated Funds Lehman claim 493 — — — — 251 744 250 (1) Unrealized gains/losses are reported in other income (loss) in the accompanying condensed consolidated statements of operations. (a) The investment was converted to equity. (b) The investment completed an initial public offering. All realized and unrealized gains (losses) in the table above are reflected in other income (loss) in the accompanying condensed consolidated statements of operations. Certain assets and liabilities are measured at fair value on a nonrecurring basis and therefore are not included in the tables above. The Company recognizes all transfers and the related unrealized gain (loss) at the beginning of the reporting period. Transfers between level 1 and 2 generally relate to whether the principal market for the security becomes active or inactive. Transfers between level 2 and 3 generally relate to whether significant relevant observable inputs are available for the fair value measurements or due to change in liquidity restrictions for the investments. During the three and six months ended June 30, 2016 and 2015, there were no transfers between level 1 and level 2 assets and liabilities. The following table includes quantitative information as of June 30, 2016 and December 31, 2015 for financial instruments classified within level 3. The table below quantifies information about the significant unobservable inputs used in the fair value measurement of the Company's level 3 financial instruments. Quantitative Information about Level 3 Fair Value Measurements Fair Value at June 30, 2016 Valuation techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 5,455 Market/transaction multiples and option pricing method Illiquidity discount, discounted cash flow Volatility Market multiples Discount Discount rate 35% 1x to 9.5x 90% 9.5% Warrants and rights, net 3,303 Model based Volatility 18% to 105% (weighted average 86%) Options 8,547 Option pricing models Volatility 42% Other level 3 assets (a) 57,052 Total level 3 assets 74,357 Level 3 Liabilities Options 8,547 Option pricing models Volatility 42% Contingent consideration 7,197 Discounted cash flows Projected cash flow and discount rate 0% - 31% (weighted average 21%) Total level 3 liabilities $ 15,744 Quantitative Information about Level 3 Fair Value Measurements Fair Value at December 31, 2015 Valuation techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 2,569 Market multiples and option pricing method Volatility Market multiples 34% 1x to 4.75x Convertible bonds 819 Recovery analysis Recovery rate 50% Warrants and rights, net 2,572 Model based Volatility 18% to 61% (weighted average 43%) Options 18,194 Option pricing models Volatility Credit spreads 38% Other level 3 assets (a) 45,880 Total level 3 assets 70,034 Level 3 Liabilities Options 18,194 Option pricing models Volatility Credit spreads 38% Contingent consideration 6,158 Discounted cash flows Projected cash flow and discount rate 6.6% - 24.5% Total level 3 liabilities $ 24,352 (a) The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from prior transactions. The Company has established valuation policies and procedures and an internal control infrastructure over its fair value measurement of financial instruments which includes ongoing oversight by the valuation committee as well as periodic audits performed by the Company's internal audit group. The valuation committee is comprised of senior management, including non-investment professionals, who are responsible for overseeing and monitoring the pricing of the Company's investments, including the review of the results of the independent price verification process, approval of new trading asset classes and use of applicable pricing models and approaches. The US GAAP fair value leveling hierarchy is designated and monitored on an ongoing basis. In determining the designation, the Company takes into consideration a number of factors including the observability of inputs, liquidity of the investment and the significance of a particular input to the fair value measurement. Designations, models, pricing vendors, third party valuation providers and inputs used to derive fair market value are subject to review by the valuation committee and the internal audit group. The Company reviews its valuation policy guidelines on an ongoing basis and may adjust them in light of, improved valuation metrics and models, the availability of reliable inputs and information, and prevailing market conditions. The Company reviews a daily profit and loss report, as well as other periodic reports, and analyzes material changes from period-to-period in the valuation of its investments as part of its control procedures. The Company also performs back testing on a regular basis by comparing prices observed in executed transactions to previous valuations. The fair market value for level 3 securities may be highly sensitive to the use of industry standard models, unobservable inputs and subjective assumptions. The degree of fair market value sensitivity is also contingent upon the subjective weight given to specific inputs and valuation metrics. The Company holds various equity and debt instruments where different weight may be applied to industry standard models representing standard valuation metrics such as: discounted cash flows, market multiples, comparative transactions, capital rates, recovery rates and timing, and bid levels. Generally, changes in the weights ascribed to the various valuation metrics and the significant unobservable inputs in isolation may result in significantly lower or higher fair value measurements. Volatility levels for warrants and options are not readily observable and subject to interpretation. Changes in capital rates, discount rates and replacement costs could significantly increase or decrease the valuation of the real estate investments. The interrelationship between unobservable inputs may vary significantly amongst level 3 securities as they are generally highly idiosyncratic. Significant increases (decreases) in any of those inputs in isolation can result in a significantly lower (higher) fair value measurement. Other financial assets and liabilities The following table presents the carrying values and fair values, at June 30, 2016 and December 31, 2015 , of financial assets and liabilities and information on their classification within the fair value hierarchy which are not measured at fair value on a recurring basis. For additional information regarding the financial instruments within the scope of this disclosure, and the methods and significant assumptions used to estimate their fair value see Note 3 . June 30, 2016 December 31, 2015 Fair Value Hierarchy Carrying Amount Fair Value Carrying Amount Fair Value (dollars in thousands) Financial Assets Operating companies Cash and cash equivalents $ 57,783 $ 57,783 $ 158,485 $ 158,485 Level 1 Cash collateral pledged 13,772 13,772 10,085 10,085 Level 2 Consolidated funds Cash and cash equivalents 7,942 7,942 13,934 13,934 Level 1 Financial Liabilities Convertible debt 126,138 (a) 137,280 (b) 122,401 (a) 144,946 (b) Level 2 Notes payable and other debt 104,752 110,313 68,565 71,945 Level 2 (a) The carrying amount of the convertible debt includes an unamortized discount of $21.4 million and $24.7 million as of June 30, 2016 and December 31, 2015 . (b) The convertible debt include the conversion option and is based on the last broker quote available. |
Receivables from and Payable to
Receivables from and Payable to Brokers | 6 Months Ended |
Jun. 30, 2016 | |
Brokers and Dealers [Abstract] | |
Receivables from and Payable to Brokers | Receivables from and Payable to Brokers Receivables from and payable to brokers includes cash held at the clearing brokers, amounts receivable or payable for unsettled transactions, monies borrowed and proceeds from short sales (including commissions and fees related to securities transactions) equal to the fair value of securities sold, not yet purchased, which are restricted until the Company purchases the securities sold short. Pursuant to the master netting agreements the Company entered into with its brokers, these balances are presented net (assets less liabilities) across balances with the same broker. As of June 30, 2016 and December 31, 2015 , receivable from brokers was $116.9 million and $117.8 million , respectively. Payable to brokers was $9.3 million and $ 131.8 million as of June 30, 2016 and December 31, 2015 , respectively. The Company's receivables from and payable to brokers balances are held at multiple financial institutions. |
Goodwill and Intangibles
Goodwill and Intangibles | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangibles | Goodwill and Intangibles In accordance with US GAAP, the Company tests goodwill for impairment on an annual basis or at an interim period if events or changed circumstances would more likely than not reduce the fair value of a reporting unit below its carrying amount. Under US GAAP, the Company first assesses the qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amounts as a basis for determining if it is necessary to perform the two-step approach. Periodically estimating the fair value of a reporting unit requires significant judgment and often involves the use of significant estimates and assumptions. These estimates and assumptions could have a significant effect on whether or not an impairment charge is recorded and the magnitude of such a charge. In connection with the CRT transaction (See Note 2 ), the Company recognized goodwill of $3.5 million and intangible assets (including customer relationships, trade name, intellectual property and non-compete arrangements) with an estimated fair value of $5.1 million which are included within intangible assets, net in the condensed consolidation statements of financial condition with the expected useful lives ranging from 1 to 9 years with a weighted average useful life of 8.1 years . Amortization expense related to intangibles from the CRT acquisition for the three and six months ended June 30, 2016 is $0.2 million respectively. Goodwill, which primarily relates to expected synergies from combining operations, is fully deductible for tax purposes and has been assigned to the broker-dealer segment of the Company. No impairment charges for goodwill were recognized during the three and six months ended June 30, 2016 and 2015 , respectively. |
Redeemable Non-Controlling Inte
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds | 6 Months Ended |
Jun. 30, 2016 | |
Noncontrolling Interest [Abstract] | |
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds | Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds Redeemable non-controlling interests in consolidated subsidiaries and funds and the related net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds are comprised as follows: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 7,208 $ 10,906 Consolidated funds 307,915 176,005 $ 315,123 $ 186,911 Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (dollars in thousands) (dollars in thousands) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 1,525 $ 3,174 $ 1,447 $ 4,092 Consolidated funds (18,230 ) 742 (22,449 ) 2,544 $ (16,705 ) $ 3,916 $ (21,002 ) $ 6,636 |
Share-Based Compensation and Em
Share-Based Compensation and Employee Ownership Plans | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation and Employee Ownership Plans | Share-Based and Deferred Compensation and Employee Ownership Plans The Company issues share based compensation under the 2006 Equity and Incentive Plan, the 2007 Equity and Incentive Plan (both established prior to the November 2009 transaction between Ramius and Cowen) and the Cowen Group, Inc. 2010 Equity and Incentive Plan (collectively, the “Equity Plans”). The Equity Plans permit the grant of options, restricted shares, restricted stock units, stock appreciation rights ("SAR's") and other equity based awards to the Company's employees and directors. Stock options granted generally vest over two -to- five -year periods and expire seven years from the date of grant. Restricted shares and restricted share units issued may be immediately vested or may generally vest over a two -to- five -year period. SAR's vest and expire after five years from grant date. Awards are subject to the risk of forfeiture. As of June 30, 2016 , there were approximately 2.2 million shares available for future issuance under the Equity Plans. Under the 2010 Equity Plan, the Company awarded $25.7 million of deferred cash awards to its employees during the six months ended June 30, 2016 . These awards vest over a four year period and accrue interest between 0.70% to 0.75% per year. As of June 30, 2016 , the Company had unrecognized compensation expense related to deferred cash awards of $41.7 million . The Company measures compensation cost for share based awards according to the equity method. In accordance with the expense recognition provisions of those standards, the Company amortizes unearned compensation associated with share based awards on a straight-line basis over the vesting period of the option or award. In relation to awards under the Equity Plans, the Company recognized compensation expense of $6.6 million and $6.7 million for the three months ended June 30, 2016 and 2015 and $13.0 million and $10.9 million for the six months ended June 30, 2016 and 2015 , respectively. The income tax effect recognized for the Equity Plans was a benefit of $2.9 million and $0.5 million for the three months ended June 30, 2016 and 2015 and $6.0 million and $0.6 million for the six months ended June 30, 2016 and 2015 , respectively. Stock Options and Stock Appreciation Rights The Company values options and SAR's on grant date using the Black-Scholes valuation model which requires the Company to make assumptions regarding the expected term, volatility, risk-free rate and dividend yield: Expected term . Expected term represents the period of time that awards granted are expected to be outstanding. The Company elected to use the "simplified" calculation method, as applicable to companies that lack extensive historical data. The mid-point between the vesting date and the contractual expiration date is used as the expected term under this method. Expected volatility . The Company bases its expected volatility on its own stock price history. Risk free rate . The risk-free rate for periods within the expected term of the award is based on the interest rate of a traded zero-coupon U.S. Treasury bond with a term equal to the awards' expected term on the date of grant. Dividend yield . The Company has not paid and does not expect to pay dividends in the foreseeable future. Accordingly, the assumed dividend yield is zero . The following table summarizes the Company's stock option activity for the six months ended June 30, 2016 : Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2015 16,667 $ 4.89 1.10 $ — Options granted — — — — Options exercised — — — — Options expired — — — — Balance outstanding at June 30, 2016 16,667 $ 4.89 0.60 $ — Options exercisable at June 30, 2016 16,667 $ 4.89 0.60 $ — (1) Based on the Company's closing stock price of $2.96 on June 30, 2016 and $3.83 on December 31, 2015 . As of June 30, 2016 , the Company's stock options were fully expensed. The following table summarizes the Company's SAR's for the six months ended June 30, 2016 : Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2015 400,000 $ 2.90 2.21 $ 558 SAR's granted — — — — SAR's acquired — — — — SAR's expired — — — — Balance outstanding at June 30, 2016 400,000 $ 2.90 1.71 $ 260 SAR's exercisable at June 30, 2016 — $ — — $ — (1) Based on the Company's closing stock price of $2.96 on June 30, 2016 and $3.83 on December 31, 2015 . As of June 30, 2016 and December 31, 2015 , the unrecognized compensation expense related to the Company's grant of SAR's was $0.1 million and $0.1 million , respectively. Restricted Shares and Restricted Stock Units Granted to Employees Restricted shares and restricted stock units are referred to collectively as restricted stock. The following table summarizes the Company's restricted share and restricted stock unit activity for the six months ended June 30, 2016 : Nonvested Restricted Shares and Restricted Stock Units Weighted-Average Balance outstanding at December 31, 2015 21,480,364 $ 4.17 Granted 7,459,588 3.47 Vested (5,845,613 ) 3.73 Canceled — — Forfeited (1,024,709 ) 3.74 Balance outstanding at June 30, 2016 (1) 22,069,630 $ 4.07 (1) Performance linked restricted stock units of 1,925,750 were awarded to employees of the Company in December 2013 and January 2014. An additional 2,800,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 326,250 have been forfeited through June 30, 2016 . The remaining awards, included in the outstanding balance as of June 30, 2016 , will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market goals relating to its volume-weighted average share price and total shareholder return in relation to certain benchmark indices and performance goals relating to aggregate net income and average return on shareholder equity. The actual number of RSUs ultimately earned could vary from zero, if performance goals are not met, to as much as 150% of the targeted award. Each RSU is equal to the one share of the Company’s Class A common stock. Compensation expense is recognized to the extent that it is probable that the Company will attain the performance goals. The fair value of restricted stock (excluding performance linked units which are valued using the Monte Carlo valuation model) is determined based on the number of shares granted and the quoted price of the Company's common stock on the date of grant. As of June 30, 2016 , there was $70.2 million of unrecognized compensation expense related to the Company's grant of nonvested restricted shares and restricted stock units to employees. Unrecognized compensation expense related to nonvested restricted shares and restricted stock units granted to employees is expected to be recognized over a weighted-average period of 2.89 years. Restricted Shares and Restricted Stock Units Granted to Non-employee Board Members There were 224,398 restricted stock units awarded during the six months ended June 30, 2016 . As of June 30, 2016 there were 648,704 restricted stock units outstanding. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The taxable results of the Company’s U.S. operations are included in the consolidated income tax returns of Cowen Group, Inc. as well as stand-alone state and local tax returns. The Company has subsidiaries that are resident in foreign countries where tax filings have to be submitted on a stand‑alone basis. These subsidiaries are subject to tax in their respective countries and the Company is responsible for and, thus, reports all taxes incurred by these subsidiaries. The countries where the Company owns subsidiaries that file tax returns are United Kingdom, Luxembourg, Gibraltar, and Hong Kong. The Company calculates its U.S. tax provision using the estimated annual effective tax rate methodology. The tax expense or benefit caused by an unusual or infrequent item is recorded in the quarter in which it occurs. The Company uses the discrete methodology to calculate its income tax provision for its foreign subsidiaries. Based on these methodologies, the Company’s effective income tax rate was 30.34% and 25.49% for the six months ended June 30, 2016 and 2015, respectively. During the six months ended June 30, 2016 , the unusual or infrequent items whose tax impact were recorded discretely related primarily to state taxes and the tax provisions of the Company’s foreign subsidiaries. For the six months ended June 30, 2016 and 2015, the effective tax rate differs from the statutory rate of 35% primarily due to state and foreign taxes, as well as other nondeductible expenses. The Company records deferred tax assets and liabilities for the future tax benefit or expense that will result from differences between the carrying value of its assets for income tax purposes and for financial reporting purposes, as well as for operating or capital loss and tax credit carryovers. A valuation allowance is recorded to bring the net deferred tax assets to a level that, in management's view, is more likely than not to be realized in the foreseeable future. This level will be estimated based on a number of factors, especially the amount of net deferred tax assets of the Company that are actually expected to be realized, for tax purposes, in the foreseeable future. As of June 30, 2016 , the Company recorded no valuation allowance against its net deferred tax. The Company is subject to examination by the United States Internal Revenue Service, the United Kingdom Inland Revenue Service, the Luxembourg Tax Office as well as state, local and foreign tax authorities in jurisdictions where the Company has significant business operations, such as New York. Currently, the Company is under audit by New York State for the 2010 to 2012 tax years. Management is not expecting a material tax liability from this audit. The Company intends to permanently reinvest the capital and accumulated earnings of its foreign subsidiaries in the respective subsidiary, but remits the current earnings of its foreign subsidiaries to the United States to the extent permissible under local regulatory rules. The undistributed earnings of the Company’s foreign subsidiaries totaled $0.9 million and $1.0 million as of June 30, 2016 and December 31, 2015 , respectively, and the tax liability that would arise if these earnings were remitted is approximately $0.1 million and $0.1 million , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease Obligations The Company has entered into leases for office space and equipment. These leases contain rent escalation clauses. The Company records rent expense on a straight-line basis over the lease term, including any rent holiday periods. Rent expense was $5.2 million and $4.3 million for the three months ended June 30, 2016 and 2015 and $10.4 million and $8.7 million for the six months ended June 30, 2016 and 2015 , respectively. As of June 30, 2016 , future minimum annual lease and service payments for the Company were as follows: Equipment Leases (a) Service Payments Facility Leases (b) (dollars in thousands) 2016 $ 1,213 $ 10,402 $ 9,257 2017 2,320 11,158 16,424 2018 2,239 5,230 16,326 2019 826 1,430 14,939 2020 2 — 14,814 Thereafter — — 32,250 $ 6,600 $ 28,220 $ 104,010 (a) Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 13 for further information on the capital lease minimum payments which are included in the table. (b) The Company has entered into various agreements to sublease certain of its premises. The Company recorded sublease income related to these leases of $0.5 million and $0.4 million for the three months ended June 30, 2016 and 2015 and $1.3 million and $0.9 million and for the six months ended June 30, 2016 and 2015 , respectively. Clawback Obligations For financial reporting purposes, the general partners of a real estate fund have recorded a liability for potential clawback obligations to the limited partners, due to changes in the unrealized value of the fund's remaining investments and where the fund's general partner has previously received carried interest distributions. The clawback liability, however, is not realized until the end of the fund's life. The life of the real estate fund's with a potential clawback obligation is currently in a winding-up phase whereby the remaining assets of the fund are being liquidated as promptly as possible so as to maximize value, however a final date for liquidation has not been set. The fund is currently winding-down and as of both June 30, 2016 and December 31, 2015 , and the clawback obligation was $6.2 million . The Company serves as the general partner/managing member and/or investment manager to various affiliated and sponsored funds. As such, the Company is contingently liable for obligations for those entities. These amounts are not included above as the Company believes that the assets in these funds are sufficient to discharge any liabilities. Unfunded Commitments As of June 30, 2016 , the Company had unfunded commitments of $7.4 million pertaining to capital commitments in four real estate investments held by the Company, all of which pertain to related party investments. Such commitments can be called at any time, subject to advance notice. The Company, as a limited partner of the HealthCare Royalty Partners funds and also as a member of HealthCare Royalty Partners General Partners, has committed to invest $45.8 million in the Healthcare Royalty Partners funds which are managed by Healthcare Royalty Management. This commitment is expected to be called over a two to five year period. The Company will make its pro-rata investment in the HealthCare Royalty Partners funds along with the other limited partners. Through June 30, 2016 , the Company has funded $37.7 million towards these commitments. As of June 30, 2016 , the Company has an unfunded commitment to Formation8 Partners Fund I, L.P. of $0.5 million . The remaining capital commitment is expected to be called over a one year period . As of June 30, 2016, the Company has an unfunded commitment to Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) of $0.9 million . The remaining capital commitment is expected to be called over a one year period. As of June 30, 2016 , the Company has an unfunded commitment to Lagunita Biosciences, LLC of $3.5 million . The remaining capital commitment is expected to be called over a three - year period. Litigation In the ordinary course of business, the Company and its affiliates and subsidiaries and current and former officers, directors and employees (the "Company and Related Parties") are named as defendants in, or as parties to, various legal actions and proceedings. Certain of these actions and proceedings assert claims or seek relief in connection with alleged violations of securities, banking, anti-fraud, anti-money laundering, employment and other statutory and common laws. Certain of these actual or threatened legal actions and proceedings include claims for substantial or indeterminate compensatory or punitive damages, or for injunctive relief. In the ordinary course of business, the Company and Related Parties are also subject to governmental and regulatory examinations, information gathering requests (both formal and informal), certain of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief. Certain affiliates and subsidiaries of the Company are investment banks, registered broker-dealers, futures commission merchants, investment advisers or other regulated entities and, in those capacities, are subject to regulation by various U.S., state and foreign securities, commodity futures and other regulators. In connection with formal and informal inquiries by these regulators, the Company and such affiliates and subsidiaries receive requests, and orders seeking documents and other information in connection with various aspects of their regulated activities. Due to the global scope of the Company's operations, and its presence in countries around the world, the Company and Related Parties may be subject to litigation, and governmental and regulatory examinations, information gathering requests, investigations and proceedings (both formal and informal), in multiple jurisdictions with legal and regulatory regimes that may differ substantially, and present substantially different risks, from those the Company and Related Parties are subject to in the United States. The Company seeks to resolve all litigation and regulatory matters in the manner management believes is in the best interests of the Company and its shareholders, and contests liability, allegations of wrongdoing and, where applicable, the amount of damages or scope of any penalties or other relief sought as appropriate in each pending matter. In accordance with US GAAP, the Company establishes reserves for contingencies when the Company believes that it is probable that a loss has been incurred and the amount of loss can be reasonably estimated. The Company discloses a contingency if there is at least a reasonable possibility that a loss may have been incurred and there is no reserve for the loss because the conditions above are not met. The Company's disclosure includes an estimate of the reasonably possible loss or range of loss for those matters, for which an estimate can be made. Neither a reserve nor disclosure is required for losses that are deemed remote . The Company appropriately reserves for certain matters where, in the opinion of management, the likelihood of liability is probable and the extent of such liability is reasonably estimable. Such amounts are included within accounts payable, accrued expenses and other liabilities in the accompanying condensed consolidated statements of financial condition. Estimates, by their nature, are based on judgment and currently available information and involve a variety of factors, including, but not limited to, the type and nature of the litigation, claim or proceeding, the progress of the matter, the advice of legal counsel, the Company's defenses and its experience in similar cases or proceedings as well as its assessment of matters, including settlements, involving other defendants in similar or related cases or proceedings. The Company may increase or decrease its legal reserves in the future, on a matter-by-matter basis, to account for developments in such matters. The Company accrues legal fees as incurred. On May 28, 2014, Energy Intelligence Group, Inc. and Energy Intelligence Group UK (collectively, "EIG") filed a lawsuit against Cowen and Company, LLC in the United States Court for the Southern District of New York (Energy Intelligence Group, Inc. and Energy Intelligence Group UK v. Cowen and Company, LLC, No. 14-CV-3789). The complaint alleges copyright infringement based on alleged impermissible distribution of EIG's publication, Oil Daily, by Cowen and Company and Dahlman Rose & Company, LLC, as Cowen's alleged predecessor-in-interest. EIG is seeking statutory damages based on alleged willful infringement of their copyrights. The Company intends to vigorously defend against this lawsuit. On November 12, 2014, the Company filed an answer and affirmative defenses to the EIG complaint. On September 25, 2015, the Company filed its motion for partial summary judgment to dismiss certain of EIG’s claims relating to Dahlman Rose’s alleged copyright infringement. During the second quarter the Company also filed a motion to disqualify EIG’s copyright counsel based on a conflict of interest. Both of the Company’s motions were heard in the second quarter of 2016. On July 15, 2016 the District Court ruled in favor of the Company on both of its motions. Because the case is still in its preliminary stages, the Company cannot predict the outcome at this time, but it does not currently expect this case to have a material effect on its financial position. The case could have a material effect on the Company’s results of operations in a future period. |
Convertible Debt and Notes Paya
Convertible Debt and Notes Payable | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Convertible Debt and Notes Payable | Convertible Debt and Notes Payable As of June 30, 2016 and December 31, 2015 , the Company's outstanding debt was as follows: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Convertible debt $ 126,138 $ 122,401 Note payable 61,040 60,831 Other notes payable 16,462 — Revolver 25,000 5,000 Capital lease obligations 2,250 2,734 $ 230,890 $ 190,966 Convertible Debt On March 10, 2014, the Company issued $149.5 million of 3.0% cash convertible senior notes ("Convertible Notes"). The Convertible Notes are due on March 15, 2019 unless earlier repurchased by the Company or converted by the holder into cash in accordance with their terms prior to such date. The interest on the Convertible Notes is payable semi-annually on March 15 and September 15 of each year. The Convertible Notes are senior unsecured obligations and rank senior in right of payments to other obligations. The Convertible Notes may be converted into cash, upon the occurrence of certain events, whereby a holder will receive, per $1,000 principal amount of notes being converted, an amount equal to the sum of principal amount outstanding and the conversion amount based on the current conversion price (the "Conversion Option"). The Convertible Notes were issued with an initial conversion price of $5.33 per share. The Company recorded interest expense of $1.1 million and $1.1 million for the three months ended June 30, 2016 and 2015 and $2.2 million and $2.2 million for the six months ended June 30, 2016 and 2015 , respectively. The initial unamortized discount on the Convertible Notes was $35.7 million and is shown net in convertible debt in the accompanying condensed consolidated statements of financial condition. Amortization on the discount, included within interest expense in the accompanying condensed consolidated statements of operations is $1.7 million and $1.6 million for the three months ended June 30, 2016 and 2015 and $3.4 million and $3.1 million for the six months ended June 30, 2016 and 2015 , respectively, based on an effective interest rate of 8.89% . The Company capitalized the debt issuance costs in the amount of $3.7 million , which is a direct deduction from the carrying value of the debt and will be amortized over the life of the Convertible Notes. Of the net proceeds from the sale of the Convertible Notes, approximately $20.5 million was applied to pay the net cost of a cash convertible note economic hedge and warrant transaction which increases the effective conversion price to $7.18 (see Note 5 ), and approximately $0.3 million was applied to repurchase shares of Cowen Class A common stock. The remainder of the net proceeds is being used for general corporate purposes. Note Payable On October 10, 2014 the Company completed its public offering of $63.3 million aggregate principal amount of 8.25% senior notes due on October 15, 2021 ("2021 Notes"). Interest on the 2021 Notes is payable quarterly in arrears on January 15, April 15, July 15 and October 15, commencing on January 15, 2015. The Company recorded interest expense of $1.3 million and $1.3 million for the three months ended June 30, 2016 and 2015 and $2.6 million and $2.6 million for the six months ended June 30, 2016 and 2015, respectively. The Company capitalized debt issuance costs of approximately $2.9 million which is a direct deduction from the carrying value of the debt and will be amortized over the life of the 2021 Notes. As of June 30, 2016, t he Company fell below a minimum calculation as required by a covenant. As a result, the Company may not currently incur new debt or make restricted payments, other than in limited permitted amounts set out in the Senior Indenture. Other Notes Payable During January 2016, the Company borrowed $2.0 million to fund insurance premium payments. This note has an effective interest rate of 1.38% and is due on December 31, 2016, with monthly payment requirements of $0.2 million . As of June 30, 2016 , the outstanding balance on this note payable was $1.1 million . Interest expense for the three and six months ended June 30, 2016 was insignificant. During the second quarter of 2016, the Company entered into financing for two of its aircraft and acquired additional debt when four other aircraft were acquired (See Note 2). The aircraft financing, net of debt costs, is recorded in notes payable and short-term borrowings in the accompanying condensed consolidated statements of financial condition. The debt maturities ranged from February 2017 to May 2021 and interest rates ranged from 4.80% to 7.25% . As of June 30, 2016, the remaining balance on the aircraft financing agreements was $15.4 million . Interest expense was $0.3 million for the three and six months ended June 30, 2016, respectively. Revolver On July 31, 2015, the Company entered into a $25.0 million 3 64 day revolving unsecured credit facility with multiple financial institutions primarily for working capital management. The Company has drawn $25 million under this facility as of June 30, 2016 . Interest accrues on borrowed funds at LIBOR plus 3.0% and interest accrues on the undrawn facility amount at LIBOR plus 0.38% . The revolver matures in August 2016. Under the revolver, the Company is required to comply with certain financial covenants for which the Company was in compliance with or were granted a waiver for for the measurement period ending June 30, 2016 . On June 29, 2016, the Company entered into a waiver under the revolver, which permanently waived, on a one-time basis, the Company’s then projected non-compliance with the fixed charge coverage ratio financial covenant for the measurement period ended June 30, 2016 . Interest expense for the three and six months ended June 30, 2016 was $0.2 million and $0.4 million , respectively. Capital Lease Obligations The Company entered into several capital leases for computer equipment during the fourth quarter of 2010 and one in January 2014. These leases amounted to $7.6 million and are recorded in fixed assets and as capital lease obligations, which are included in short-term borrowings and other debt in the accompanying condensed consolidated statements of financial condition, and have lease terms that range from 48 to 60 months and interest rates that range from 0.60% to 6.03% . As of June 30, 2016 , t he remaining balance on these capital leases was $2.3 million . Interest expense was $0.1 million and $0.1 million for the three months ended June 30, 2016 and 2015 and $0.1 million and $0.1 million for the six months ended June 30, 2016 and 2015, respectively. Annual scheduled maturities of debt and minimum payments for all debt outstanding as of June 30, 2016 , is as follows: Convertible Debt Note Payable Revolver Other Note Payable Capital Lease (dollars in thousands) 2016 $ 2,243 $ 2,609 $ 25,000 $ 2,720 $ 469 2017 4,485 5,218 — 4,238 938 2018 4,485 5,218 — 2,239 938 2019 151,743 5,218 — 3,716 78 2020 — 5,218 — 1,819 — Thereafter — 68,468 — 4,729 — Subtotal 162,956 91,949 25,000 19,461 2,423 Less: Amount representing interest (a) (36,818 ) (30,909 ) — (2,999 ) (173 ) Total $ 126,138 $ 61,040 $ 25,000 $ 16,462 $ 2,250 (a) Amount necessary to reduce net minimum payments to present value calculated at the Company's implicit rate at inception. This amount also includes the unamortized discount on the convertible debt. Letters of Credit As of June 30, 2016 , the Company has nine irrevocable letters of credit, related to leased office space, for which there is cash collateral pledged, which the Company pays a fee on the stated amount of the letter of credit. The Company also has a letter of credit, in the amount of $5.5 million , due March 2017, for which cash is pledged as collateral under a reinsurance agreement. Location Amount Maturity (dollars in thousands) New York $ 355 May 2017 New York $ 70 July 2019 New York $ 695 October 2016 New York $ 3,373 October 2016 New York $ 1,600 November 2016 San Francisco $ 710 January 2017 New York $ 65 January 2017 New York $ 1,000 February 2017 Boston $ 382 March 2017 To the extent any letter of credit is drawn upon, interest will be assessed at the prime commercial lending rate . As of June 30, 2016 and December 31, 2015 , there were no amounts due related to these letters of credit . |
Stockholder's Equity
Stockholder's Equity | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholder's Equity Preferred Stock and Purchase of Capped Call Option On May 19, 2015, the Company completed its offering of 120,750 shares of the Company's 5.625% Series A cumulative perpetual convertible preferred stock ("Series A Convertible Preferred Stock") that provided $117.3 million of proceeds, net of underwriting fees and issuance costs of $3.4 million . Each share of the Series A Convertible Preferred Stock is entitled to dividends at a rate of 5.625% per annum which will be payable, when and if declared by the board of directors of the Company, quarterly, in arrears, on February 15, May 15, August 15 and November 15 of each year. The Company may, at its option, pay dividends in cash, common stock or a combination thereof . During the six months ended June 30, 2016 the Company declared and accrued a cash dividend of $3.4 million . Each share of Series A Convertible Preferred Stock is non-voting and has a liquidity preference over the Company's Class A common stock and ranks senior to all classes or series of the Company's Class A common stock, but junior to all of the Company's existing and future indebtedness with respect to divided rights and rights upon the Company's involuntary liquidation, dissolution or winding down. Each share of Series A Convertible Preferred Stock is convertible, at the option of the holder, into a number of shares of our Class A common stock equal to the liquidation preference of $1,000 divided by the conversion rate. The initial conversion rate is 152.2476 shares (which equates to $6.57 per share) of the Company's Class A common stock for each share of the Series A Convertible Preferred Stock. At any time on or after May 20, 2020, the Company may elect to convert all outstanding shares of the Series A Convertible Preferred Stock into shares of the Company’s Class A common stock, cash or a combination thereof, at the Company’s election, in each case, based on the then-applicable conversion rate, if the last reported sale price of the Company’s Class A common stock equals or exceeds 150% of the then-current conversion price on at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days (including on the last trading day of such period) immediately prior to such election. At the time of conversion, the conversion rate may be adjusted based on certain events including but not limited to the issuance of cash dividends or Class A common stock as a dividends to the Company's Class A common shareholders or a share split or combination. In connection with the issuance and sale of the Series A Convertible Preferred Stock, the Company entered into a privately negotiated capped call option transaction (the “Capped Call Option Transaction”) with Nomura Global Financial Products Inc. (the “option counterparty”) for $15.9 million . The Capped Call Option Transaction is expected generally to reduce the potential dilution to the Company’s Class A common stock (if the Company elects to convert to common shares) and/or offset any cash payments that the Company is required to make upon conversion of any Series A Convertible Preferred Stock. The Capped Call Option Transaction has an initial effective strike price of $6.57 per share, which matches the initial conversion price of the Series A Convertible Preferred Stock, and a cap price of $8.39 per share. However, to the extent that the market price of Class A common stock, as measured under the terms of the Capped Call Option Transaction, exceeds the cap price thereof, there would nevertheless be dilution and/or such cash payments would not be offset. As the Capped Call Option Transaction is a free standing derivative that is indexed to the Company's own stock price and the Company controls if it is settled in cash or stock it qualifies for equity classification as a reduction to additional paid in capital. Treasury Stock Treasury stock of $151.9 million as of June 30, 2016 , compared to $137.4 million as of December 31, 2015 , resulted from $8.6 million acquired through repurchases of shares to cover employee minimum tax withholding obligations related to stock compensation vesting events under the Company's Equity Plan or other similar transactions and $6.0 million purchased in connection with a share repurchase program. The following represents the activity relating to the treasury stock held by the Company during the six months ended June 30, 2016 : Treasury stock shares Cost Average cost Balance outstanding at December 31, 2015 34,515,734 $ 137,356 $ 3.98 Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions 2,510,927 8,562 3.41 Purchase of treasury stock 1,723,119 6,014 3.49 Balance outstanding at June 30, 2016 38,749,780 $ 151,932 $ 3.92 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) (Notes) | 6 Months Ended |
Jun. 30, 2016 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | |
Accumulated other comprehensive income (loss) | Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income includes the after tax change in unrealized gains and losses on foreign currency translation adjustments. During the periods presented, the Company did not have material reclassifications out of other comprehensive income. Six Months Ended June 30, 2016 2015 (dollars in thousands) Beginning Balance $ — $ 17 Foreign currency translation (5 ) (1 ) Ending Balance $ (5 ) $ 16 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company calculates its basic and diluted earnings per share in accordance with US GAAP. Basic earnings per share is calculated by dividing net income attributable to the Company's common stockholders by the weighted average number of common shares outstanding for the period. As of June 30, 2016 , there were 107,206,626 shares outstanding. The Company has included 648,704 fully vested, unissued restricted stock units in its calculation of basic earnings per share. Diluted earnings per common share are calculated by adjusting the weighted average outstanding shares to assume conversion of all potentially dilutive items. The Company uses the treasury stock method to reflect the potential dilutive effect of the warrants (see Note 5 (a)), unexercised stock options, unvested restricted shares, restricted stock units, and SAR's. In calculating the number of dilutive shares outstanding, the shares of common stock underlying unvested restricted shares and restricted stock units are assumed to have been delivered, and options and warrants are assumed to have been exercised, on the grant date. The assumed proceeds from the assumed vesting, delivery and exercising were calculated as the sum of (a) the amount of compensation cost attributed to future services and not yet recognized and (b) the amount of tax benefit that would be credited to additional paid-in capital assuming vesting and delivery of the shares. The tax benefit is the amount resulting from a tax deduction for compensation in excess of compensation expense recognized for financial statement reporting purposes. All outstanding stock options, SAR's, unvested restricted shares and warrants were not included in the computation of diluted net income (loss) per common share for the three and six months ended June 30, 2016 as their inclusion would have been anti-dilutive. The Company can elect to settle the Series A Convertible Preferred Stock in shares, cash, or a combination of both. The Company's intent is to settle in cash and, based on current and projected liquidity needs, the Company has the ability to do so. The computation of earnings per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (dollars in thousands, except per share data) Net income (loss) $ (27,161 ) $ 10,632 $ (35,156 ) $ 30,050 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (16,705 ) 3,916 (21,002 ) 6,636 Net income (loss) attributable to Cowen Group, Inc. (10,456 ) 6,716 (14,154 ) 23,414 Preferred stock dividends 1,698 755 3,396 755 Net income (loss) attributable to Cowen Group, Inc. common stockholders $ (12,154 ) $ 5,961 $ (17,550 ) $ 22,659 Shares for basic and diluted calculations: Weighted average shares used in basic computation 107,471 111,915 106,918 111,987 Stock options — 25 — 27 Performance based restricted stock — 276 — 261 Stock appreciation rights — 170 — 148 Restricted stock — 5,840 — 5,893 Weighted average shares used in diluted computation 107,471 118,226 106,918 118,316 Earnings (loss) per share: Basic $ (0.11 ) $ 0.05 $ (0.16 ) $ 0.20 Diluted $ (0.11 ) $ 0.05 $ (0.16 ) $ 0.19 |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company conducts its operations through two segments: the alternative investment segment and the broker‑dealer segment. These activities are conducted primarily in the United States and substantially all of its revenues are generated domestically. The performance measure for these segments is Economic Income (Loss), which management uses to evaluate the financial performance of and make operating decisions for the segments including determining appropriate compensation levels. Expenses not directly associated with specific segments are allocated based on the most relevant measures applicable, including headcount, square footage and other factors. In general, Economic Income (Loss) is a pre-tax measure that (i) eliminates the impact of consolidation for consolidated funds (ii) excludes goodwill and intangible impairment (iii) excludes certain other acquisition-related adjustments and/or reorganization expenses and (iv) excludes preferred stock dividends. In addition, Economic Income (Loss) revenues include investment income that represents the income the Company has earned in investing its own capital, including realized and unrealized gains and losses, interest and dividends, net of associated investment related expenses. For US GAAP purposes, these items are included in each of their respective line items. Economic Income (Loss) revenues also include management fees, incentive income and investment income earned through the Company's investment as a general partner in certain real estate entities and the Company's investment in the activist business. For US GAAP purposes, all of these items are recorded in other income (loss). In addition, Economic Income (Loss) expenses are reduced by reimbursement from affiliates, which for US GAAP purposes is presented gross as part of revenue. As further stated below, one major difference between Economic Income (Loss) and US GAAP net income (loss) is that Economic Income (Loss) presents the segments' results of operations without the impact resulting from the full consolidation of any of the Consolidated Funds. Consolidation of these funds results in including in income the pro rata share of the income or loss attributable to other owners of such entities which is reflected in net income (loss) attributable to redeemable non-controlling interest in consolidated subsidiaries in the accompanying condensed consolidated statements of operations. This pro rata share has no effect on the overall financial performance for the alternative investment segment, as ultimately, this income or loss is not income or loss for the alternative investment segment itself. Included in Economic Income (Loss) is the actual pro rata share of the income or loss attributable to the Company as an investor in such entities, which is relevant in management making operating decisions and evaluating financial performance. The following tables set forth operating results for the Company's alternative investment and broker-dealer segments and related adjustments necessary to reconcile the Company's Economic Income (Loss) measure to arrive at the Company's consolidated US GAAP net income (loss): Three Months Ended June 30, 2016 Adjustments Alternative Broker-Dealer Total Economic Income/(Loss) Funds Other US GAAP (dollars in thousands) Revenues Investment banking $ — $ 35,287 $ 35,287 $ — $ — $ 35,287 Brokerage — 49,026 49,026 — (1,926 ) (e) 47,100 Management fees 15,729 766 16,495 (424 ) (5,422 ) (a) 10,649 Incentive income 429 — 429 150 (151 ) (a) 428 Investment Income (16,636 ) (5,535 ) (22,171 ) — 22,171 (c) — Interest and dividends — — — — 4,105 (c) 4,105 Aircraft lease revenue — — — — 1,982 (f) 1,982 Reimbursement from affiliates — — — (134 ) 2,375 (e) 2,241 Other revenue 1,540 (212 ) 1,328 — 12,019 (c)(f) 13,346 Consolidated Funds revenues — — — 2,093 — 2,093 Total revenues 1,062 79,332 80,394 1,685 35,153 117,231 Expenses Non interest expense 14,067 81,952 96,019 — 12,620 (b)(c)(d) 108,639 Interest and dividends 3,257 1,118 4,375 — 2,569 (c) 6,944 Consolidated Funds expenses — — — 2,143 — 2,143 Total expenses 17,324 83,070 100,394 2,143 15,189 117,726 Total other income (loss) — — — (17,771 ) (20,888 ) (c) (38,658 ) Income taxes expense / (benefit) — — — — (11,992 ) (b) (11,992 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (2,008 ) — (2,008 ) 18,229 484 16,705 Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (18,270 ) $ (3,738 ) $ (22,008 ) $ — $ 11,552 $ (10,456 ) Three Months Ended June 30, 2015 Adjustments Alternative Broker-Dealer Total Funds Other US GAAP (dollars in thousands) Revenues Investment banking $ — $ 68,518 $ 68,518 $ — $ — $ 68,518 Brokerage 5 34,929 34,934 — 23 (e) 34,957 Management fees 16,540 — 16,540 (330 ) (5,944 ) (a) 10,266 Incentive income (7,815 ) — (7,815 ) (124 ) 5,839 (a) (2,100 ) Investment Income 9,259 2,956 12,215 — (12,215 ) (c) — Interest and dividends — — — — 3,159 (c) 3,159 Reimbursement from affiliates — — — (91 ) 3,593 (e) 3,502 Other revenue 72 (15 ) 57 — 647 (c) 704 Consolidated Funds revenues — — — 602 — 602 Total revenues 18,061 106,388 124,449 57 (4,898 ) 119,608 Expenses Non interest expense 16,198 92,890 109,088 — 1,179 (b)(c)(d) 110,267 Interest and dividends 2,866 1,279 4,145 — 1,950 (c) 6,095 Consolidated Funds expenses — — — 634 — 634 Total expenses 19,064 94,169 113,233 634 3,129 116,996 Total other income (loss) — — — 1,317 10,049 (c) 11,366 Income taxes expense / (benefit) — — — — 3,346 (b) 3,346 (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (1,051 ) — (1,051 ) (740 ) (2,125 ) (3,916 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (2,054 ) $ 12,219 $ 10,165 $ — $ (3,449 ) $ 6,716 Six Months Ended June 30, 2016 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 61,434 $ 61,434 $ — $ — $ 61,434 Brokerage — 101,893 101,893 — (3,858 ) (e) 98,035 Management fees 31,858 1,541 33,399 (794 ) (10,926 ) (a) 21,679 Incentive income 7,349 — 7,349 (7 ) (5,803 ) (a) 1,539 Investment Income (15,242 ) (5,080 ) (20,322 ) — 20,322 (c) — Interest and dividends — — — — 7,758 (c) 7,758 Aircraft lease revenue — — — — 1,982 (f) 1,982 Reimbursement from affiliates — — — (148 ) 6,276 (e) 6,128 Other revenue 2,222 59 2,281 — 13,790 (c)(f) 16,071 Consolidated Funds revenues — — — 3,644 — 3,644 Total revenues 26,187 159,847 186,034 2,695 29,541 218,270 Expenses Non interest expense 34,329 165,713 200,042 — 15,410 (b)(c)(d) 215,452 Interest and dividends 6,440 2,209 8,649 — 5,605 (c) 14,254 Consolidated Funds expenses — — — 3,959 — 3,959 Total expenses 40,769 167,922 208,691 3,959 21,015 233,665 Total other income (loss) — — — (21,184 ) (13,889 ) (c) (35,073 ) Income taxes expense / (benefit) — — — — (15,312 ) (b) (15,312 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (4,235 ) — (4,235 ) 22,448 2,789 21,002 Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (18,817 ) $ (8,075 ) $ (26,892 ) $ — $ 12,738 $ (14,154 ) Six Months June 30, 2015 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 133,751 $ 133,751 $ — $ — $ 133,751 Brokerage 23 70,435 70,458 — (47 ) (e) 70,411 Management fees 33,147 — 33,147 (567 ) (11,930 ) (a) 20,650 Incentive income 7,547 — 7,547 (306 ) (6,969 ) (a) 272 Investment Income 31,090 10,005 41,095 — (41,095 ) (c) — Interest and dividends — — — — 6,242 (c) 6,242 Reimbursement from affiliates — — — (176 ) 7,320 (e) 7,144 Other revenue 93 32 125 — 1,247 (c) 1,372 Consolidated Funds revenues — — — 860 — 860 Total revenues 71,900 214,223 286,123 (189 ) (45,232 ) 240,702 Expenses Non interest expense 51,032 189,218 240,250 — 2,686 (b)(c)(d) 242,936 Interest and dividends 5,910 2,257 8,167 — 3,707 (c) 11,874 Consolidated Funds expenses — — — 992 — 992 Total expenses 56,942 191,475 248,417 992 6,393 255,802 Total other income (loss) — — — 3,724 51,719 (c) 55,443 Income taxes expense / (benefit) — — — — 10,293 (b) 10,293 (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (3,896 ) — (3,896 ) (2,543 ) (197 ) (6,636 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ 11,062 $ 22,748 $ 33,810 $ — $ (10,396 ) $ 23,414 The following is a summary of the adjustments made to US GAAP net income (loss) for the segment to arrive at Economic Income (Loss): Funds Consolidation: The impacts of consolidation and the related elimination entries of the Consolidated Funds are not included in Economic Income (Loss). Adjustments to reconcile to US GAAP net income (loss) include elimination of incentive income and management fees earned from the Consolidated Funds and addition of fund expenses excluding management fees paid, fund revenues and investment income (loss). Other Adjustments: (a) Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities and the activist business. (b) Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment. (c) Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends) and underwriting income from the Company's insurance related activities net of expenses. (d) Economic Income (Loss) recognizes the Company's proportionate share of expenses for certain real estate and other operating entities for which the investments are recorded under the equity method of accounting for investments. (e) Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP. (f) Aircraft lease revenue is shown net of expenses in other revenue for Economic Income (Loss). For the three and six months ended June 30, 2016 and 2015, there was no one fund or other customer which represented more than 10% of the Company's total revenues. |
Regulatory Requirements
Regulatory Requirements | 6 Months Ended |
Jun. 30, 2016 | |
Brokers and Dealers [Abstract] | |
Regulatory Requirements | Regulatory Requirements As registered broker-dealers, Cowen and Company, ATM Execution and Cowen Prime are subject to the SEC's Uniform Net Capital Rule 15c3-1 (the “Rule”), which requires the maintenance of minimum net capital. Under the alternative method permitted by the Rule, Cowen and Company's minimum net capital requirement, as defined, is $1.0 million . Under the alternative method ATM Execution and Cowen Prime are required to maintain minimum net capital, as defined, equal to $250,000 . The broker-dealers are not permitted to withdraw equity if certain minimum net capital requirements are not met. As of June 30, 2016 , Cowen and Company had total net capital of approximately $63.5 million , which was approximately $62.5 million in excess of its minimum net capital requirement of $1.0 million . As of June 30, 2016 , ATM Execution had total net capital of approximately $3.4 million , which was approximately $3.1 million in excess of its minimum net capital requirement of $250,000 . As of June 30, 2016 , Cowen Prime had total net capital of approximately $13.7 million , which was approximately $13.4 million in excess of its minimum net capital requirement of $250,000 . During the second quarter of 2016, Cowen Prime Trading's broker dealer withdrawal request, filed with FINRA, became effective and the business was merged into Cowen Prime. Cowen and Company, ATM Execution and Cowen Prime claim exemption from the provisions of Rule 15c3-3 under the Securities Exchange Act of 1934 as their activities are limited to those set forth in the conditions for exemption appearing in paragraph (k)(2)(ii) of the Rule. Proprietary accounts of broker-dealers (“PAB”) held at the clearing broker are considered allowable assets for net capital purposes, pursuant to agreements between Cowen and Company, ATM Execution and Cowen Prime and the clearing brokers, which require, among other things, that the clearing brokers performs computations for PAB and segregates certain balances on behalf of Cowen and Company, ATM Execution and Cowen Prime, if applicable. Ramius UK Ltd. ("Ramius UK") and Cowen International Limited ("CIL") are subject to the capital requirements of the Financial Conduct Authority (“FCA”) of the UK. Financial Resources, as defined, must exceed the requirement of the FCA . As of June 30, 2016 , Ramius UK's Financial Resources of $0.25 million exceeded its minimum requirement of $0.06 million by $0.19 million . As of June 30, 2016 , CIL's Financial Resources of $4.0 million exceeded its minimum requirement of $2.0 million by $2.0 million . Cowen’s Luxembourg reinsurance companies, Vianden RCG Re SCA (“Vianden”) and Hollenfels, is required to maintain a solvency capital ratio as calculated by relevant European Commission directives and local regulatory rules in Luxembourg. Each company’s solvency capital ratio as of June 30, 2016 was in excess of this minimum requirement. Based on minimum capital and surplus requirements pursuant to the laws of the state of New York that apply to captive insurance companies, RCG Insurance Company, Cowen’s captive insurance company incorporated and licensed in the state of New York, was required to maintain capital and surplus of approximately $0.3 million as of June 30, 2016 . RCG Insurance Company’s capital and surplus as of June 30, 2016 totaled approximately $24.6 million . |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company and its affiliated entities are the managing member, general partner and/or investment manager to the Company's alternative asset management products and certain managed accounts. Management fees and incentive income are primarily earned from affiliated entities. As of June 30, 2016 and December 31, 2015 , $6.0 million and $6.3 million , respectively, included in fees receivable are earned from related parties. The Company may, at its discretion, reimburse certain fees charged to the funds that it manages to avoid duplication of fees when such funds have an underlying investment in another affiliated investment fund. The Company reimbursed the funds it manages and records these net in management fees and incentive income in the accompanying condensed consolidated statements of operation. These amounts were immaterial for the three and six months ended June 30, 2016 and 2015. As of June 30, 2016 and December 31, 2015 , related amounts still payable were $0.1 million and $0.1 million , respectively, and were reflected in fees payable in the accompanying condensed consolidated statements of financial condition. Fees receivable and fees payable are recorded at carrying value, which approximates fair value. The Company may also make loans to employees or other affiliates, excluding executive officers of the Company. These loans are interest bearing and settle pursuant to the agreed-upon terms with such employees or affiliates and are included in due from related parties in the accompanying condensed consolidated statements of financial condition. As of June 30, 2016 and December 31, 2015 , loans to employees of $7.2 million and $5.5 million , respectively, were included in due from related parties on the accompanying condensed consolidated statements of financial condition. The Company does not make loans to its executive officers. Of these amounts $1.2 million and $1.2 million , respectively, are related to forgivable loans. These forgivable loans provide for a cash payment up-front to employees, with the amount due back to the Company forgiven over a vesting period. An employee that voluntarily ceases employment, or is terminated with cause, is generally required to pay back to the Company any unvested forgivable loans granted to them. The forgivable loans are recorded as an asset to the Company on the date of grant and payment, and then amortized to compensation expense on a straight-line basis over the vesting period. The vesting period on forgivable loans is generally one to three years. The Company recorded compensation expense of $0.1 million and $0.7 million for the three months ended June 30, 2016 and 2015 and $0.7 million and $2.0 million for the six months ended June 30, 2016 and 2015 , respectively. This expense is included in employee compensation and benefits in the accompanying condensed consolidated statement of operations. For the three and six months ended June 30, 2016 , and 2015 , the interest income was insignificant for all related party loans and advances. Included in due to related parties is approximately $0.3 million and $0.3 million as of June 30, 2016 and December 31, 2015 , respectively, related to a subordination agreement with an investor in certain real estate funds. This total is based on a hypothetical liquidation of the real estate funds as of the balance sheet date. Included in due from related parties is $12.8 million related to a sale, in December of 2015, of a portion of the Company's ownership interest in the activist business of Starboard Value to the Starboard principals. It is being financed through the profits of the relevant Starboard entities over a five year period and earns interest at 5% per annum. The interest income for the three and six months ended June 30, 2016 was $0.2 million and $0.3 million , respectively. The remaining balance included in due from related parties of $15.5 million and $20.0 million as of June 30, 2016 and December 31, 2015 , respectively, relates to amounts due to the Company from affiliated funds and real estate entities due to expenses paid on their behalf. Employees and certain other related parties invest on a discretionary basis within consolidated entities. These investments generally are subject to preferential management fee and performance fee arrangements. As of June 30, 2016 and December 31, 2015 , such investments aggregated $ 27.0 million and $ 21.3 million , respectively, were included in redeemable non-controlling interests on the accompanying condensed consolidated statements of financial condition. Their share of the net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds aggregated $0.7 million and $3.4 million for the three months ended June 30, 2016 and 2015 and $ 1.3 million and $ 4.7 million for the six months ended June 30, 2016 and 2015 , respectively. |
Guarantees and Off-Balance Shee
Guarantees and Off-Balance Sheet Arrangements | 6 Months Ended |
Jun. 30, 2016 | |
Guarantees and Off Balance Sheet Arrangements [Abstract] | |
Guarantees and Off-Balance Sheet Arrangements | Guarantees and Off-Balance Sheet Arrangements Guarantees US GAAP requires the Company to disclose information about its obligations under certain guarantee arrangements. Those standards define guarantees as contracts and indemnification agreements that contingently require a guarantor to make payments to the guaranteed party based on changes in an underlying security (such as an interest or foreign exchange rate, security or commodity price, an index or the occurrence or nonoccurrence of a specified event) related to an asset, liability or equity security of a guaranteed party. Those standards also define guarantees as contracts that contingently require the guarantor to make payments to the guaranteed party based on another entity's failure to perform under an agreement as well as indirect guarantees of the indebtedness of others. In the normal course of its operations, the Company enters into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Company's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Company that have not yet occurred. However, based on experience, the Company expects the risk of loss to be remote. The Company indemnifies and guarantees certain service providers, such as clearing and custody agents, trustees and administrators, against specified potential losses in connection with their acting as an agent of, or providing services to, the Company or its affiliates. The Company also indemnifies some clients against potential losses incurred in the event specified third-party service providers, including sub-custodians and third-party brokers, improperly execute transactions. The maximum potential amount of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes that it is unlikely it will have to make significant payments under these arrangements and has not recorded any contingent liability in the condensed consolidated financial statements for these indemnifications. The Company also provides representations and warranties to counterparties in connection with a variety of commercial transactions and occasionally indemnifies them against potential losses caused by the breach of those representations and warranties. The Company may also provide standard indemnifications to some counterparties to protect them in the event additional taxes are owed or payments are withheld, due either to a change in or adverse application of certain tax laws. These indemnifications generally are standard contractual terms and are entered into in the normal course of business. The maximum potential amount of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes it is unlikely it will have to make material payments under these arrangements and has not recorded any contingent liability in the accompanying condensed consolidated financial statements for these indemnifications. Off-Balance Sheet Arrangements The Company has no material off-balance sheet arrangements as of June 30, 2016 and December 31, 2015 . However, through indemnification provisions in the clearing agreement, customer activities may expose the Company to off-balance-sheet credit risk. Pursuant to the clearing agreement, the Company is required to reimburse the Company's clearing broker, without limit, for any losses incurred due to a counterparty's failure to satisfy its contractual obligations. However, these transactions are collateralized by the underlying security, thereby reducing the associated risk to changes in the market value of the security through the settlement date. In addition, during the normal course of business, the Company has exposure to a number of risks including market risk, currency risk, credit risk, operational risk, liquidity risk and legal risk. As part of the Company's risk management process, these risks are monitored on a regular basis throughout the course of the year. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company’s revolving unsecured credit facility was set to mature on August 3, 2016. On July 29, 2016, the Company amended its credit facility to, among other things, extend the existing stated maturity thereof from August 3, 2016 to September 29, 2016, reduce the aggregate revolving commitments thereunder from $25,000,000 to $15,000,000 and make future draws on the revolver during the extension period subject to the sole discretion of the lenders thereunder. In connection with the amendment, the Company repaid all outstanding amounts under the credit facility from cash on hand. The amendment provides a short-term extension to permit the Company additional time to negotiate the terms of a longer term renewal of the Credit Agreement. The Company may choose not to permanently extend the facility if favorable terms are not agreed with the financial institutions. The Company has evaluated events that have occurred after the balance sheet date but before the financial statements are issued and has determined that there were no additional subsequent events requiring adjustment or disclosure in the condensed consolidated financial statements. |
Significant Accounting Polici29
Significant Accounting Policies - Quarterly (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of Presentation These unaudited condensed consolidated financial statements are prepared in accordance with US GAAP as promulgated by the Financial Accounting Standards Board ("FASB") through Accounting Standards Codification as the source of authoritative accounting principles in the preparation of financial statements, and include the accounts of the Company, its operating and other subsidiaries, and entities in which the Company has a controlling financial interest or a substantive, controlling general partner interest. All material intercompany transactions and balances have been eliminated on consolidation. Certain fund entities that are consolidated in these accompanying condensed consolidated financial statements, as further discussed below, are not subject to the consolidation provisions with respect to their own controlled investments pursuant to their specialized accounting. The Company serves as the managing member/general partner and/or investment manager to affiliated fund entities which it sponsors and manages. Funds in which the Company has a controlling financial interest are consolidated with the Company pursuant to US GAAP as described below. Consequently, the Company's condensed consolidated financial statements reflect the assets, liabilities, income and expenses of these funds on a gross basis. The ownership interests in these funds that are not owned by the Company are reflected as redeemable non-controlling interests in consolidated subsidiaries in the accompanying condensed consolidated financial statements. The management fees and incentive income earned by the Company from these funds are eliminated in consolidation. The year-end condensed balance sheet data was derived from the audited financial statements, but does not include all disclosures included in the audited financial statements. |
Principles of consolidation | Principles of consolidation The Company consolidates all entities that it controls through a majority voting interest or otherwise, including those funds in which the Company either directly or indirectly has a controlling financial interest. In addition, the Company consolidates all variable interest entities for which it is the primary beneficiary. The Company adopted the new accounting pronouncement regarding consolidation accounting using the modified retrospective method with an effective adoption date of January 1, 2016. The modified retrospective method did not require the restatement of prior year periods. The adoption of the new accounting pronouncement also resulted in a reclassification of certain entities which were previously considered voting interest entities and will now be considered variable interest entities . In accordance with these standards, the Company presently consolidates six funds for which it acts as the general partner and investment manager. As of June 30, 2016 the Company consolidated the following funds: Ramius Enterprise LP (“Enterprise LP”), Ramius Merger Fund LLC (the "Merger Fund"), Cowen Private Investments LP ("Cowen Private"), Ramius Archview Credit and Distressed Fund ("Archview Feeder Fund"), Ramius Archview Credit and Distressed Master Fund ("Archview Master Fund") and (as of May 1, 2016) Caerus Select Fund LP ("Caerus LP") (collectively the "Consolidated Funds"). The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting operating entity ("VOE") or a variable interest entity ("VIE") under US GAAP. Voting Operating Entities — VOEs are entities in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity's economic performance. Under US GAAP, the usual condition for a controlling financial interest in a VOE is ownership of a majority voting interest. Accordingly, the Company consolidates all VOEs in which it owns a majority of the entity's voting shares or units. In connection with the adoption, the Company reevaluated all of its investment products for consolidation. As of January 1, 2016, the Company deconsolidated Quadratic Fund LLC ("Quadratic LLC") as the Company did not hold a significant voting interest in the fund. The adoption of the new accounting pronouncement also resulted in a reclassification of certain entities for which the Company was presumed to have control and will now be VIEs. Variable Interest Entities— VIEs are entities that lack one or more of the characteristics of a VOE. In accordance with US GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. Under the US GAAP consolidation model for VIEs, an enterprise that (1) has the power to direct the activities of a VIE that most significantly impacts the VIE's economic performance, and (2) has an obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE, is considered to be the primary beneficiary of the VIE and thus is required to consolidate it. The Company reconsiders whether it is the primary beneficiary of a VIE by performing a periodic qualitative and/or quantitative analysis of the VIE that includes a review of, among other things, its capital structure, contractual agreements between the Company and the VIE, the economic interests that create or absorb variability, related party relationships and the design of the VIE. As of June 30, 2016 and December 31, 2015 , the total net assets of the consolidated VIEs were $436.0 million and $1.5 million , respectively. The VIEs act as investment managers or are investment companies that are managed by the Company. The VIEs are financed through their operations and/or loan agreements with the Company. As of June 30, 2016 the Company holds variable interests in Ramius Enterprise Master Fund Ltd (“Enterprise Master”), Ramius Merger Master Fund Ltd ("Merger Master") and Caerus Select Master Fund Ltd ("Caerus Master") (collectively the “Unconsolidated Master Funds”) through the Consolidated Funds. Investment companies, which account for their investments under the specialized industry accounting guidance for investment companies prescribed under US GAAP, are not subject to the consolidation provisions for their investments. Therefore, the Company has not consolidated the Unconsolidated Master Funds. In the ordinary course of business, the Company also sponsors various other entities that it has determined to be VIEs. These VIEs are primarily funds and real estate entities for which the Company serves as the general partner, managing member and/or investment manager with decision-making rights. The Company does not consolidate the Unconsolidated Master Funds or real estate entities that are VIEs as it has concluded that it is not the primary beneficiary in each instance. Fund investors are entitled to all of the economics of these VIEs with the exception of the management fee and incentive income, if any, earned by the Company. The Company's involvement with funds and real estate entities that are unconsolidated VIEs is limited to providing investment management services in exchange for management fees and incentive income. Although the Company may advance amounts and pay certain expenses on behalf of the funds and real estate entities that it considers to be VIEs, it does not provide, nor is it required to provide, any type of substantive financial support to these entities outside of regular investment management services (see Note 5 for additional disclosures on VIEs). Equity Method Investments — For operating entities over which the Company exercises significant influence but which do not meet the requirements for consolidation as outlined above, the Company uses the equity method of accounting. The Company's investments in equity method investees are recorded in other investments in the accompanying condensed consolidated statements of financial condition. The Company's share of earnings or losses from equity method investees is included in net gains (losses) on securities, derivatives and other investments in the accompanying condensed consolidated statements of operations. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. The difference between the carrying value of the equity method investment and its estimated fair value is recognized as an impairment charge when the loss in value is deemed other than temporary. Other — If the Company does not consolidate an entity, apply the equity method of accounting or account for an investment under the cost method, the Company accounts for such entities (primarily, all securities of such entity which are bought and held principally for the purpose of selling them in the near term as trading securities) in accordance with US GAAP, at fair value with unrealized gains (losses) resulting from changes in fair value reflected within net gains (losses) on securities, derivatives and other investments in the accompanying condensed consolidated statements of operations. Retention of Specialized Accounting — The Consolidated Funds and certain other consolidated companies are investment companies and apply specialized industry accounting for investment companies. The Company has retained this specialized accounting for these funds pursuant to US GAAP. The Company reports its investments on the condensed consolidated statements of financial condition at their estimated fair value, with unrealized gains (losses) resulting from changes in fair value reflected within net realized and unrealized gains (losses) on investments and other transactions. Accordingly, the accompanying condensed consolidated financial statements reflect different accounting policies for investments depending on whether or not they are held through a consolidated investment company. In addition, the Company's broker-dealer subsidiaries , Cowen and Company, LLC ("Cowen and Company"), ATM Execution LLC ("ATM Execution"), Cowen International Limited ("CIL"), Ramius UK Ltd. ("Ramius UK"), Cowen Prime and Cowen Prime Trading apply the specialized industry accounting for brokers and dealers in securities also prescribed under US GAAP. The Company also retains specialized accounting in consolidation. |
Use of estimates | Use of estimates The preparation of the accompanying condensed consolidated financial statements in conformity with US GAAP requires the management of the Company to make estimates and assumptions that affect the fair value of securities and other investments, the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the accompanying condensed consolidated financial statements, the accounting for goodwill and identifiable intangible assets and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. |
Valuation of investments and derivative contracts | Valuation of investments and derivative contracts US GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1 Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3 Fair value is determined based on pricing inputs that are unobservable and includes situations where there is little, if any, market activity for the asset or liability. The determination of fair value for assets and liabilities in this category requires significant management judgment or estimation. Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Company. The Company considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Company's perceived risk of that instrument. The Company and its operating subsidiaries act as the manager for the Consolidated Funds. Both the Company and the Consolidated Funds hold certain investments which are valued by the Company, acting as the investment manager. The fair value of these investments is generally estimated based on proprietary models developed by the Company, which include discounted cash flow analysis, public market comparables, and other techniques and may be based, at least in part, on independently sourced market information. The material estimates and assumptions used in these models include the timing and expected amount of cash flows, the appropriateness of discount rates used, and, in some cases, the ability to execute, timing of, and estimated proceeds from expected financings. Significant judgment and estimation goes into the selection of an appropriate valuation methodology as well as the assumptions used in these models, and the timing and actual values realized with respect to investments could be materially different from values derived based on the use of those estimates. The valuation methodologies applied impact the reported value of the Company's investments and the investments held by the Consolidated Funds in the consolidated financial statements. Certain of the Company's investments are relatively illiquid or thinly traded and may not be immediately liquidated on demand if needed. Fair values assigned to these investments may differ significantly from the fair values that would have been used had a ready market for the investments existed and such differences could be material . The Company primarily uses the “market approach” to value its financial instruments measured at fair value. In determining an instrument's level within the hierarchy, the Company categorizes the Company's financial instruments into three categories: securities, derivative contracts and other investments. To the extent applicable, each of these categories can further be divided between those held long or sold short. The Company has the option to measure certain financial assets and financial liabilities at fair value with changes in fair value recognized in earnings each period. The election is made on an instrument by instrument basis at initial recognition of an asset or liability or upon an event that gives rise to a new basis of accounting for that instrument. The Company has elected the fair value option for certain of its investments held by its operating companies. This option has been elected because the Company believes that it is consistent with the manner in which the business is managed as well as the way that financial instruments in other parts of the business are recorded. Securities — Securities with values based on quoted market prices in active markets for identical assets are classified within level 1 of the fair value hierarchy. These securities include active listed equities, certain U.S. government and sovereign obligations, ETF's, mutual funds and certain money market securities. The Company does not adjust the quoted price for such instruments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price. Certain positions for which trading activity may not be readily visible, consisting primarily of convertible debt, corporate debt and loans and restricted equities, are stated at fair value and classified within level 2 of the fair value hierarchy. The estimated fair values assigned by management are determined in good faith and are based on available information considering, trading activity, broker quotes, quotations provided by published pricing services, counterparties and other market participants, and pricing models using quoted inputs, and do not necessarily represent the amounts which might ultimately be realized. As level 2 investments include positions that are not always traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability. Derivative contracts — Derivative contracts can be exchange-traded or privately negotiated over-the-counter (“OTC”). Exchange-traded derivatives, such as futures contracts and exchange-traded option contracts, are typically classified within level 1 or level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. OTC derivatives, such as generic forwards, swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within level 2. OTC derivatives, such as swaps and options where market data is not readily available or observable are classified as level 3. Other investments — Other investments consist primarily of portfolio funds, real estate investments and equity method investments, which are valued as follows : i. Portfolio funds— Portfolio funds (“Portfolio Funds”) include interests in funds and investment companies which may be managed by the Company or its affiliates. The Company follows US GAAP regarding fair value measurements and disclosures relating to investments in certain entities that calculate net asset value (“NAV”) per share (or its equivalent). The guidance permits, as a practical expedient, an entity holding investments in certain entities that either are investment companies as defined by the AICPA Audit and Accounting Guide, Investment Companies, or have attributes similar to an investment company, and calculate net asset value per share or its equivalent for which the fair value is not readily determinable, to measure the fair value of such investments on the basis of that NAV per share, or its equivalent, without adjustment. In accordance with US GAAP, investments which are valued using NAV per share as a practical expedient are not categorized within the fair value hierarchy. ii. Real estate investments— Real estate debt and equity investments are valued at fair value. The fair value of real estate investments are estimated based on the price that would be received to sell an asset in an orderly transaction between marketplace participants at the measurement date. Real estate investments without a public market are valued based on assumptions and valuation techniques used by the Company. Such valuation techniques may include discounted cash flow analysis, prevailing market capitalization rates or earnings multiples applied to earnings from the investment, analysis of recent comparable sales transactions, actual sale negotiations and bona fide purchase offers received from third parties, consideration of the amount that currently would be required to replace the asset, as adjusted for obsolescence, as well as independent external appraisals. In general, the Company considers several valuation techniques when measuring the fair value of a real estate investment. However, in certain circumstances, a single valuation technique may be appropriate. Real estate investments are reviewed on a quarterly basis by the Company for significant changes at the property level or a significant change in the overall market which would impact the value of the real estate investment resulting in unrealized appreciation or depreciation. Real estate and capital markets are cyclical in nature. Property and investment values are affected by, among other things, the availability of capital, occupancy rates, rental rates and interest and inflation rates. In addition, the Company invests in real estate and real estate related investments for which no liquid market exists. The market prices for such investments may be volatile and may not be readily ascertainable. Amounts ultimately realized by the Company from investments sold may differ from the fair values presented, and the differences could be material. The Company's real estate investments are typically categorized as a level 3 investment within the fair value hierarchy as management uses significant unobservable inputs in determining their estimated fair value. See Notes 5 and 6 for further information regarding the Company's investments, including equity method investments, and fair value measurements. |
Fixed Assets | Fixed Assets Fixed assets are stated at cost less accumulated depreciation or amortization. Leasehold improvements are amortized on a straight-line basis over the lesser of their useful life or lease term. When the Company commits to a plan to abandon fixed assets or leasehold improvements before the end of its original useful life, the estimated depreciation or amortization period is revised to reflect the shortened useful life of the asset. Other fixed assets are depreciated on a straight-line basis over their estimated useful lives. Aircraft and related equipment, which are leased out under operating leases, are carried at cost less accumulated depreciation and are depreciated to estimated residual value using the straight-line method over the lease term or estimated useful life of the asset. Any assets received at the end of the lease are marked to the lower of cost or fair value with the adjustment recorded in other income. Asset Depreciable Lives Principal Method Telephone and computer equipment 3-8 years Straight-line Computer software 3-7 years Straight-line Furniture and fixtures 5-8 years Straight-line Leasehold improvements 5-15 years Straight-line Capitalized lease asset 5 years Straight-line Aircraft and related equipment 10-20 years Straight-line Modifications to aircraft 4-10 years Straight-line |
Debt | Debt Long-term debt is carried at the principal amount borrowed net of any discount/premium. The discount is accreted to interest expense using the effective interest method over the remaining life of the underlying debt obligations. Accrued but unpaid coupon interest is included in accrued expenses and other liabilities in the accompanying condensed consolidated statements of financial condition. The Company adopted a new accounting pronouncement, during the first quarter of 2016, which reclassified the unamortized debt issuance costs in our previously reported condensed consolidated statements of financial condition from other assets to a direct reduction from the carrying amount of the debt. Notes payable and other debt and convertible debt as of December 31, 2015 was previously presented as $195.7 million . Due to the retrospective application notes payable and other debt and convertible debt is now presented as $191.0 million as of December 31, 2015. |
Deferred rent | Deferred rent Deferred rent primarily consists of step rent, allowances from landlords and valuing the Company's lease properties in accordance with US GAAP. Step rent represents the difference between actual operating lease payments due and straight-line rent expense, which is recorded by the Company over the term of the lease, including the build-out period. This amount is recorded as deferred rent in the early years of the lease, when cash payments are generally lower than straight-line rent expense, and reduced in the later years of the lease when payments begin to exceed the straight-line expense. Landlord allowances are generally comprised of amounts received and/or promised to the Company by landlords and may be received in the form of cash or free rent. These allowances are part of the negotiated terms of the lease. The Company records a receivable from the landlord and a deferred rent liability when the allowances are earned. This deferred rent is amortized into income (through lower rent expense) over the term (including the pre-opening build-out period) of the applicable lease, and the receivable is reduced as amounts are received from the landlord. Liabilities resulting from valuing the Company's leased properties acquired through business combinations are quantified by comparing the current fair value of the leased space to the current rental payments on the date of acquisition. Deferred rent, included in accounts payable, accrued expenses and other liabilities in the accompanying condensed consolidated statements of financial condition, as of June 30, 2016 and December 31, 2015 is $11.2 million and $12.0 million , respectively. Deferred rent asset, included in other assets in the accompanying condensed consolidated statements of financial condition, as of June 30, 2016 and December 31, 2015 is $0.2 million and $0.3 million , respectively. |
Insurance Accounting Policy | Insurance-related contracts Premiums for insurance-related contracts are earned over the coverage period. In most cases, premiums are recognized as revenues ratably over the term of the contract with unearned premiums computed on a monthly basis. For each of its contracts, the Company determines if the contract provides indemnification against loss or liability relating to insurance risk, in accordance with US GAAP. If the Company determines that a contract does not expose it to a reasonable possibility of a significant loss from insurance risk, the Company records the contract under the deposit method of accounting with any net amount receivable reflected as an asset in other assets, and any net amount payable reflected as a liability within accounts payable, accrued expenses and other liabilities on the condensed consolidated statements of financial condition. The liabilities for losses and loss adjustment expenses are recorded at the estimated ultimate payment amounts, including reported losses. Estimated ultimate payment amounts are based upon (1) reports of losses from policyholders, (2) individual case estimates and (3) estimates of incurred but not reported losses. Provisions for losses and loss adjustment expenses are charged to earnings after deducting amounts recovered and estimates of recoverable amounts and are included in other expenses on the condensed consolidated statements of operations. Costs of acquiring new policies, which vary with and are directly related to the production of new policies, have been deferred to the extent that such costs are deemed recoverable from future premiums or gross profits. Such costs include commissions and allowances as well as certain costs of policy issuance and underwriting and are included within other assets on the condensed consolidated statements of financial condition. Included in other revenues, in the accompanying condensed consolidated statements of operations, for the three and six months ended June 30, 2016 is $13.3 million and $14.3 million , respectively, related to premiums earned from the Company’s insurance and reinsurance business. Included in other expenses, in the accompanying condensed consolidated statements of operations, for the three and six months ended June 30, 2016 is $11.8 million and $12.3 million , respectively, are insurance and reinsurance business loss and claim reserves, acquisition costs and other expenses. |
Revenue Recognition Leases, Operating | Revenue recognition Lease revenue Lease revenue under operating leases is recognized on a straight-line basis over the term of the lease. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In March 2016, as part of its simplification initiative, the FASB issued a new accounting pronouncement which simplified the requirements for share based payments. The guidance among other things covers the income tax consequences and classification of excess tax benefit and tax withholding on the statement of cash flows. For public business entities, the guidance is effective for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this guidance on the Company’s financial condition, results of operations and cash flows. In May 2014, the FASB issued guidance which amends and supersedes the revenue recognition requirements and most industry-specific guidance and creates a single source of revenue guidance. The new guidance outlines the principles an entity must apply to measure and recognize revenue and related cash flows. The guidance also provides a model for the measurement and recognition of gains and losses on the sale of certain non-financial assets. The guidance is effective for reporting periods beginning after December 15, 2017. In July 2015, the FASB confirmed a deferral of the effective date by one year, with early adoption on the original effective date permitted. In March and April 2016, the FASB issued new guidance to clarify the implementation guidance on principal versus agent considerations and identifying performance obligations and licensing implementation guidance. The Company is currently evaluating the impact of this guidance on the Company’s financial condition, results of operations and cash flows. In March 2016, as part of its simplification initiative, the FASB issued a new accounting pronouncement which eliminates the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings retroactively on a step-by step basis as if the equity method had been in effect during all previous periods that the investment had been held. The amendments require that the equity method investor add the cost of acquiring the additional interest in the investee to the current basis of the investor’s previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting. Therefore, upon qualifying for the equity method of accounting, no retroactive adjustment of the investment is required. The guidance is effective prospectively for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this guidance on the Company’s financial condition, results of operations and cash flows. In March 2016, the FASB issued two amendments relating to Derivatives and Hedging. The amendments clarify that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Topic 815 does not, in and of itself, require de-designation of that hedging relationship provided that all other hedge accounting criteria continue to be met. The Second amendment relates to Contingent Put and call option in a debt instrument and clarify the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts when assessed under the current guidance. For public business entities the guidance is effective for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this guidance on the Company’s financial condition and its disclosures. In February 2016, the FASB issued guidance which amends and supersedes its previous guidance regarding leases. The new guidance requires the lessee to recognize the right to use assets and lease liabilities that arise from leases and present them in its statement of financial condition. The recognition of these lease assets and lease liabilities represents an improvement over previous GAAP, which did not require lease assets and lease liabilities to be recognized for most leases. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous GAAP. There continues to be a differentiation between finance leases and operating leases. However, the principal difference from previous guidance is that the lease assets and lease liabilities arising from operating leases should be recognized in the statement of financial condition. For public business entities the guidance is effective for reporting periods beginning after December 15, 2018. The Company is currently evaluating the impact of this guidance on the Company’s financial condition and its disclosures. In January 2016, as a joint project with International Accounting Standards Board (IASB), the FASB issued a new accounting pronouncement to address certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The amendments in the update made improvements to US GAAP for equity investments and investments carried at amortized cost. The guidance also simplify the impairment assessment for equity investments and clarify the need for valuation allowance on deferred tax asset related to available for sale securities. For public business entities the guidance is effective for reporting periods beginning after December 15, 2017. The Company is currently evaluating the impact of this guidance on the Company’s financial condition and its disclosures. |
Earnings Per Share | Diluted earnings per common share are calculated by adjusting the weighted average outstanding shares to assume conversion of all potentially dilutive items. The Company uses the treasury stock method to reflect the potential dilutive effect of the warrants (see Note 5 (a)), unexercised stock options, unvested restricted shares, restricted stock units, and SAR's. In calculating the number of dilutive shares outstanding, the shares of common stock underlying unvested restricted shares and restricted stock units are assumed to have been delivered, and options and warrants are assumed to have been exercised, on the grant date. The assumed proceeds from the assumed vesting, delivery and exercising were calculated as the sum of (a) the amount of compensation cost attributed to future services and not yet recognized and (b) the amount of tax benefit that would be credited to additional paid-in capital assuming vesting and delivery of the shares. The tax benefit is the amount resulting from a tax deduction for compensation in excess of compensation expense recognized for financial statement reporting purposes. All outstanding stock options, SAR's, unvested restricted shares and warrants were not included in the computation of diluted net income (loss) per common share for the three and six months ended June 30, 2016 as their inclusion would have been anti-dilutive |
Segment Reporting | The performance measure for these segments is Economic Income (Loss), which management uses to evaluate the financial performance of and make operating decisions for the segments including determining appropriate compensation levels. Expenses not directly associated with specific segments are allocated based on the most relevant measures applicable, including headcount, square footage and other factors. In general, Economic Income (Loss) is a pre-tax measure that (i) eliminates the impact of consolidation for consolidated funds (ii) excludes goodwill and intangible impairment (iii) excludes certain other acquisition-related adjustments and/or reorganization expenses and (iv) excludes preferred stock dividends. In addition, Economic Income (Loss) revenues include investment income that represents the income the Company has earned in investing its own capital, including realized and unrealized gains and losses, interest and dividends, net of associated investment related expenses. For US GAAP purposes, these items are included in each of their respective line items. Economic Income (Loss) revenues also include management fees, incentive income and investment income earned through the Company's investment as a general partner in certain real estate entities and the Company's investment in the activist business. For US GAAP purposes, all of these items are recorded in other income (loss). In addition, Economic Income (Loss) expenses are reduced by reimbursement from affiliates, which for US GAAP purposes is presented gross as part of revenue. As further stated below, one major difference between Economic Income (Loss) and US GAAP net income (loss) is that Economic Income (Loss) presents the segments' results of operations without the impact resulting from the full consolidation of any of the Consolidated Funds. Consolidation of these funds results in including in income the pro rata share of the income or loss attributable to other owners of such entities which is reflected in net income (loss) attributable to redeemable non-controlling interest in consolidated subsidiaries in the accompanying condensed consolidated statements of operations. This pro rata share has no effect on the overall financial performance for the alternative investment segment, as ultimately, this income or loss is not income or loss for the alternative investment segment itself. Included in Economic Income (Loss) is the actual pro rata share of the income or loss attributable to the Company as an investor in such entities, which is relevant in management making operating decisions and evaluating financial performance. |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Acquisition [Abstract] | |
Business Acquisition, Pro Forma Information | The following unaudited supplemental pro forma information presents consolidated financial results for the six months ended June 30, 2015 as if the acquisitions were completed as of the beginning of that period. This supplemental pro forma information has been prepared for comparative purposes only and is not intended to be indicative of what the Company's results would have been had the acquisitions been completed on January 1, 2015, nor does it purport to be indicative of any future results. For the six months ended June 30, 2015 (dollars in thousands, except per share data) (unaudited) Revenues $ 262,329 Net income (loss) attributable to Cowen Group, Inc. common stockholders 22,048 Net income per common share: Basic $ 0.20 Diluted $ 0.19 |
Investments of Operating Enti31
Investments of Operating Entities and Consolidated Funds - (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Investment Holdings [Line Items] | |
Marketable Securities | As of June 30, 2016 and December 31, 2015 , securities owned, at fair value consisted of the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) U.S. Government securities (a) $ 3,773 $ 3,016 Preferred stock (b) 13,242 25,563 Common stocks (b) 443,240 516,108 Convertible bonds (c) 250 819 Corporate bonds (d) 6,847 47,192 Warrants and rights 3,581 3,059 Mutual funds (e) 821 14,477 $ 471,754 $ 610,234 (a) As of June 30, 2016 , maturities ranged from July 2016 to June 2017 with an interest rate of 0% . As of December 31, 2015 , maturities ranged from January 2016 to August 2016 with interest rates ranged between 0% to 5.95% . (b) Included in preferred stocks are investments in securities for which the Company has elected the fair value option with the fair value of $4.8 million at June 30, 2016 and preferred and common stock of $7.7 million and $7.4 million , respectively, at December 31, 2015 . These investments were acquired in connection with merchant banking transactions. (c) As of June 30, 2016 , the maturity was March 2018 with an interest rate of 8% . As of December 31, 2015 , maturities ranged from July 2016 to March 2018 with interest rates ranged between 8% to 10.00% . (d) As of June 30, 2016 , maturities ranged from August 2017 to February 2046 and interest rates ranged between 3.50% to 8.25% . As of December 31, 2015 , maturities ranged from March 2016 to February 2046 and interest rates ranged between 3.25% to 9.00% . (e) Included in this amount as of December 31, 2015 , are investments in affiliated funds of $13.4 million all of which was liquidated during the three months ended March 31, 2016. |
Schedule of Derivative Instruments | The Company's long and short exposure to derivatives is as follows: Receivable on derivative contracts As of June 30, 2016 As of December 31, 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 19,282 $ 797 $ 9,416 $ 189 Currency forwards $ 19,354 160 $ 67,862 659 Equity swaps $ 100,870 2,654 $ 118,488 2,327 Options other (a) 262,443 17,841 289,433 31,456 Foreign currency options $ 252,038 3,519 $ 283,797 4,987 $ 24,971 $ 39,618 (a) Includes index, equity, commodity future and cash conversion options. Payable for derivative contracts As of June 30, 2016 As of December 31, 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 33,424 $ 1,005 $ 11,995 $ 101 Currency forwards $ 86,059 403 $ 44,156 463 Equity and credit default swaps $ 65,381 2,408 $ 7,605 71 Options other (a) 9,606 11,040 16,632 20,548 $ 14,856 $ 21,183 (a) Includes index, equity, commodity future and cash conversion options. The following tables present the gross and net derivative positions and the related offsetting amount, as of June 30, 2016 and December 31, 2015 . Gross amounts not offset in the Condensed Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Condensed Consolidated Statements of Financial Condition (a) Net amounts included on the Condensed Consolidated Statements of Financial Condition Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of June 30, 2016 Receivable on derivative contracts, at fair value $ 24,971 $ — $ 24,971 $ — $ 7,674 $ 17,297 Payable for derivative contracts, at fair value 14,856 — 14,856 — 2,811 12,045 As of December 31, 2015 Receivable on derivative contracts, at fair value 39,618 — 39,618 — 9,339 30,279 Payable for derivative contracts, at fair value 21,183 — 21,183 — 534 20,649 (a) Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. (b) Includes the amount of collateral held or posted. |
Schedule of Other Investments | As of June 30, 2016 and December 31, 2015 , other investments included the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Portfolio Funds, at fair value (1) $ 116,079 $ 113,281 Equity method investments (2) 42,629 27,067 Lehman claims, at fair value 270 299 $ 158,978 $ 140,647 |
Schedule of Other Investments, Portfolio Funds | The Portfolio Funds, at fair value as of June 30, 2016 and December 31, 2015 , included the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) HealthCare Royalty Partners (a)(*) $ 10,137 $ 12,127 HealthCare Royalty Partners II (a)(*) 6,036 6,006 Orchard Square Partners Credit Fund LP (b) 4,176 4,170 Starboard Value and Opportunity Fund LP (c)(*) 26,843 20,369 Starboard Partners Fund LP (d)(*) 4,013 14,036 Starboard Leaders Fund LP (e)(*) 1,178 1,080 Formation8 Partners Fund I, L.P. (f) 20,941 19,454 Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) (g) 1,720 1,101 RCG LV Park Lane LLC (h) (*) 590 809 RCGL 12E13th LLC (i) (*) 407 609 RCG Longview Debt Fund V, L.P. (i) (*) 16,426 18,147 RCG LPP2 PNW5 Co-Invest, L.P. (j) (*) 2,468 2,468 Quadratic Fund LLC (k) (*) 6,865 — Other private investment (l) (*) 7,933 6,909 Other affiliated funds (m)(*) 6,346 5,996 $ 116,079 $ 113,281 * These portfolio funds are affiliates of the Company. The Company has no unfunded commitments regarding the portfolio funds held by the Company except as noted in Note 12 . (a) HealthCare Royalty Partners, L.P. and HealthCare Royalty Partners II, L.P. are private equity funds and therefore distributions will be made when cash flows are received from the underlying investments, typically on a quarterly basis. (b) Orchard Square Partners Credit Fund LP has a quarterly redemption policy with a 60 day notice period and a 4% penalty on redemptions of investments of less than a year in duration. (c) Starboard Value and Opportunity Fund LP permits quarterly withdrawals upon 90 days notice. (d) Starboard Partners Fund LP permits redemptions on a semi-annual basis on 180 days prior written notice subsequent to an initial two year lock up. (e) Starboard Leaders Fund LP does not permit withdrawals, but instead allows terminations with respect to capital commitments upon 30 days prior written notice at any time following the first anniversary of an investors initial capital contribution. (f) Formation8 Partners Fund I, L.P. is a private equity fund which invests in early stage and growth transformational information and energy technology companies. Distributions will be made when the underlying investments are liquidated. (g) Eclipse Ventures Fund I, L.P. (Formerly Formation8 Partners Hardware Fund I, L.P.) is a private equity fund which invests in early stage and growth hardware companies. Distributions will be made when the underlying investments are liquidated. (h) RCG LV Park Lane LLC is a single purpose entity formed to participate in a joint venture which acquired, at a discount, the mortgage notes on a portfolio of multifamily real estate properties located in Birmingham, Alabama. RCG LV Park Lane LLC is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (i) RCGL 12E13th LLC and RCG Longview Debt Fund V, L.P. are real estate private equity structures and therefore distributions will be made when the underlying investments are liquidated. (j) RCG LPP2 PNW5 Co-Invest, L.P. is a single purpose entity formed to participate in a joint venture which acquired five multi-unit residential rental properties located in the Pacific Northwest. RCG LPP2 PNW5 Co-Invest, L.P. is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (k) Quadratic Fund LLC permits redemptions on a 30 days prior written notice. (l) Other private investment represents the Company's closed end investment in a portfolio fund that invests in a wireless broadband communication provider in Italy. (m) The majority of these funds are affiliates of the Company or are managed by the Company and the investors can redeem from these funds as investments are liquidated. |
Schedule of Other Investments, Equity Method | The following table summarizes equity method investments held by the Company: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) RCG Longview Debt Fund IV Management, LLC $ 331 $ 331 RCG Longview Debt Fund V Partners, LLC 5,942 4,655 HealthCare Royalty GP, LLC 827 989 HealthCare Royalty GP II, LLC 1,022 1,017 HealthCare Royalty GP III, LLC 78 88 HealthCare Overflow Fund GP, LLC 85 — Surf House Ocean Views Holdings, LLC 13,254 — Starboard Value LP 16,844 15,769 RCG Longview Management, LLC 695 656 RCG Urban American, LLC 107 120 RCG Urban American Management, LLC 379 379 RCG Longview Equity Management, LLC 114 114 Urban American Real Estate Fund II, LLC 1,312 1,211 RCG Kennedy House, LLC 212 304 Other 1,427 1,434 $ 42,629 $ 27,067 |
Schedule of Securities Sold, Not yet Purchased | As of June 30, 2016 and December 31, 2015 , securities sold, not yet purchased, at fair value consisted of the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Common stocks $ 284,283 $ 257,101 Corporate bonds (a) 1,131 58 $ 285,414 $ 257,159 (a) As of June 30, 2016 and December 31, 2015 , the maturities ranged from February 2020 to January 2026 with interest rates ranged between 5.55% to 8.25% . |
Consolidated Funds | |
Investment Holdings [Line Items] | |
Marketable Securities | As of June 30, 2016 and December 31, 2015 , securities owned, at fair value, held by the Consolidated Funds consisted of the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Preferred stock $ 41,148 $ 32,000 Common stocks 6,228 — Corporate bonds (a) 4,726 — Term Loan 1,426 — $ 53,528 $ 32,000 (a) As of June 30, 2016 , maturities ranged from October 2017 to May 2049 and interest rates ranged between 6.28% and 14.37% . |
Schedule of Derivative Instruments | As of June 30, 2016 , receivable on derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of June 30, 2016 (dollars in thousands) Currency forwards $ 18 Equity swaps 23 Options 19 $ 60 |
Schedule of Other Investments, Portfolio Funds | Investments in Portfolio Funds, at fair value As of June 30, 2016 and December 31, 2015 , investments in Portfolio Funds, at fair value, included the following: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Investments of Enterprise LP $ 107,429 $ 111,075 Investments of Merger Fund 261,526 74,348 Investments of Caerus Select Fund Ltd 5,728 — Investments of Quadratic LLC — 78,395 $ 374,683 $ 263,818 |
Schedule of Securities Sold, Not yet Purchased | As of June 30, 2016 , securities sold, not yet purchased, at fair value, held by the Consolidated Funds consisted of the following: As of June 30, 2016 (dollars in thousands) Common stocks $ 358 Corporate bonds (a) 1,195 $ 1,553 (a) As of June 30, 2016 , maturities ranged from September 2019 to March 2025 and interest rates ranged between 4.38% and 9.25% . |
Enterprise Master | |
Investment Holdings [Line Items] | |
Marketable Securities | Securities owned by Enterprise Master, at fair value As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Common stock 765 724 Preferred stock 1,493 1,484 Restricted stock 124 124 Rights — 321 Trade claims — 128 $ 2,382 $ 2,781 |
Schedule of Derivative Instruments | Receivable/(Payable) on derivative contracts, at fair value, owned by Enterprise Master As of June 30, 2016 As of December 31, 2015 Description (dollars in thousands) Currency forwards $ — $ (4 ) $ — $ (4 ) |
Schedule of Other Investments, Portfolio Funds | Portfolio Funds, owned by Enterprise Master, at fair value As of June 30, 2016 As of December 31, 2015 Strategy (dollars in thousands) RCG Longview Equity Fund, LP* Real Estate $ 7,507 $ 7,635 RCG Longview II, LP* Real Estate 709 698 RCG Longview Debt Fund IV, LP* Real Estate 2,470 3,577 RCG Soundview, LLC* Real Estate 452 452 RCG Urban American Real Estate Fund, L.P.* Real Estate 309 312 RCG Special Opportunities Fund, Ltd* Multi-Strategy 91,727 81,544 RCG Energy, LLC * Energy — 1,189 RCG Renergys, LLC* Energy 1 1 Other Private Investments Various 9,339 10,515 Other Real Estate Investments (*) Real Estate 4,662 5,753 $ 117,176 $ 111,676 * Affiliates of the Company. |
Merger Master | |
Investment Holdings [Line Items] | |
Marketable Securities | Securities owned by Merger Master, at fair value As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Common stocks $ 499,076 $ 157,429 Corporate bonds (a) — 492 $ 499,076 $ 157,921 (a) As of December 31, 2015 , the maturity was June 2024 with an interest rate of 5.25% |
Schedule of Derivative Instruments | Receivable on derivative contracts, at fair value, owned by Merger Master As of June 30, 2016 As of December 31, 2015 Description (dollars in thousands) Options $ 2,036 $ 1,275 Currency forwards 40 235 Equity swaps 4,122 1,001 $ 6,198 $ 2,511 Payable for derivative contracts, at fair value, owned by Merger Master As of June 30, 2016 As of December 31, 2015 Description (dollars in thousands) Options $ — $ 563 Currency forwards 355 — Equity swaps 3,837 30 $ 4,192 $ 593 |
Fair Value Measurements for O32
Fair Value Measurements for Operating Entities and Consolidated Funds (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents the assets and liabilities that are measured at fair value on a recurring basis on the accompanying condensed consolidated statements of financial condition by caption and by level within the valuation hierarchy as of June 30, 2016 and December 31, 2015 : Assets at Fair Value as of June 30, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned US Government securities $ 3,773 $ — $ — $ 3,773 Preferred stock — — 13,242 13,242 Common stocks 432,713 2,782 7,745 443,240 Convertible bonds — — 250 250 Corporate bonds — 6,847 — 6,847 Warrants and rights 278 — 3,303 3,581 Mutual funds 821 — — 821 Receivable on derivative contracts, at fair value Futures 797 — — 797 Currency forwards — 160 — 160 Equity swaps — 2,654 — 2,654 Options 7,953 4,860 8,547 21,360 Other investments Lehman claim — — 270 270 Consolidated funds Securities owned Preferred stock — 148 41,000 41,148 Common stocks 943 5,285 — 6,228 Corporate Bonds — 4,726 — 4,726 Term Loan — 1,426 — 1,426 Receivable on derivative contracts, at fair value Currency forwards — 18 — 18 Equity swaps — 23 — 23 Options 8 11 — 19 $ 447,286 $ 28,940 $ 74,357 $ 550,583 Percentage of total assets measured at fair value 81.2 % 5.3 % 13.5 % Portfolio funds measured at net asset value (a) 116,079 Consolidated funds' portfolio funds measured at net asset value (a) 374,683 Equity method investments 42,629 Total investments $ 1,083,974 Liabilities at Fair Value as of June 30, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased Common stocks $ 284,283 $ — $ — $ 284,283 Corporate bonds — 1,131 — 1,131 Payable for derivative contracts, at fair value Futures 1,005 — — 1,005 Currency forwards — 403 — 403 Equity and credit default swaps — 2,408 — 2,408 Options 2,493 — 8,547 11,040 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 7,197 7,197 Consolidated funds Securities sold, not yet purchased Common stocks 358 — — 358 Corporate bonds — 1,195 — 1,195 $ 288,139 $ 5,137 $ 15,744 $ 309,020 Percentage of total liabilities measured at fair value 93.2 % 1.7 % 5.1 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of June 30, 2016 can range from $0.1 million to $15.7 million . Assets at Fair Value as of December 31, 2015 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned US Government securities $ 3,016 $ — $ — $ 3,016 Preferred stock 7,891 4,800 12,872 25,563 Common stocks 505,303 7,527 3,278 516,108 Convertible bonds — — 819 819 Corporate bonds — 47,192 — 47,192 Warrants and rights 487 — 2,572 3,059 Mutual funds 14,477 — — 14,477 Receivable on derivative contracts, at fair value Futures 189 — — 189 Currency forwards — 659 — 659 Equity swaps — 2,327 — 2,327 Options 11,895 6,354 18,194 36,443 Other investments Lehman claim — — 299 299 Consolidated funds Preferred stock — — 32,000 32,000 $ 543,258 $ 68,859 $ 70,034 $ 682,151 Percentage of total assets measured at fair value 79.6 % 10.1 % 10.3 % Portfolio funds measured at net asset value (a) 113,281 Consolidated funds' portfolio funds measured at net asset value (a) 263,818 Equity method investments 27,067 Total investments $ 1,086,317 Liabilities at Fair Value as of December 31, 2015 Level 1 Level 2 Level 3 Total (dollars in thousands) Securities sold, not yet purchased Common stocks $ 257,101 $ — $ — $ 257,101 Corporate bonds — 58 — 58 Payable for derivative contracts, at fair value Futures 101 — — 101 Currency forwards — 463 — 463 Equity and credit default swaps — 71 — 71 Options 2,354 — 18,194 20,548 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 6,158 6,158 $ 259,556 $ 592 $ 24,352 $ 284,500 Percentage of total liabilities measured at fair value 91.2 % 0.2 % 8.6 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2015 can range from $0.1 million to $10.0 million . |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table includes a rollforward of the amounts for the three and six months ended June 30, 2016 and 2015 , for financial instruments classified within level 3. The classification of a financial instrument within level 3 is based upon the significance of the unobservable inputs to the overall fair value measurement. Three Months Ended June 30, 2016 Balance at March 31, 2016 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2016 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 13,646 $ — $ (1,000 ) (b) $ 200 $ — $ 396 $ 13,242 $ 394 Common stocks 6,265 — — 1,204 (135 ) 411 7,745 276 Convertible bonds 250 — — — — — 250 — Options, asset 20,892 — — — — (12,345 ) 8,547 (12,345 ) Options, liability 20,892 — — — — (12,345 ) 8,547 (12,345 ) Warrants and rights 2,505 — — 1,914 (817 ) (299 ) 3,303 402 Lehman claim 293 — — — — (23 ) 270 (23 ) Contingent consideration liability 8,293 — — 2,397 (3,493 ) — 7,197 — Consolidated Funds Preferred stock 28,000 — — 13,000 — — 41,000 — Three Months Ended June 30, 2015 Balance at March 31, 2015 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2015 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 19,480 $ — $ (6,823 ) (a) $ 10,875 $ — $ (70 ) $ 23,462 $ (70 ) Common stocks 411 — — — (28 ) 21 404 7 Convertible bonds 879 — — — — — 879 — Options, asset 41,642 — — — — 16,934 58,576 16,934 Options, liability 41,642 — — — — 16,934 58,576 16,934 Warrants and rights 2,559 — — — (57 ) (186 ) 2,316 (212 ) Lehman claim 361 — — — — (14 ) 347 (14 ) Contingent consideration liability 3,974 — — — (1,616 ) — 2,358 — Consolidated Funds Lehman claim 494 — — — — 250 744 250 Six Months Ended June 30, 2016 Balance at December 31, 2015 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2016 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,872 $ — $ (1,000 ) (b) $ 200 $ (218 ) $ 1,388 $ 13,242 $ 960 Common stocks 3,278 — — 2,273 (135 ) 2,329 7,745 2,330 Convertible bonds 819 — — — (569 ) — 250 — Options, asset 18,194 — — — — (9,647 ) 8,547 (9,647 ) Options, liability 18,194 — — — — (9,647 ) 8,547 (9,647 ) Warrants and Rights 2,572 — — 1,914 (817 ) (366 ) 3,303 (353 ) Lehman claim 299 — — — — (29 ) 270 (29 ) Contingent consideration liability 6,158 — — 2,397 (3,493 ) 2,135 7,197 2,135 Consolidated Funds Preferred stock 32,000 (4,000 ) (a) 13,000 — — 41,000 — Six Months Ended June 30, 2015 Balance at December 31, 2014 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at June 30, 2015 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,517 $ — $ (6,823 ) (b) $ 18,250 $ — $ (482 ) $ 23,462 $ (483 ) Common stocks 412 — — — (31 ) 23 404 12 Convertible bonds 900 — — — — (21 ) 879 (21 ) Options, asset 36,807 — — — — 21,769 58,576 21,769 Options, liability 36,807 — — — — 21,769 58,576 21,769 Warrants and Rights, asset 1,322 — — 26 (71 ) 1,039 2,316 985 Lehman claim 380 — — — — (33 ) 347 (33 ) Contingent consideration liability 4,083 — — — (1,725 ) — 2,358 — Consolidated Funds Lehman claim 493 — — — — 251 744 250 (1) Unrealized gains/losses are reported in other income (loss) in the accompanying condensed consolidated statements of operations. (a) The investment was converted to equity. (b) The investment completed an initial public offering. |
Fair Value Inputs, Assets, Quantitative Information | The following table includes quantitative information as of June 30, 2016 and December 31, 2015 for financial instruments classified within level 3. The table below quantifies information about the significant unobservable inputs used in the fair value measurement of the Company's level 3 financial instruments. Quantitative Information about Level 3 Fair Value Measurements Fair Value at June 30, 2016 Valuation techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 5,455 Market/transaction multiples and option pricing method Illiquidity discount, discounted cash flow Volatility Market multiples Discount Discount rate 35% 1x to 9.5x 90% 9.5% Warrants and rights, net 3,303 Model based Volatility 18% to 105% (weighted average 86%) Options 8,547 Option pricing models Volatility 42% Other level 3 assets (a) 57,052 Total level 3 assets 74,357 Level 3 Liabilities Options 8,547 Option pricing models Volatility 42% Contingent consideration 7,197 Discounted cash flows Projected cash flow and discount rate 0% - 31% (weighted average 21%) Total level 3 liabilities $ 15,744 Quantitative Information about Level 3 Fair Value Measurements Fair Value at December 31, 2015 Valuation techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 2,569 Market multiples and option pricing method Volatility Market multiples 34% 1x to 4.75x Convertible bonds 819 Recovery analysis Recovery rate 50% Warrants and rights, net 2,572 Model based Volatility 18% to 61% (weighted average 43%) Options 18,194 Option pricing models Volatility Credit spreads 38% Other level 3 assets (a) 45,880 Total level 3 assets 70,034 Level 3 Liabilities Options 18,194 Option pricing models Volatility Credit spreads 38% Contingent consideration 6,158 Discounted cash flows Projected cash flow and discount rate 6.6% - 24.5% Total level 3 liabilities $ 24,352 (a) The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from prior transactions. |
Fair Value Measurements, Nonrecurring | The following table presents the carrying values and fair values, at June 30, 2016 and December 31, 2015 , of financial assets and liabilities and information on their classification within the fair value hierarchy which are not measured at fair value on a recurring basis. For additional information regarding the financial instruments within the scope of this disclosure, and the methods and significant assumptions used to estimate their fair value see Note 3 . June 30, 2016 December 31, 2015 Fair Value Hierarchy Carrying Amount Fair Value Carrying Amount Fair Value (dollars in thousands) Financial Assets Operating companies Cash and cash equivalents $ 57,783 $ 57,783 $ 158,485 $ 158,485 Level 1 Cash collateral pledged 13,772 13,772 10,085 10,085 Level 2 Consolidated funds Cash and cash equivalents 7,942 7,942 13,934 13,934 Level 1 Financial Liabilities Convertible debt 126,138 (a) 137,280 (b) 122,401 (a) 144,946 (b) Level 2 Notes payable and other debt 104,752 110,313 68,565 71,945 Level 2 (a) The carrying amount of the convertible debt includes an unamortized discount of $21.4 million and $24.7 million as of June 30, 2016 and December 31, 2015 . (b) The convertible debt include the conversion option and is based on the last broker quote available. |
Redeemable Non-Controlling In33
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Noncontrolling Interest [Abstract] | |
Redeemable non-controlling interests in consolidated subsidiaries and funds | Redeemable non-controlling interests in consolidated subsidiaries and funds and the related net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds are comprised as follows: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 7,208 $ 10,906 Consolidated funds 307,915 176,005 $ 315,123 $ 186,911 |
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (dollars in thousands) (dollars in thousands) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 1,525 $ 3,174 $ 1,447 $ 4,092 Consolidated funds (18,230 ) 742 (22,449 ) 2,544 $ (16,705 ) $ 3,916 $ (21,002 ) $ 6,636 |
Share-Based Compensation and 34
Share-Based Compensation and Employee Ownership Plans (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes the Company's stock option activity for the six months ended June 30, 2016 : Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2015 16,667 $ 4.89 1.10 $ — Options granted — — — — Options exercised — — — — Options expired — — — — Balance outstanding at June 30, 2016 16,667 $ 4.89 0.60 $ — Options exercisable at June 30, 2016 16,667 $ 4.89 0.60 $ — (1) Based on the Company's closing stock price of $2.96 on June 30, 2016 and $3.83 on December 31, 2015 . |
Schedule of Share-based Compensation, Stock Appreciation Rights, Activity | As of June 30, 2016 , the Company's stock options were fully expensed. The following table summarizes the Company's SAR's for the six months ended June 30, 2016 : Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2015 400,000 $ 2.90 2.21 $ 558 SAR's granted — — — — SAR's acquired — — — — SAR's expired — — — — Balance outstanding at June 30, 2016 400,000 $ 2.90 1.71 $ 260 SAR's exercisable at June 30, 2016 — $ — — $ — (1) Based on the Company's closing stock price of $2.96 on June 30, 2016 and $3.83 on December 31, 2015 . |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | Restricted shares and restricted stock units are referred to collectively as restricted stock. The following table summarizes the Company's restricted share and restricted stock unit activity for the six months ended June 30, 2016 : Nonvested Restricted Shares and Restricted Stock Units Weighted-Average Balance outstanding at December 31, 2015 21,480,364 $ 4.17 Granted 7,459,588 3.47 Vested (5,845,613 ) 3.73 Canceled — — Forfeited (1,024,709 ) 3.74 Balance outstanding at June 30, 2016 (1) 22,069,630 $ 4.07 (1) Performance linked restricted stock units of 1,925,750 were awarded to employees of the Company in December 2013 and January 2014. An additional 2,800,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 326,250 have been forfeited through June 30, 2016 . The remaining awards, included in the outstanding balance as of June 30, 2016 , will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market goals relating to its volume-weighted average share price and total shareholder return in relation to certain benchmark indices and performance goals relating to aggregate net income and average return on shareholder equity. The actual number of RSUs ultimately earned could vary from zero, if performance goals are not met, to as much as 150% of the targeted award. Each RSU is equal to the one share of the Company’s Class A common stock. Compensation expense is recognized to the extent that it is probable that the Company will attain the performance goals. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Annual Lease and Service Payments | As of June 30, 2016 , future minimum annual lease and service payments for the Company were as follows: Equipment Leases (a) Service Payments Facility Leases (b) (dollars in thousands) 2016 $ 1,213 $ 10,402 $ 9,257 2017 2,320 11,158 16,424 2018 2,239 5,230 16,326 2019 826 1,430 14,939 2020 2 — 14,814 Thereafter — — 32,250 $ 6,600 $ 28,220 $ 104,010 (a) Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 13 for further information on the capital lease minimum payments which are included in the table. (b) The Company has entered into various agreements to sublease certain of its premises. The Company recorded sublease income related to these leases of $0.5 million and $0.4 million for the three months ended June 30, 2016 and 2015 and $1.3 million and $0.9 million and for the six months ended June 30, 2016 and 2015 , respectively. |
Convertible Debt and Notes Pa36
Convertible Debt and Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt and Capital Lease Obligations | As of June 30, 2016 and December 31, 2015 , the Company's outstanding debt was as follows: As of June 30, 2016 As of December 31, 2015 (dollars in thousands) Convertible debt $ 126,138 $ 122,401 Note payable 61,040 60,831 Other notes payable 16,462 — Revolver 25,000 5,000 Capital lease obligations 2,250 2,734 $ 230,890 $ 190,966 |
Schedule of Maturities of Debt and Future Minimum Lease Payments for Capital Leases | Annual scheduled maturities of debt and minimum payments for all debt outstanding as of June 30, 2016 , is as follows: Convertible Debt Note Payable Revolver Other Note Payable Capital Lease (dollars in thousands) 2016 $ 2,243 $ 2,609 $ 25,000 $ 2,720 $ 469 2017 4,485 5,218 — 4,238 938 2018 4,485 5,218 — 2,239 938 2019 151,743 5,218 — 3,716 78 2020 — 5,218 — 1,819 — Thereafter — 68,468 — 4,729 — Subtotal 162,956 91,949 25,000 19,461 2,423 Less: Amount representing interest (a) (36,818 ) (30,909 ) — (2,999 ) (173 ) Total $ 126,138 $ 61,040 $ 25,000 $ 16,462 $ 2,250 (a) Amount necessary to reduce net minimum payments to present value calculated at the Company's implicit rate at inception. This amount also includes the unamortized discount on the convertible debt. |
Schedule of Line of Credit Facilities | As of June 30, 2016 , the Company has nine irrevocable letters of credit, related to leased office space, for which there is cash collateral pledged, which the Company pays a fee on the stated amount of the letter of credit. The Company also has a letter of credit, in the amount of $5.5 million , due March 2017, for which cash is pledged as collateral under a reinsurance agreement. Location Amount Maturity (dollars in thousands) New York $ 355 May 2017 New York $ 70 July 2019 New York $ 695 October 2016 New York $ 3,373 October 2016 New York $ 1,600 November 2016 San Francisco $ 710 January 2017 New York $ 65 January 2017 New York $ 1,000 February 2017 Boston $ 382 March 2017 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Treasury Stock Activity | The following represents the activity relating to the treasury stock held by the Company during the six months ended June 30, 2016 : Treasury stock shares Cost Average cost Balance outstanding at December 31, 2015 34,515,734 $ 137,356 $ 3.98 Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions 2,510,927 8,562 3.41 Purchase of treasury stock 1,723,119 6,014 3.49 Balance outstanding at June 30, 2016 38,749,780 $ 151,932 $ 3.92 |
Accumulated Other Comprehensi38
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Six Months Ended June 30, 2016 2015 (dollars in thousands) Beginning Balance $ — $ 17 Foreign currency translation (5 ) (1 ) Ending Balance $ (5 ) $ 16 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Basic and Diluted | The computation of earnings per share is as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 (dollars in thousands, except per share data) Net income (loss) $ (27,161 ) $ 10,632 $ (35,156 ) $ 30,050 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (16,705 ) 3,916 (21,002 ) 6,636 Net income (loss) attributable to Cowen Group, Inc. (10,456 ) 6,716 (14,154 ) 23,414 Preferred stock dividends 1,698 755 3,396 755 Net income (loss) attributable to Cowen Group, Inc. common stockholders $ (12,154 ) $ 5,961 $ (17,550 ) $ 22,659 Shares for basic and diluted calculations: Weighted average shares used in basic computation 107,471 111,915 106,918 111,987 Stock options — 25 — 27 Performance based restricted stock — 276 — 261 Stock appreciation rights — 170 — 148 Restricted stock — 5,840 — 5,893 Weighted average shares used in diluted computation 107,471 118,226 106,918 118,316 Earnings (loss) per share: Basic $ (0.11 ) $ 0.05 $ (0.16 ) $ 0.20 Diluted $ (0.11 ) $ 0.05 $ (0.16 ) $ 0.19 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting Information, by Segment | The following tables set forth operating results for the Company's alternative investment and broker-dealer segments and related adjustments necessary to reconcile the Company's Economic Income (Loss) measure to arrive at the Company's consolidated US GAAP net income (loss): Three Months Ended June 30, 2016 Adjustments Alternative Broker-Dealer Total Economic Income/(Loss) Funds Other US GAAP (dollars in thousands) Revenues Investment banking $ — $ 35,287 $ 35,287 $ — $ — $ 35,287 Brokerage — 49,026 49,026 — (1,926 ) (e) 47,100 Management fees 15,729 766 16,495 (424 ) (5,422 ) (a) 10,649 Incentive income 429 — 429 150 (151 ) (a) 428 Investment Income (16,636 ) (5,535 ) (22,171 ) — 22,171 (c) — Interest and dividends — — — — 4,105 (c) 4,105 Aircraft lease revenue — — — — 1,982 (f) 1,982 Reimbursement from affiliates — — — (134 ) 2,375 (e) 2,241 Other revenue 1,540 (212 ) 1,328 — 12,019 (c)(f) 13,346 Consolidated Funds revenues — — — 2,093 — 2,093 Total revenues 1,062 79,332 80,394 1,685 35,153 117,231 Expenses Non interest expense 14,067 81,952 96,019 — 12,620 (b)(c)(d) 108,639 Interest and dividends 3,257 1,118 4,375 — 2,569 (c) 6,944 Consolidated Funds expenses — — — 2,143 — 2,143 Total expenses 17,324 83,070 100,394 2,143 15,189 117,726 Total other income (loss) — — — (17,771 ) (20,888 ) (c) (38,658 ) Income taxes expense / (benefit) — — — — (11,992 ) (b) (11,992 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (2,008 ) — (2,008 ) 18,229 484 16,705 Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (18,270 ) $ (3,738 ) $ (22,008 ) $ — $ 11,552 $ (10,456 ) Three Months Ended June 30, 2015 Adjustments Alternative Broker-Dealer Total Funds Other US GAAP (dollars in thousands) Revenues Investment banking $ — $ 68,518 $ 68,518 $ — $ — $ 68,518 Brokerage 5 34,929 34,934 — 23 (e) 34,957 Management fees 16,540 — 16,540 (330 ) (5,944 ) (a) 10,266 Incentive income (7,815 ) — (7,815 ) (124 ) 5,839 (a) (2,100 ) Investment Income 9,259 2,956 12,215 — (12,215 ) (c) — Interest and dividends — — — — 3,159 (c) 3,159 Reimbursement from affiliates — — — (91 ) 3,593 (e) 3,502 Other revenue 72 (15 ) 57 — 647 (c) 704 Consolidated Funds revenues — — — 602 — 602 Total revenues 18,061 106,388 124,449 57 (4,898 ) 119,608 Expenses Non interest expense 16,198 92,890 109,088 — 1,179 (b)(c)(d) 110,267 Interest and dividends 2,866 1,279 4,145 — 1,950 (c) 6,095 Consolidated Funds expenses — — — 634 — 634 Total expenses 19,064 94,169 113,233 634 3,129 116,996 Total other income (loss) — — — 1,317 10,049 (c) 11,366 Income taxes expense / (benefit) — — — — 3,346 (b) 3,346 (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (1,051 ) — (1,051 ) (740 ) (2,125 ) (3,916 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (2,054 ) $ 12,219 $ 10,165 $ — $ (3,449 ) $ 6,716 Six Months Ended June 30, 2016 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 61,434 $ 61,434 $ — $ — $ 61,434 Brokerage — 101,893 101,893 — (3,858 ) (e) 98,035 Management fees 31,858 1,541 33,399 (794 ) (10,926 ) (a) 21,679 Incentive income 7,349 — 7,349 (7 ) (5,803 ) (a) 1,539 Investment Income (15,242 ) (5,080 ) (20,322 ) — 20,322 (c) — Interest and dividends — — — — 7,758 (c) 7,758 Aircraft lease revenue — — — — 1,982 (f) 1,982 Reimbursement from affiliates — — — (148 ) 6,276 (e) 6,128 Other revenue 2,222 59 2,281 — 13,790 (c)(f) 16,071 Consolidated Funds revenues — — — 3,644 — 3,644 Total revenues 26,187 159,847 186,034 2,695 29,541 218,270 Expenses Non interest expense 34,329 165,713 200,042 — 15,410 (b)(c)(d) 215,452 Interest and dividends 6,440 2,209 8,649 — 5,605 (c) 14,254 Consolidated Funds expenses — — — 3,959 — 3,959 Total expenses 40,769 167,922 208,691 3,959 21,015 233,665 Total other income (loss) — — — (21,184 ) (13,889 ) (c) (35,073 ) Income taxes expense / (benefit) — — — — (15,312 ) (b) (15,312 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (4,235 ) — (4,235 ) 22,448 2,789 21,002 Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (18,817 ) $ (8,075 ) $ (26,892 ) $ — $ 12,738 $ (14,154 ) Six Months June 30, 2015 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 133,751 $ 133,751 $ — $ — $ 133,751 Brokerage 23 70,435 70,458 — (47 ) (e) 70,411 Management fees 33,147 — 33,147 (567 ) (11,930 ) (a) 20,650 Incentive income 7,547 — 7,547 (306 ) (6,969 ) (a) 272 Investment Income 31,090 10,005 41,095 — (41,095 ) (c) — Interest and dividends — — — — 6,242 (c) 6,242 Reimbursement from affiliates — — — (176 ) 7,320 (e) 7,144 Other revenue 93 32 125 — 1,247 (c) 1,372 Consolidated Funds revenues — — — 860 — 860 Total revenues 71,900 214,223 286,123 (189 ) (45,232 ) 240,702 Expenses Non interest expense 51,032 189,218 240,250 — 2,686 (b)(c)(d) 242,936 Interest and dividends 5,910 2,257 8,167 — 3,707 (c) 11,874 Consolidated Funds expenses — — — 992 — 992 Total expenses 56,942 191,475 248,417 992 6,393 255,802 Total other income (loss) — — — 3,724 51,719 (c) 55,443 Income taxes expense / (benefit) — — — — 10,293 (b) 10,293 (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (3,896 ) — (3,896 ) (2,543 ) (197 ) (6,636 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ 11,062 $ 22,748 $ 33,810 $ — $ (10,396 ) $ 23,414 The following is a summary of the adjustments made to US GAAP net income (loss) for the segment to arrive at Economic Income (Loss): Funds Consolidation: The impacts of consolidation and the related elimination entries of the Consolidated Funds are not included in Economic Income (Loss). Adjustments to reconcile to US GAAP net income (loss) include elimination of incentive income and management fees earned from the Consolidated Funds and addition of fund expenses excluding management fees paid, fund revenues and investment income (loss). Other Adjustments: (a) Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities and the activist business. (b) Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment. (c) Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends) and underwriting income from the Company's insurance related activities net of expenses. (d) Economic Income (Loss) recognizes the Company's proportionate share of expenses for certain real estate and other operating entities for which the investments are recorded under the equity method of accounting for investments. (e) Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP. (f) Aircraft lease revenue is shown net of expenses in other revenue for Economic Income (Loss). |
Organization and Business (Deta
Organization and Business (Details) | 6 Months Ended |
Jun. 30, 2016segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of business segments | 2 |
Acquisition (Details)
Acquisition (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | $ 100,000 | $ 100,000 | $ 100,000 |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 15,700,000 | 15,700,000 | $ 10,000,000 |
CRT business | |||
Business Acquisition [Line Items] | |||
Payment to acquire business | 6,300,000 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 0 | 0 | |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 8,000,000 | 8,000,000 | |
Business Acquisition, Transaction Costs | 400,000 | 400,000 | |
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 3,500,000 | ||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 400,000 | ||
Cowen Prime and Cowen Prime Trading | |||
Business Acquisition [Line Items] | |||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 10,700,000 | 22,100,000 | |
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 1,000,000 | 2,500,000 | |
Revenues | 262,329,000 | ||
Net income (loss) attributable to Cowen Group, Inc. common stockholders | $ 22,048,000 | ||
Net income per common share - Basic (in dollars per share) | $ 0.20 | ||
Net income per common share - Diluted (in dollars per share) | $ 0.19 |
Significant Accounting Polici43
Significant Accounting Policies All Other - Quarterly (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016USD ($)cowenfund | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)cowenfund | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($)cowenfund | |
Total net assets of consolidated VIEs | $ 436,000 | $ 436,000 | $ 1,500 | ||
Deferred rent | 11,200 | 11,200 | 12,000 | ||
Deferred Rent Asset, Net, Current | 200 | 200 | $ 300 | ||
Other Expenses | $ 14,618 | $ 2,849 | $ 20,430 | $ 7,659 | |
Variable Interest Entity, Primary Beneficiary [Member] | |||||
Number of funds, Consolidated | cowenfund | 3 | 3 | 3 | ||
Other investment companies | |||||
Number of funds, Consolidated | cowenfund | 6 | 6 | |||
Investment Company | |||||
Number of funds, Consolidated | cowenfund | 2 | 2 | |||
Assets Held under Capital Leases [Member] | |||||
Property, Plant and Equipment, Useful Life | 5 years | ||||
Minimum | Telephone and computer equipment | |||||
Property, Plant and Equipment, Useful Life | 3 years | ||||
Minimum | Computer Software, Intangible Asset [Member] | |||||
Property, Plant and Equipment, Useful Life | 3 years | ||||
Minimum | Furniture and Fixtures [Member] | |||||
Property, Plant and Equipment, Useful Life | 5 years | ||||
Minimum | Leasehold improvements | |||||
Property, Plant and Equipment, Useful Life | 5 years | ||||
Minimum | Aircraft [Member] | |||||
Property, Plant and Equipment, Useful Life | 10 years | ||||
Minimum | Flight Equipment [Member] | |||||
Property, Plant and Equipment, Useful Life | 4 years | ||||
Maximum | Telephone and computer equipment | |||||
Property, Plant and Equipment, Useful Life | 8 years | ||||
Maximum | Computer Software, Intangible Asset [Member] | |||||
Property, Plant and Equipment, Useful Life | 7 years | ||||
Maximum | Furniture and Fixtures [Member] | |||||
Property, Plant and Equipment, Useful Life | 8 years | ||||
Maximum | Leasehold improvements | |||||
Property, Plant and Equipment, Useful Life | 15 years | ||||
Maximum | Aircraft [Member] | |||||
Property, Plant and Equipment, Useful Life | 20 years | ||||
Maximum | Flight Equipment [Member] | |||||
Property, Plant and Equipment, Useful Life | 10 years | ||||
Luxembourg Reinsurance Companies [Member] | |||||
Supplementary Insurance Information, Premium Revenue | $ 13,300 | $ 14,300 | |||
Other Expenses | $ 11,800 | $ 12,300 |
Significant Accounting Polici44
Significant Accounting Policies Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Debt, Long-term and Short-term, Combined Amount | $ 230,890 | $ 190,966 |
Previous Accounting Guidance [Member] | ||
Debt, Long-term and Short-term, Combined Amount | 195,700 | |
Adjustments for New Accounting Pronouncement [Member] | ||
Other Long-term Debt | $ 191,000 |
Cash Collateral Pledged (Detail
Cash Collateral Pledged (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Cash collateral pledged | $ 13,772 | $ 10,085 |
Facility Leases | ||
Cash collateral pledged | 8,300 | |
Letter of Credit Reinsurance Agreement | Letter of Credit | ||
Letter of credit, borrowing capacity | $ 5,500 |
Investments of Operating Enti46
Investments of Operating Entities and Consolidated Funds - Securities Owned at Fair Value - (Details) - USD ($) | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Dec. 31, 2015 | |||
Investment Holdings [Line Items] | ||||
Fair Value, Concentration of Risk, Investments | $ 0 | $ 0 | ||
Marketable Securities, Consolidated Funds | 53,528,000 | 32,000,000 | ||
Securities owned, at fair value | 471,754,000 | 610,234,000 | ||
Securities sold, not yet purchased, at fair value | 285,414,000 | 257,159,000 | ||
US Government Securities | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Debt | [1] | $ 3,773,000 | $ 3,016,000 | |
Debt securities, interest rate | 0.00% | |||
US Government Securities | Minimum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 0.00% | |||
US Government Securities | Maximum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 5.95% | |||
Preferred Stock | ||||
Investment Holdings [Line Items] | ||||
Marketable Securities, Consolidated Funds | $ 41,148,000 | $ 32,000,000 | ||
Trading Securities, Equity | [2] | 13,242,000 | 25,563,000 | |
Common Stock | ||||
Investment Holdings [Line Items] | ||||
Marketable Securities, Consolidated Funds | 6,228,000 | 0 | ||
Trading Securities, Equity | [2] | 443,240,000 | 516,108,000 | |
Securities sold, not yet purchased, at fair value | 284,283,000 | 257,101,000 | ||
Convertible Bonds | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Debt | [3] | $ 250,000 | $ 819,000 | |
Debt securities, interest rate | 8.00% | |||
Convertible Bonds | Minimum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 8.00% | |||
Convertible Bonds | Maximum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 10.00% | |||
Corporate Bonds | ||||
Investment Holdings [Line Items] | ||||
Marketable Securities, Consolidated Funds | [4] | $ 4,726,000 | $ 0 | |
Trading Securities, Debt | [5] | 6,847,000 | 47,192,000 | |
Securities sold, not yet purchased, at fair value | [6] | $ 1,131,000 | $ 58,000 | |
Corporate Bonds | Minimum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 3.50% | 3.25% | ||
Corporate Bonds | Maximum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 8.25% | 9.00% | ||
Warrants and Rights | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | $ 3,581,000 | $ 3,059,000 | ||
Mutual Funds | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [7] | 821,000 | 14,477,000 | |
Loans | ||||
Investment Holdings [Line Items] | ||||
Marketable Securities, Consolidated Funds | $ 1,426,000 | 0 | ||
Consolidated Funds | Corporate Bonds | Minimum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 6.28% | |||
Consolidated Funds | Corporate Bonds | Maximum | ||||
Investment Holdings [Line Items] | ||||
Debt securities, interest rate | 14.37% | |||
Enterprise Master | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | $ 2,382,000 | 2,781,000 | ||
Enterprise Master | Restricted Stock | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 124,000 | 124,000 | ||
Enterprise Master | Preferred Stock | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 1,493,000 | 1,484,000 | ||
Enterprise Master | Common Stock | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 765,000 | 724,000 | ||
Enterprise Master | Rights | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 0 | 321,000 | ||
Enterprise Master | Trade Claims | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 0 | 128,000 | ||
Merger Master | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 499,076,000 | 157,921,000 | ||
Merger Master | Common Stock | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 499,076,000 | 157,429,000 | ||
Securities sold, not yet purchased, at fair value | 325,100,000 | 73,800,000 | ||
Merger Master | Corporate Bonds | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 0 | $ 492,000 | [8] | |
Debt securities, interest rate | 5.25% | |||
Caerus Master [Member] | Common Stock | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | 4,800,000 | |||
Securities sold, not yet purchased, at fair value | 4,800,000 | |||
Common Stock | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [2] | $ 7,400,000 | ||
Preferred Stock | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [2] | $ 4,800,000 | 7,700,000 | |
Affiliated Entity | Mutual Funds | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [7] | $ 13,400,000 | ||
[1] | As of June 30, 2016, maturities ranged from July 2016 to June 2017 with an interest rate of 0%. As of December 31, 2015, maturities ranged from January 2016 to August 2016 with interest rates ranged between 0% to 5.95%. | |||
[2] | Included in preferred stocks are investments in securities for which the Company has elected the fair value option with the fair value of $4.8 million at June 30, 2016 and preferred and common stock of $7.7 million and $7.4 million, respectively, at December 31, 2015. These investments were acquired in connection with merchant banking transactions. | |||
[3] | As of June 30, 2016, the maturity was March 2018 with an interest rate of 8%. As of December 31, 2015, maturities ranged from July 2016 to March 2018 with interest rates ranged between 8% to 10.00%. | |||
[4] | As of June 30, 2016, maturities ranged from October 2017 to May 2049 and interest rates ranged between 6.28% and 14.37%. | |||
[5] | As of June 30, 2016, maturities ranged from August 2017 to February 2046 and interest rates ranged between 3.50% to 8.25%. As of December 31, 2015, maturities ranged from March 2016 to February 2046 and interest rates ranged between 3.25% to 9.00%. | |||
[6] | As of June 30, 2016 and December 31, 2015, the maturities ranged from February 2020 to January 2026 with interest rates ranged between 5.55% | |||
[7] | Included in this amount as of December 31, 2015, are investments in affiliated funds of $13.4 million all of which was liquidated during the three months ended March 31, 2016. | |||
[8] | As of December 31, 2015, the maturity was June 2024 with an interest rate of 5.25%. |
Investments of Operating Enti47
Investments of Operating Entities and Consolidated Funds - Derivatives (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2016USD ($)contractshares | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)contractshares | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($)contract | Mar. 10, 2014USD ($)$ / shares | ||
Derivative [Line Items] | |||||||
Receivable on derivatives | $ 60 | $ 60 | $ 0 | ||||
Warrants issued | $ 15,200 | ||||||
Cost of hedge transaction and warrant, net | $ 20,500 | ||||||
Trading days for expiration | 80 days | ||||||
Receivable on derivative contracts, at fair value | 24,971 | $ 24,971 | 39,618 | ||||
Payable for derivative contracts, at fair value | 14,856 | 14,856 | 21,183 | ||||
Equity Swaps | |||||||
Derivative [Line Items] | |||||||
Receivable on derivatives | 23 | 23 | |||||
Options | |||||||
Derivative [Line Items] | |||||||
Receivable on derivatives | 19 | 19 | |||||
Futures | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | 797 | 797 | 189 | ||||
Payable for derivative contracts, at fair value | 1,005 | 1,005 | 101 | ||||
Derivative Asset, Notional Amount | 19,282 | 19,282 | 9,416 | ||||
Derivative Liability, Notional Amount | 33,424 | 33,424 | 11,995 | ||||
Currency Forwards | |||||||
Derivative [Line Items] | |||||||
Receivable on derivatives | 18 | 18 | |||||
Receivable on derivative contracts, at fair value | 160 | 160 | 659 | ||||
Payable for derivative contracts, at fair value | 403 | 403 | 463 | ||||
Derivative Asset, Notional Amount | 19,354 | 19,354 | 67,862 | ||||
Derivative Liability, Notional Amount | 86,059 | 86,059 | 44,156 | ||||
Equity Swaps | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | 2,654 | 2,654 | 2,327 | ||||
Payable for derivative contracts, at fair value | 2,408 | 2,408 | 71 | ||||
Derivative Asset, Notional Amount | 100,870 | 100,870 | 118,488 | ||||
Derivative Liability, Notional Amount | 65,381 | 65,381 | 7,605 | ||||
Options | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | [1] | $ 17,841 | $ 17,841 | $ 31,456 | |||
Derivative Asset, Number of Instruments Held | contract | [1] | 262,443 | 262,443 | 289,433 | |||
Put Option | |||||||
Derivative [Line Items] | |||||||
Payable for derivative contracts, at fair value | [2] | $ 11,040 | $ 11,040 | $ 20,548 | |||
Derivative Liability, Number of Instruments Held | contract | [2] | 9,606 | 9,606 | 16,632 | |||
Foreign Exchange Option | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | $ 3,519 | $ 3,519 | $ 4,987 | ||||
Derivative Asset, Notional Amount | 252,038 | 252,038 | 283,797 | ||||
Receivables from Brokers-Dealers and Clearing Organizations | |||||||
Derivative [Line Items] | |||||||
Collateral posted | 36,200 | 36,200 | 27,100 | ||||
Enterprise Master | |||||||
Derivative [Line Items] | |||||||
Receivable (payable) on derivative contracts, at fair value | 0 | 0 | (4) | ||||
Merger Master | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | 6,198 | 6,198 | 2,511 | ||||
Payable for derivative contracts, at fair value | 4,192 | 4,192 | 593 | ||||
Merger Master | Equity Swaps | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | 4,122 | 4,122 | 1,001 | ||||
Merger Master | Options | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | 2,036 | 2,036 | 1,275 | ||||
Merger Master | Currency Forwards | |||||||
Derivative [Line Items] | |||||||
Receivable on derivative contracts, at fair value | 40 | 40 | 235 | ||||
Payable for derivative contracts, at fair value | 355 | 355 | 0 | ||||
Merger Master | Equity Swaps | |||||||
Derivative [Line Items] | |||||||
Payable for derivative contracts, at fair value | 3,837 | 3,837 | 30 | ||||
Merger Master | Put Option | |||||||
Derivative [Line Items] | |||||||
Payable for derivative contracts, at fair value | $ 0 | $ 0 | 563 | ||||
Common Stock Class A | |||||||
Derivative [Line Items] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 28,048,786 | 28,048,786 | |||||
Class of Warrant, Exercise Price of Warrants or Rights | $ / shares | $ 7.18 | ||||||
Convertible Debt | |||||||
Derivative [Line Items] | |||||||
Call Option, Fair Value | $ 8,500 | $ 8,500 | $ 35,700 | ||||
Receivable on derivatives contracts, at fair value [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative Asset, Fair Value, Gross Asset | 24,971 | 24,971 | 39,618 | ||||
Derivative Asset, Fair Value, Amount Offset Against Collateral | [3] | 0 | 0 | 0 | |||
Receivable on derivative contracts, at fair value | 24,971 | 24,971 | 39,618 | ||||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | [4] | 7,674 | 7,674 | 9,339 | |||
Derivative asset, net of offset | 17,297 | 17,297 | 30,279 | ||||
Financial Instruments, Owned and Pledged as Collateral, at Fair Value | 0 | 0 | 0 | ||||
Payable for derivatives contracts, at fair value [Member] | |||||||
Derivative [Line Items] | |||||||
Derivative Liability, Fair Value, Gross Liability | 14,856 | 14,856 | 21,183 | ||||
Derivative Liability, Fair Value, Amount Offset Against Collateral | [3] | 0 | 0 | 0 | |||
Payable for derivative contracts, at fair value | 14,856 | 14,856 | 21,183 | ||||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | [4] | 2,811 | 2,811 | 534 | |||
Derivative Liability, net of offset | 12,045 | 12,045 | 20,649 | ||||
Financial Instruments, Owned and Pledged as Collateral, at Fair Value | 0 | 0 | 0 | ||||
Other Income [Member] | |||||||
Derivative [Line Items] | |||||||
Realized and unrealized gains/(losses) related to derivatives trading activities | (9,900) | $ (7,500) | (7,500) | $ (5,400) | |||
Currency Forwards | Enterprise Master | |||||||
Derivative [Line Items] | |||||||
Receivable (payable) on derivative contracts, at fair value | $ 0 | $ 0 | $ (4) | ||||
[1] | Includes index, equity, commodity future and cash conversion options. | ||||||
[2] | Includes index, equity, commodity future and cash conversion options. | ||||||
[3] | Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. | ||||||
[4] | Includes the amount of collateral held or posted. |
Investments of Operating Enti48
Investments of Operating Entities and Consolidated Funds - Other Investments - Quarterly (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | ||
Investment Holdings [Line Items] | ||||
Other investments | $ 158,978 | $ 140,647 | ||
Portfolio Funds, at fair value | ||||
Investment Holdings [Line Items] | ||||
Other investments | 116,079 | [1] | 113,281 | [2] |
Equity Method Investments | ||||
Investment Holdings [Line Items] | ||||
Other investments | 42,629 | 27,067 | ||
Lehman claims, at fair value | ||||
Investment Holdings [Line Items] | ||||
Other investments | $ 270 | $ 299 | ||
[1] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. | |||
[2] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. |
Investments of Operating Enti49
Investments of Operating Entities and Consolidated Funds - Portfolio Funds - (Details) - USD ($) $ in Thousands | 6 Months Ended | |||||
Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | ||||
Investment Holdings [Line Items] | ||||||
Portfolio Funds, Consolidated Funds | $ 374,683 | $ 263,818 | ||||
Other investments | 158,978 | 140,647 | ||||
Enterprise LP | ||||||
Investment Holdings [Line Items] | ||||||
Portfolio Funds, Consolidated Funds | 107,429 | 111,075 | ||||
Merger Fund | ||||||
Investment Holdings [Line Items] | ||||||
Portfolio Funds, Consolidated Funds | 261,526 | 74,348 | ||||
Caerus LP [Member] | ||||||
Investment Holdings [Line Items] | ||||||
Portfolio Funds, Consolidated Funds | 5,728 | 0 | ||||
Quadratic Master | ||||||
Investment Holdings [Line Items] | ||||||
Portfolio Funds, Consolidated Funds | 0 | 78,395 | ||||
Portfolio Funds | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | 116,079 | [1] | 113,281 | [2] | ||
Portfolio Funds | Healthcare Royalty Partners | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [3],[4] | 10,137 | 12,127 | |||
Portfolio Funds | Healthcare Royalty Partners II | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [3],[4] | 6,036 | 6,006 | |||
Portfolio Funds | Orchard Square Partners Credit Fund LP | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [5] | $ 4,176 | 4,170 | |||
Portfolio Funds | Orchard Square Partners Credit Fund LP | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Required notice period, redemption | 60 days | 60 days | ||||
Penalty on redemptions of less than one year | 4.00% | 4.00% | ||||
Portfolio Funds | Starboard Value and Opportunity Fund LP | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[6] | $ 26,843 | 20,369 | |||
Required notice period, withdrawal | 90 days | 90 days | ||||
Portfolio Funds | Starboard Partners Fund LP | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[7] | $ 4,013 | 14,036 | |||
Required notice period, withdrawal | 180 days | 180 days | ||||
Portfolio Funds | Starboard Leaders Fund LP | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[8] | $ 1,178 | 1,080 | |||
Unfunded Commitment cancellation | 30 days | 30 days | ||||
Portfolio Funds | Formation 8 Partners Fund I LP | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [9] | $ 20,941 | 19,454 | |||
Portfolio Funds | Eclipse Ventures Fund I, L.P. | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [10] | 1,720 | 1,101 | |||
Portfolio Funds | RCG LV Park Lane LLC | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[11] | 590 | 809 | |||
Portfolio Funds | RCGL 12E13th LLC | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[12] | 407 | 609 | |||
Portfolio Funds | RCGLongview Debt Fund V, L.P. | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[12] | 16,426 | 18,147 | |||
Portfolio Funds | RCG LPP SME Co-Invest, L.P. | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[13] | 2,468 | 2,468 | |||
Portfolio Funds | Quadratic Fund LLC [Member] | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[14] | $ 6,865 | 0 | |||
Required notice period, withdrawal | 30 days | 30 days | ||||
Portfolio Funds | Other Funds | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[15] | $ 7,933 | 6,909 | |||
Portfolio Funds | Other Funds | Affiliated Entity | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [4],[16] | 6,346 | 5,996 | |||
Portfolio Funds | Enterprise Master | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | 117,176 | 111,676 | ||||
Portfolio Funds | Enterprise Master | RCG Longview Equity Fund, LP | Affiliated Entity | Real Estate Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 7,507 | 7,635 | |||
Portfolio Funds | Enterprise Master | RCG Longview II, LP | Affiliated Entity | Real Estate Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 709 | 698 | |||
Portfolio Funds | Enterprise Master | RCG Longview Debt Fund IV, LP | Affiliated Entity | Real Estate Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 2,470 | 3,577 | |||
Portfolio Funds | Enterprise Master | RCG Soundview, LLC | Affiliated Entity | Real Estate Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 452 | 452 | |||
Portfolio Funds | Enterprise Master | RCG Urban American Real Estate Fund, L.P. | Affiliated Entity | Real Estate Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 309 | 312 | |||
Portfolio Funds | Enterprise Master | RCG Special Opportunities Fund, Ltd | Affiliated Entity | Multi-strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 91,727 | 81,544 | |||
Portfolio Funds | Enterprise Master | RCG Energy, LLC | Affiliated Entity | Energy Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 0 | 1,189 | |||
Portfolio Funds | Enterprise Master | RCG Renergys, LLC | Affiliated Entity | Energy Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | 1 | 1 | |||
Portfolio Funds | Enterprise Master | Other Private Investment | Various Strategies | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | 9,339 | 10,515 | ||||
Portfolio Funds | Enterprise Master | Real Estate Funds | Real Estate Strategy | ||||||
Investment Holdings [Line Items] | ||||||
Other investments | [17] | $ 4,662 | $ 5,753 | |||
Corporate Bond Securities [Member] | ||||||
Investment Holdings [Line Items] | ||||||
Securities sold, not yet purchased, interest rate | 5.55% | 5.55% | ||||
[1] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. | |||||
[2] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. | |||||
[3] | HealthCare Royalty Partners, L.P. and HealthCare Royalty Partners II, L.P. are private equity funds and therefore distributions will be made when cash flows are received from the underlying investments, typically on a quarterly basis. | |||||
[4] | These portfolio funds are affiliates of the Company. | |||||
[5] | Orchard Square Partners Credit Fund LP has a quarterly redemption policy with a 60 day notice period and a 4% penalty on redemptions of investments of less than a year in duration. | |||||
[6] | Starboard Value and Opportunity Fund LP permits quarterly withdrawals upon 90 days notice. | |||||
[7] | Starboard Partners Fund LP permits redemptions on a semi-annual basis on 180 days prior written notice subsequent to an initial two year lock up. | |||||
[8] | Starboard Leaders Fund LP does not permit withdrawals, but instead allows terminations with respect to capital commitments upon 30 days prior written notice at any time following the first anniversary of an investors initial capital contribution. | |||||
[9] | Formation8 Partners Fund I, L.P. is a private equity fund which invests in early stage and growth transformational information and energy technology companies. Distributions will be made when the underlying investments are liquidated. | |||||
[10] | Eclipse Ventures Fund I, L.P. (Formerly Formation8 Partners Hardware Fund I, L.P.) is a private equity fund which invests in early stage and growth hardware companies. Distributions will be made when the underlying investments are liquidated. | |||||
[11] | RCG LV Park Lane LLC is a single purpose entity formed to participate in a joint venture which acquired, at a discount, the mortgage notes on a portfolio of multifamily real estate properties located in Birmingham, Alabama. RCG LV Park Lane LLC is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. | |||||
[12] | RCGL 12E13th LLC and RCG Longview Debt Fund V, L.P. are real estate private equity structures and therefore distributions will be made when the underlying investments are liquidated. | |||||
[13] | RCG LPP2 PNW5 Co-Invest, L.P. is a single purpose entity formed to participate in a joint venture which acquired five multi-unit residential rental properties located in the Pacific Northwest. RCG LPP2 PNW5 Co-Invest, L.P. is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. | |||||
[14] | Quadratic Fund LLC permits redemptions on a 30 days prior written notice. | |||||
[15] | Other private investment represents the Company's closed end investment in a portfolio fund that invests in a wireless broadband communication provider in Italy. | |||||
[16] | The majority of these funds are affiliates of the Company or are managed by the Company and the investors can redeem from these funds as investments are liquidated. | |||||
[17] | Affiliates of the Company. |
Investments of Operating Enti50
Investments of Operating Entities and Consolidated Funds - Equity Method Investments - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | $ 158,978 | $ 158,978 | $ 140,647 | ||
Net Gains (Losses) on Securities, Derivatives and Other Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Income (Loss) from Equity Method Investments | 200 | $ (5,000) | 4,900 | $ 9,200 | |
Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 42,629 | 42,629 | 27,067 | ||
RCG Longview Debt Fund IV Management, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 331 | 331 | 331 | ||
RCG Longview Debt Fund V Partners, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 5,942 | 5,942 | 4,655 | ||
Healthcare Royalty GP, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 827 | 827 | 989 | ||
Healthcare Royalty GP II, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 1,022 | 1,022 | 1,017 | ||
Healthcare Royalty GP III, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 78 | 78 | 88 | ||
Healthcare Overflow Fund GP, LLC [Member] | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 85 | 85 | 0 | ||
Surf House Ocean Views Holdings, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 13,254 | 13,254 | 0 | ||
Starboard Value LP | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 16,844 | 16,844 | 15,769 | ||
RCG Longview Management, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 695 | 695 | 656 | ||
RCG Urban American, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 107 | 107 | 120 | ||
RCG Urban American Management, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 379 | 379 | 379 | ||
RCG Longview Equity Management, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 114 | 114 | 114 | ||
Urban American Real Estate Fund II, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 1,312 | 1,312 | 1,211 | ||
RCG Kennedy House, LLC | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | 212 | 212 | 304 | ||
Equity Method Investee, Other | Equity Method Investments | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other investments | $ 1,427 | $ 1,427 | 1,434 | ||
Minimum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 20.00% | 20.00% | |||
Maximum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 55.00% | 55.00% | |||
Clawback Obligation [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other Commitment | $ 6,200 | $ 6,200 | 6,200 | ||
Clawback Obligation [Member] | RCG Longview Partners II, LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other Commitment | $ 6,200 | $ 6,200 | $ 6,200 |
Investments of Operating Enti51
Investments of Operating Entities and Consolidated Funds - Securities Sold, Not Yet Purchased (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | |
Investments Sold, Not yet Purchased [Line Items] | |||
Portfolio Funds, Consolidated Funds | $ 374,683 | $ 263,818 | |
Securities sold, not yet purchased, Consolidated Funds | 1,553 | 0 | |
Securities sold, not yet purchased, at fair value | 285,414 | 257,159 | |
Corporate Bond Securities [Member] | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, Consolidated Funds | [1] | 1,195 | |
Securities sold, not yet purchased, at fair value | [2] | $ 1,131 | $ 58 |
Securities sold, not yet purchased, interest rate | 5.55% | 5.55% | |
Corporate Bond Securities [Member] | Minimum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 5.55% | ||
Corporate Bond Securities [Member] | Maximum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 8.25% | ||
Corporate Bond Securities [Member] | Consolidated Funds | Minimum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 4.38% | ||
Corporate Bond Securities [Member] | Consolidated Funds | Maximum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 9.25% | ||
Common Stock | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, Consolidated Funds | $ 358 | ||
Securities sold, not yet purchased, at fair value | 284,283 | $ 257,101 | |
Common Stock | Merger Master | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | 325,100 | $ 73,800 | |
Common Stock | Caerus Master [Member] | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | $ 4,800 | ||
[1] | As of June 30, 2016, maturities ranged from September 2019 to March 2025 and interest rates ranged between 4.38% and 9.25%. | ||
[2] | As of June 30, 2016 and December 31, 2015, the maturities ranged from February 2020 to January 2026 with interest rates ranged between 5.55% |
Investments of Operating Enti52
Investments of Operating Entities and Consolidated Funds - Variable Interest Entities (Details) - Variable Interest Entity, Not Primary Beneficiary - USD ($) $ in Millions | Jun. 30, 2016 | Dec. 31, 2015 |
Variable Interest Entity [Line Items] | ||
Total assets of nonconsolidated variable interest entities | $ 5,100 | $ 3,100 |
Total liabilities of nonconsolidated variable interest entities | 700 | 473.3 |
Maximum exposure regarding nonconsolidated variable interest entities | $ 464.8 | $ 327.8 |
Fair Value Measurements for O53
Fair Value Measurements for Operating Entities and Consolidated Funds Assets and Liabilities at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 550,583 | $ 682,151 | ||
Financial Liabilities Fair Value Disclosure | 309,020 | 284,500 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 100 | 100 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 15,700 | 10,000 | ||
Other investments | 158,978 | 140,647 | ||
Other Investments, Consolidated Funds | 374,683 | 263,818 | ||
Investments | 1,083,974 | 1,086,317 | ||
Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 447,286 | $ 543,258 | ||
Percentage of Total Assets at Fair Value | 81.20% | 79.60% | ||
Percentage of Total Liabilities at Fair Value | 93.20% | 91.20% | ||
Financial Liabilities Fair Value Disclosure | $ 288,139 | $ 259,556 | ||
Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 28,940 | $ 68,859 | ||
Percentage of Total Assets at Fair Value | 5.30% | 10.10% | ||
Percentage of Total Liabilities at Fair Value | 1.70% | 0.20% | ||
Financial Liabilities Fair Value Disclosure | $ 5,137 | $ 592 | ||
Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 74,357 | $ 70,034 | ||
Percentage of Total Assets at Fair Value | 13.50% | 10.30% | ||
Percentage of Total Liabilities at Fair Value | 5.10% | 8.60% | ||
Financial Liabilities Fair Value Disclosure | $ 15,744 | $ 24,352 | ||
Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 284,283 | 257,101 | ||
Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 284,283 | 257,101 | ||
Common Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Common Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Corporate Bonds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 1,131 | 58 | ||
Corporate Bonds | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Corporate Bonds | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 1,131 | 58 | ||
Corporate Bonds | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Contingent liability payable | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 7,197 | [1] | 6,158 | [2] |
Contingent liability payable | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | [1] | 0 | [2] |
Contingent liability payable | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | [1] | 0 | [2] |
Contingent liability payable | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 7,197 | [1] | 6,158 | [2] |
Futures | Derivative Liabilities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 1,005 | 101 | ||
Futures | Derivative Liabilities | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 1,005 | 101 | ||
Futures | Derivative Liabilities | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Futures | Derivative Liabilities | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Currency forward | Derivative Liabilities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 403 | 463 | ||
Currency forward | Derivative Liabilities | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Currency forward | Derivative Liabilities | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 403 | 463 | ||
Currency forward | Derivative Liabilities | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Equity Swaps | Derivative Liabilities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 2,408 | 71 | ||
Equity Swaps | Derivative Liabilities | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Equity Swaps | Derivative Liabilities | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 2,408 | 71 | ||
Equity Swaps | Derivative Liabilities | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Put Option | Derivative Liabilities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 11,040 | 20,548 | ||
Put Option | Derivative Liabilities | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 2,493 | 2,354 | ||
Put Option | Derivative Liabilities | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Put Option | Derivative Liabilities | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 8,547 | 18,194 | ||
US Government Securities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 3,773 | 3,016 | ||
US Government Securities | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 3,773 | 3,016 | ||
US Government Securities | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
US Government Securities | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Preferred Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 13,242 | 25,563 | ||
Preferred Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 7,891 | ||
Preferred Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 4,800 | ||
Preferred Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 13,242 | 12,872 | ||
Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 443,240 | 516,108 | ||
Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 432,713 | 505,303 | ||
Common Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 2,782 | 7,527 | ||
Common Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 7,745 | 3,278 | ||
Convertible Bonds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 250 | 819 | ||
Convertible Bonds | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Convertible Bonds | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Convertible Bonds | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 250 | 819 | ||
Corporate Bonds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 6,847 | 47,192 | ||
Corporate Bonds | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Corporate Bonds | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 6,847 | 47,192 | ||
Corporate Bonds | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Warrants and Rights | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 3,581 | 3,059 | ||
Warrants and Rights | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 278 | 487 | ||
Warrants and Rights | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Warrants and Rights | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 3,303 | 2,572 | ||
Mutual Funds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 821 | 14,477 | ||
Mutual Funds | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 821 | 14,477 | ||
Mutual Funds | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Mutual Funds | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Derivative Assets | Futures | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 797 | 189 | ||
Derivative Assets | Futures | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 797 | 189 | ||
Derivative Assets | Futures | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Derivative Assets | Futures | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Derivative Assets | Currency forward | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 160 | 659 | ||
Derivative Assets | Currency forward | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Derivative Assets | Currency forward | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 160 | 659 | ||
Derivative Assets | Currency forward | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Derivative Assets | Equity Swaps | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 2,654 | 2,327 | ||
Derivative Assets | Equity Swaps | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Derivative Assets | Equity Swaps | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 2,654 | 2,327 | ||
Derivative Assets | Equity Swaps | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Derivative Assets | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 21,360 | 36,443 | ||
Derivative Assets | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 7,953 | 11,895 | ||
Derivative Assets | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 4,860 | 6,354 | ||
Derivative Assets | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 8,547 | 18,194 | ||
Lehman claims, at fair value | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 270 | 299 | ||
Other investments | 270 | 299 | ||
Lehman claims, at fair value | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Lehman claims, at fair value | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Lehman claims, at fair value | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 270 | 299 | ||
Portfolio Funds, at fair value | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Other investments | 116,079 | [3] | 113,281 | [4] |
Other Investments, Consolidated Funds | 374,683 | [3] | 263,818 | [4] |
Equity Method Investments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Other investments | 42,629 | 27,067 | ||
Consolidated Funds | Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 358 | |||
Consolidated Funds | Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 358 | |||
Consolidated Funds | Common Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Common Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Corporate Bonds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 1,195 | |||
Consolidated Funds | Corporate Bonds | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Corporate Bonds | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 1,195 | |||
Consolidated Funds | Corporate Bonds | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Loans | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 1,426 | |||
Consolidated Funds | Loans | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Loans | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 1,426 | |||
Consolidated Funds | Loans | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Preferred Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 41,148 | 32,000 | ||
Consolidated Funds | Preferred Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Consolidated Funds | Preferred Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 148 | 0 | ||
Consolidated Funds | Preferred Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 41,000 | $ 32,000 | ||
Consolidated Funds | Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 6,228 | |||
Consolidated Funds | Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 943 | |||
Consolidated Funds | Common Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 5,285 | |||
Consolidated Funds | Common Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Corporate Bonds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 4,726 | |||
Consolidated Funds | Corporate Bonds | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Corporate Bonds | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 4,726 | |||
Consolidated Funds | Corporate Bonds | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Derivative Assets | Currency forward | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 18 | |||
Consolidated Funds | Derivative Assets | Currency forward | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Derivative Assets | Currency forward | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 18 | |||
Consolidated Funds | Derivative Assets | Currency forward | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Derivative Assets | Equity Swaps | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 23 | |||
Consolidated Funds | Derivative Assets | Equity Swaps | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Derivative Assets | Equity Swaps | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 23 | |||
Consolidated Funds | Derivative Assets | Equity Swaps | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Derivative Assets | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 19 | |||
Consolidated Funds | Derivative Assets | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 8 | |||
Consolidated Funds | Derivative Assets | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 11 | |||
Consolidated Funds | Derivative Assets | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 0 | |||
[1] | In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of June 30, 2016 can range from $0.1 million to $15.7 million. | |||
[2] | In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2015 can range from $0.1 million to $10.0 million. | |||
[3] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. | |||
[4] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. |
Fair Value Measurements for O54
Fair Value Measurements for Operating Entities and Consolidated Funds Unobservable Input Roll Forward (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | $ 70,034,000 | ||||||||
Balance Liability Value | 24,352,000 | ||||||||
Balance Asset Value | $ 74,357,000 | 74,357,000 | |||||||
Balance Liability Value | 15,744,000 | 15,744,000 | |||||||
Fair value, Between Level 1 and 2 transfers, amount | 0 | 0 | |||||||
Preferred Stock | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 13,646,000 | $ 19,480,000 | 12,872,000 | $ 12,517,000 | |||||
Asset, Transfers In | 0 | 0 | 0 | 0 | |||||
Asset, Transfers Out | (1,000,000) | [1] | (6,823,000) | [2] | (1,000,000) | [1] | (6,823,000) | [1] | |
Purchases/(covers) | 200,000 | 10,875,000 | 200,000 | 18,250,000 | |||||
(Sales)/short buys | 0 | 0 | (218,000) | 0 | |||||
Realized and unrealized gains (losses), asset | 396,000 | (70,000) | 1,388,000 | (482,000) | |||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 394,000 | (70,000) | 960,000 | (483,000) | ||||
Balance Asset Value | 13,242,000 | 23,462,000 | 13,242,000 | 23,462,000 | |||||
Common Stock | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 6,265,000 | 411,000 | 3,278,000 | 412,000 | |||||
Asset, Transfers In | 0 | 0 | 0 | 0 | |||||
Asset, Transfers Out | 0 | 0 | 0 | 0 | |||||
Purchases/(covers) | 1,204,000 | 0 | 2,273,000 | 0 | |||||
(Sales)/short buys | (135,000) | (28,000) | (135,000) | (31,000) | |||||
Realized and unrealized gains (losses), asset | 411,000 | 21,000 | 2,329,000 | 23,000 | |||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 276,000 | 7,000 | 2,330,000 | 12,000 | ||||
Balance Asset Value | 7,745,000 | 404,000 | 7,745,000 | 404,000 | |||||
Convertible Bonds | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 250,000 | 879,000 | 819,000 | 900,000 | |||||
Asset, Transfers In | 0 | 0 | 0 | 0 | |||||
Asset, Transfers Out | 0 | 0 | 0 | 0 | |||||
Purchases/(covers) | 0 | 0 | 0 | 0 | |||||
(Sales)/short buys | 0 | 0 | (569,000) | 0 | |||||
Realized and unrealized gains (losses), asset | 0 | 0 | 0 | (21,000) | |||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | 0 | 0 | (21,000) | ||||
Balance Asset Value | 250,000 | 879,000 | 250,000 | 879,000 | |||||
Options | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 20,892,000 | 41,642,000 | 18,194,000 | 36,807,000 | |||||
Asset, Transfers In | 0 | 0 | 0 | 0 | |||||
Asset, Transfers Out | 0 | 0 | 0 | 0 | |||||
Purchases/(covers) | 0 | 0 | 0 | 0 | |||||
(Sales)/short buys | 0 | 0 | 0 | 0 | |||||
Realized and unrealized gains (losses), asset | (12,345,000) | 16,934,000 | (9,647,000) | 21,769,000 | |||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | (12,345,000) | 16,934,000 | (9,647,000) | 21,769,000 | ||||
Balance Asset Value | 8,547,000 | 58,576,000 | 8,547,000 | 58,576,000 | |||||
Warrants and Rights | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 2,505,000 | 2,559,000 | 2,572,000 | 1,322,000 | |||||
Asset, Transfers In | 0 | 0 | 0 | 0 | |||||
Asset, Transfers Out | 0 | 0 | 0 | 0 | |||||
Purchases/(covers) | 1,914,000 | 0 | 1,914,000 | 26,000 | |||||
(Sales)/short buys | (817,000) | (57,000) | (817,000) | (71,000) | |||||
Realized and unrealized gains (losses), asset | (299,000) | (186,000) | (366,000) | 1,039,000 | |||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 402,000 | (212,000) | (353,000) | 985,000 | ||||
Balance Asset Value | 3,303,000 | 2,316,000 | 3,303,000 | 2,316,000 | |||||
Lehman claims, at fair value | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 293,000 | 361,000 | 299,000 | 380,000 | |||||
Asset, Transfers In | 0 | 0 | 0 | 0 | |||||
Asset, Transfers Out | 0 | 0 | 0 | 0 | |||||
Purchases/(covers) | 0 | 0 | 0 | 0 | |||||
(Sales)/short buys | 0 | 0 | 0 | 0 | |||||
Realized and unrealized gains (losses), asset | (23,000) | (14,000) | (29,000) | (33,000) | |||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | (23,000) | (14,000) | (29,000) | (33,000) | ||||
Balance Asset Value | 270,000 | 347,000 | 270,000 | 347,000 | |||||
Consolidated Funds | Preferred Stock | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 28,000,000 | 32,000,000 | |||||||
Asset, Transfers In | 0 | ||||||||
Asset, Transfers Out | 0 | (4,000,000) | [2] | ||||||
Purchases/(covers) | 13,000,000 | 13,000,000 | |||||||
(Sales)/short buys | 0 | 0 | |||||||
Realized and unrealized gains (losses), asset | 0 | 0 | |||||||
Change in Unrealized Gain (Loss), instruments still held, asset | 0 | 0 | [3] | ||||||
Balance Asset Value | 41,000,000 | 41,000,000 | |||||||
Consolidated Funds | Lehman claims, at fair value | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Asset Value | 494,000 | 493,000 | |||||||
Asset, Transfers In | 0 | 0 | |||||||
Asset, Transfers Out | 0 | 0 | |||||||
Purchases/(covers) | 0 | 0 | |||||||
(Sales)/short buys | 0 | 0 | |||||||
Realized and unrealized gains (losses), asset | 250,000 | 251,000 | |||||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 250,000 | 250,000 | ||||||
Balance Asset Value | 744,000 | 744,000 | |||||||
Options, liability | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Liability Value | 20,892,000 | 41,642,000 | 18,194,000 | 36,807,000 | |||||
Liability, Transfers In | 0 | 0 | 0 | 0 | |||||
Liability, Transfers Out | 0 | 0 | 0 | 0 | |||||
Liability, Purchases | 0 | 0 | 0 | 0 | |||||
Liability, Sales | 0 | 0 | 0 | 0 | |||||
Realized and unrealized gains (losses), liability | (12,345,000) | 16,934,000 | (9,647,000) | 21,769,000 | |||||
Change in Unrealized Gain (Loss), instruments still held, liabilities | [3] | (12,345,000) | 16,934,000 | (9,647,000) | 21,769,000 | ||||
Balance Liability Value | 8,547,000 | 58,576,000 | 8,547,000 | 58,576,000 | |||||
Contingent liability payable | |||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||||||
Balance Liability Value | 8,293,000 | 3,974,000 | 6,158,000 | 4,083,000 | |||||
Liability, Transfers In | 0 | 0 | 0 | 0 | |||||
Liability, Transfers Out | 0 | 0 | 0 | 0 | |||||
Liability, Purchases | 2,397,000 | 0 | 2,397,000 | 0 | |||||
Liability, Sales | (3,493,000) | (1,616,000) | (3,493,000) | (1,725,000) | |||||
Realized and unrealized gains (losses), liability | 0 | 0 | 2,135,000 | 0 | |||||
Change in Unrealized Gain (Loss), instruments still held, liabilities | [3] | 0 | 0 | 2,135,000 | 0 | ||||
Balance Liability Value | $ 7,197,000 | $ 2,358,000 | $ 7,197,000 | $ 2,358,000 | |||||
[1] | The investment completed an initial public offering. | ||||||||
[2] | The investment was converted to equity. | ||||||||
[3] | Unrealized gains/losses are reported in other income (loss) in the accompanying condensed consolidated statements of operations. |
Fair Value Measurements for O55
Fair Value Measurements for Operating Entities and Consolidated Funds Fair Value Inputs, Unobservable Inputs, Quantitative Information (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Mar. 31, 2016USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Balance Asset Value | $ 74,357 | $ 70,034 | |||||||
Financial Liabilities Fair Value Disclosure | 309,020 | 284,500 | |||||||
Assets, Fair Value Disclosure, Recurring | 550,583 | 682,151 | |||||||
Balance Liability Value | 15,744 | 24,352 | |||||||
Contingent liability payable | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Financial Liabilities Fair Value Disclosure | 7,197 | [1] | 6,158 | [2] | |||||
Balance Liability Value | 7,197 | 6,158 | $ 8,293 | $ 2,358 | $ 3,974 | $ 4,083 | |||
Common and Preferred Stock | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Balance Asset Value | 5,455 | 2,569 | |||||||
Convertible Bonds | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Balance Asset Value | 250 | 819 | 250 | 879 | 879 | 900 | |||
Assets, Fair Value Disclosure, Recurring | 250 | 819 | |||||||
Warrants and Rights | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Balance Asset Value | 3,303 | 2,572 | $ 2,505 | $ 2,316 | $ 2,559 | $ 1,322 | |||
Assets, Fair Value Disclosure, Recurring | 3,581 | 3,059 | |||||||
Other Investments | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Balance Asset Value | [3] | 57,052 | 45,880 | ||||||
Level 3 | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Financial Liabilities Fair Value Disclosure | 15,744 | 24,352 | |||||||
Assets, Fair Value Disclosure, Recurring | $ 74,357 | $ 70,034 | |||||||
Level 3 | Options | Market Approach Valuation Technique | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Volatility | 42.00% | 38.00% | |||||||
Level 3 | Options | Market Approach Valuation Technique | Minimum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Volatility | |||||||||
Level 3 | Contingent liability payable | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Financial Liabilities Fair Value Disclosure | $ 7,197 | [1] | $ 6,158 | [2] | |||||
Level 3 | Contingent liability payable | Income Approach and Market Approach Valuation Techniques | Minimum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
DCF discount rate | 0.00% | 6.60% | |||||||
Level 3 | Contingent liability payable | Income Approach and Market Approach Valuation Techniques | Maximum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
DCF discount rate | 31.00% | 24.50% | |||||||
Level 3 | Contingent liability payable | Market Approach Valuation Technique | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Fair Value Assumptions, Weighted Average Volatility Rate | 21.00% | 16.40% | |||||||
Level 3 | Common and Preferred Stock | Market Approach Valuation Technique | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Fair Value Assumptions, Illiquidity Discount | 90.00% | ||||||||
Fair Value Assumptions, Projected cash flow | 9.50% | ||||||||
Volatility | 35.00% | 34.00% | |||||||
Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | Minimum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Market multiple | 1 | 1 | |||||||
Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | Maximum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Market multiple | 9.500 | 4.75 | |||||||
Level 3 | Convertible Bonds | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Assets, Fair Value Disclosure, Recurring | $ 250 | $ 819 | |||||||
Level 3 | Convertible Bonds | Cost Approach Valuation Technique [Member] | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Fair Value Inputs, Recovery Rate | 50.00% | ||||||||
Level 3 | Warrants and Rights | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Assets, Fair Value Disclosure, Recurring | $ 3,303 | $ 2,572 | |||||||
Level 3 | Warrants and Rights | Market Approach Valuation Technique | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Fair Value Assumptions, Weighted Average Volatility Rate | 86.00% | 43.00% | |||||||
Level 3 | Warrants and Rights | Market Approach Valuation Technique | Minimum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Volatility | 18.00% | 18.00% | |||||||
Level 3 | Warrants and Rights | Market Approach Valuation Technique | Maximum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Volatility | 105.00% | 61.00% | |||||||
Level 3 | Options | Market Approach Valuation Technique | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Volatility | 42.00% | 38.00% | |||||||
Level 3 | Options | Market Approach Valuation Technique | Minimum | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Volatility | |||||||||
Options | Derivative Assets | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Assets, Fair Value Disclosure, Recurring | $ 21,360 | $ 36,443 | |||||||
Options | Level 3 | Derivative Assets | |||||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | |||||||||
Assets, Fair Value Disclosure, Recurring | $ 8,547 | $ 18,194 | |||||||
[1] | In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of June 30, 2016 can range from $0.1 million to $15.7 million. | ||||||||
[2] | In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2015 can range from $0.1 million to $10.0 million. | ||||||||
[3] | The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from prior transactions. |
Fair Value Measurements for O56
Fair Value Measurements for Operating Entities and Consolidated Funds Carrying Value Disclosures (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | Mar. 10, 2014 | |
Cash and cash equivalents | $ 57,783 | $ 158,485 | $ 145,707 | $ 129,509 | ||
Cash collateral pledged | 13,772 | 10,085 | ||||
Cash and cash equivalents, Consolidated Funds | 7,942 | 13,934 | ||||
Convertible debt | [1] | 126,138 | 122,401 | |||
Notes payable and other debt | 104,752 | 68,565 | ||||
Convertible Debt | ||||||
Convertible debt, unamortized discount | 21,400 | 24,700 | $ 35,700 | |||
Level 1 | ||||||
Cash and cash equivalents, Fair Value | 57,783 | 158,485 | ||||
Cash and cash equivalents, Consolidated Funds, Fair Value | 7,942 | 13,934 | ||||
Level 2 | ||||||
Cash collateral pledged, Fair Value | 13,772 | 10,085 | ||||
Convertible debt, Fair Value | [2] | 137,280 | 144,946 | |||
Notes payable and other debt, Fair Value | $ 110,313 | $ 71,945 | ||||
[1] | The carrying amount of the convertible debt includes an unamortized discount of $21.4 million and $24.7 million as of June 30, 2016 and December 31, 2015. | |||||
[2] | The convertible debt include the conversion option and is based on the last broker quote available. |
Receivables from and Payable 57
Receivables from and Payable to Brokers (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Brokers and Dealers [Abstract] | ||
Receivable from brokers | $ 116,906 | $ 117,757 |
Payable to brokers | $ 9,296 | $ 131,789 |
Goodwill and Intangibles Qtlry
Goodwill and Intangibles Qtlry (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill Impairment | $ 0 | $ 0 | $ 0 | $ 0 |
CRT business | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill, Acquired During Period | 3,500,000 | |||
Finite-lived Intangible Assets Acquired | $ 5,100,000 | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years 22 days | |||
Amortization of Intangible Assets | $ 200,000 | |||
Minimum | CRT business | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 1 year | |||
Maximum | CRT business | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 9 years |
Redeemable Non-Controlling In59
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Noncontrolling Interest [Line Items] | |||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | $ 315,123 | $ 315,123 | $ 186,911 | ||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (16,705) | $ 3,916 | (21,002) | $ 6,636 | |
Operating Entities | |||||
Noncontrolling Interest [Line Items] | |||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | 7,208 | 7,208 | 10,906 | ||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 1,525 | 3,174 | 1,447 | 4,092 | |
Consolidated Funds | |||||
Noncontrolling Interest [Line Items] | |||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | 307,915 | 307,915 | $ 176,005 | ||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | $ (18,230) | $ 742 | $ (22,449) | $ 2,544 |
Share-Based Compensation and 60
Share-Based Compensation and Employee Ownership Plans Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |||
Equity Plans | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares available for issuance under compensation plan, in shares | 2,200,000 | 2,200,000 | |||||
Stock-compensation expense recognized in connection with compensation plan | $ 6.6 | $ 6.7 | $ 13 | $ 10.9 | |||
Tax benefit of stock-compensation expense recognized in connection with compensation plan | 2.9 | $ 0.5 | $ 6 | $ 0.6 | |||
Equity Plans | Employee Stock Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock options, initial term | 7 years | ||||||
Equity Plans | Employee Stock Option | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock compensation award, vesting period | 2 years | ||||||
Equity Plans | Employee Stock Option | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock compensation award, vesting period | 5 years | ||||||
Equity Plans | Restricted Shares and Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation expense | $ 70.2 | $ 70.2 | |||||
Vested, shares | 5,845,613 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 22,069,630 | [1] | 22,069,630 | [1] | 21,480,364 | ||
Equity Plans | Restricted Stock | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock compensation award, vesting period | 2 years | ||||||
Equity Plans | Restricted Stock | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock compensation award, vesting period | 5 years | ||||||
Equity Plans | Restricted Stock Units (RSUs) | Non-employee Director | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted, shares | 224,398 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 648,704 | 648,704 | |||||
Equity Plans | Stock Appreciation Rights (SARs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation expense | $ 0.1 | $ 0.1 | $ 0.1 | ||||
SAR's, initial term | 5 years | ||||||
Vested, shares | 0 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 400,000 | 400,000 | 400,000 | ||||
Deferred Cash Award | Cowen Group, Inc. 2010 Equity and Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock compensation award, vesting period | 4 years | ||||||
Deferred cash awards, unrecognized compensation expense | $ 41.7 | $ 41.7 | |||||
Deferred Cash Award | Cowen Group, Inc. 2010 Equity and Incentive Plan | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Deferred cash award, interest rate | 0.70% | ||||||
Deferred Cash Award | Cowen Group, Inc. 2010 Equity and Incentive Plan | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Deferred cash award, interest rate | 0.75% | ||||||
[1] | Performance linked restricted stock units of 1,925,750 were awarded to employees of the Company in December 2013 and January 2014. An additional 2,800,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 326,250 have been forfeited through June 30, 2016. The remaining awards, included in the outstanding balance as of June 30, 2016, will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market goals relating to its volume-weighted average share price and total shareholder return in relation to certain benchmark indices and performance goals relating to aggregate net income and average return on shareholder equity. The actual number of RSUs ultimately earned could vary from zero, if performance goals are not met, to as much as 150% of the targeted award. Each RSU is equal to the one share of the Company’s Class A common stock. Compensation expense is recognized to the extent that it is probable that the Company will attain the performance goals. |
Share-Based Compensation and 61
Share-Based Compensation and Employee Ownership Plans Deferred Cash (Details) - Cowen Group, Inc. 2010 Equity and Incentive Plan - Deferred Cash Award $ in Millions | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Deferred cash awards granted | $ 25.7 |
Deferred cash awards, vesting period | 4 years |
Deferred cash awards, unrecognized compensation expense | $ 41.7 |
Minimum | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Deferred cash award, interest rate | 0.70% |
Maximum | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Deferred cash award, interest rate | 0.75% |
Share-Based Compensation and 62
Share-Based Compensation and Employee Ownership Plans Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Dec. 31, 2015 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||
Aggregate Intrinsic Value | ||||
Closing stock price, in dollars per share | $ 2.96 | $ 3.83 | ||
Equity Plans | ||||
Shares Subject to Option | ||||
Balance outstanding, beginning of period, shares | 16,667 | |||
Options granted, shares | 0 | |||
Options exercised, shares | 0 | |||
Options expired, shares | 0 | |||
Balance outstanding, end of period, shares | 16,667 | 16,667 | ||
Options exercisable, shares | 16,667 | |||
Weighted Average Exercise Price/Share | ||||
Balance outstanding, beginning of period, in dollars per share | $ 4.89 | |||
Options granted, in dollars per share | 0 | |||
Options exercised, in dollars per share | 0 | |||
Options expired, in dollars per share | 0 | |||
Balance outstanding, end of period, in dollars per share | 4.89 | $ 4.89 | ||
Options exercisable, in dollars per share | $ 4.89 | |||
Weighted average remaining term, options outstanding | 7 months 6 days | 1 year 1 month 6 days | ||
Weighted average remaining term, options exercisable | 7 months 6 days | |||
Aggregate Intrinsic Value | ||||
Balance outstanding, beginning of period | $ 0 | |||
Balance outstanding, end of period | 0 | [1] | $ 0 | |
Options exercisable | [1] | $ 0 | ||
[1] | Based on the Company's closing stock price of $2.96 on June 30, 2016 and $3.83 on December 31, 2015. |
Share-Based Compensation and 63
Share-Based Compensation and Employee Ownership Plans SARs (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | ||
Aggregate Intrinsic Value | ||||
Closing stock price, in dollars per share | $ 2.96 | $ 3.83 | ||
Stock Appreciation Rights | ||||
Aggregate Intrinsic Value | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Exercisable, Weighted remaining contractual term | 0 | |||
Equity Plans | ||||
Aggregate Intrinsic Value | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | [1] | $ 0 | ||
Equity Plans | Stock Appreciation Rights | ||||
Shares Subject to Option | ||||
Balance outstanding, beginning of period, shares | 400,000 | |||
Granted, shares | 0 | |||
Acquired, shares | 0 | |||
Expired, shares | 0 | |||
Balance outstanding, end of period, shares | 400,000 | |||
Balance exercisable, shares | 0 | |||
Weighted Average Exercise Price/Share | ||||
Balance outstanding, beginning of period, in dollars per share | $ 2.90 | |||
Granted, in dollars per share | 0 | |||
Acquired, in dollars per share | 0 | |||
Expired, in dollars per share | 0 | |||
Balance outstanding, end of period, in dollars per share | $ 2.90 | |||
Weighted Average Remaining Term Outstanding | 1 year 8 months 16 days | 2 years 2 months 16 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | [2] | $ 260 | $ 558 | |
Aggregate Intrinsic Value | ||||
Unrecognized compensation expense | $ 100 | $ 100 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Exercisable, Weighted Average Grant Date Fair Value | $ 0 | |||
[1] | Based on the Company's closing stock price of $2.96 on June 30, 2016 and $3.83 on December 31, 2015. | |||
[2] | Based on the Company's closing stock price of $2.96 on June 30, 2016 and $3.83 on December 31, 2015. |
Share-Based Compensation and 64
Share-Based Compensation and Employee Ownership Plans Restricted Shares and Restricted Stock Units (Details) - Equity Plans - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 2 Months Ended | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2016 | Jan. 31, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | ||
Weighted-Average Grant Date Fair Value | |||||||
Allocated Share-based Compensation Expense | $ 6.6 | $ 6.7 | $ 13 | $ 10.9 | |||
Restricted Shares and Restricted Stock Units (RSUs) | |||||||
Nonvested Restricted Shares and Restricted Stock Units | |||||||
Balance outstanding, beginning of period, shares | 21,480,364 | ||||||
Granted, shares | 7,459,588 | ||||||
Vested, shares | (5,845,613) | ||||||
Canceled, shares | 0 | ||||||
Forfeited, shares | (1,024,709) | ||||||
Balance outstanding, end of period, shares | [1] | 22,069,630 | 22,069,630 | ||||
Weighted-Average Grant Date Fair Value | |||||||
Balance outstanding, beginning of period, in dollars per share | $ 4.17 | ||||||
Granted, in dollars per share | 3.47 | ||||||
Vested, in dollars per share | 3.73 | ||||||
Canceled, in dollars per share | 0 | ||||||
Forfeited, in dollars per share | 3.74 | ||||||
Balance outstanding, end of period, in dollars per share | [1] | $ 4.07 | $ 4.07 | ||||
Unrecognized compensation expense | $ 70.2 | $ 70.2 | |||||
Weighted-average recognition period for unrecognized compensation expense | 2 years 10 months 20 days | ||||||
Performance based restricted stock | |||||||
Nonvested Restricted Shares and Restricted Stock Units | |||||||
Granted, shares | 2,800,000 | 1,925,750 | |||||
Forfeited, shares | (326,250) | ||||||
[1] | Performance linked restricted stock units of 1,925,750 were awarded to employees of the Company in December 2013 and January 2014. An additional 2,800,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 326,250 have been forfeited through June 30, 2016. The remaining awards, included in the outstanding balance as of June 30, 2016, will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market goals relating to its volume-weighted average share price and total shareholder return in relation to certain benchmark indices and performance goals relating to aggregate net income and average return on shareholder equity. The actual number of RSUs ultimately earned could vary from zero, if performance goals are not met, to as much as 150% of the targeted award. Each RSU is equal to the one share of the Company’s Class A common stock. Compensation expense is recognized to the extent that it is probable that the Company will attain the performance goals. |
Income Taxes - Quarterly (Detai
Income Taxes - Quarterly (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate, Percent | 30.34% | 25.49% | |
Statutory rate, Percent | 35.00% | 35.00% | |
Undistributed Earnings of Foreign Subsidiaries | $ 0.9 | $ 1 | |
Tax Liabilities, Undistributed Foreign Earnings | $ 0.1 | $ 0.1 |
Commitments and Contingencies66
Commitments and Contingencies (Details) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2016USD ($)cowenfund | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)cowenfund | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($) | ||
Lease Obligations | ||||||
Net rent expense | $ 5,200,000 | $ 4,300,000 | $ 10,400,000 | $ 8,700,000 | ||
Future minimum annual lease and service payments | ||||||
Sublease income related to operating leases | 500,000 | $ 400,000 | 1,300,000 | $ 900,000 | ||
Lagunita Biosciences LLC [Member] | ||||||
Future minimum annual lease and service payments | ||||||
Other commitments, unfunded amount | 3,500,000 | |||||
Affiliated Entity | ||||||
Future minimum annual lease and service payments | ||||||
Other commitments, unfunded amount | 7,400,000 | |||||
Affiliated Entity | Healthcare Royalty Partners | ||||||
Future minimum annual lease and service payments | ||||||
Contractual obligation | 45,800,000 | 45,800,000 | ||||
Funding toward commitments | $ 37,700,000 | |||||
Affiliated Entity | Healthcare Royalty Partners | Minimum | ||||||
Future minimum annual lease and service payments | ||||||
Expected call period | 2 years | |||||
Affiliated Entity | Healthcare Royalty Partners | Maximum | ||||||
Future minimum annual lease and service payments | ||||||
Expected call period | 5 years | |||||
Affiliated Entity | Formation 8 Partners Fund I LP | ||||||
Future minimum annual lease and service payments | ||||||
Other commitments, unfunded amount | $ 500,000 | |||||
Affiliated Entity | Eclipse Ventures Fund I, L.P. | ||||||
Future minimum annual lease and service payments | ||||||
Other commitments, unfunded amount | 900,000 | |||||
Clawback Obligation | ||||||
Future minimum annual lease and service payments | ||||||
Contractual obligation | $ 6,200,000 | $ 6,200,000 | $ 6,200,000 | |||
Commitment to Invest | Lagunita Biosciences LLC [Member] | ||||||
Future minimum annual lease and service payments | ||||||
Term of capital commitment | 3 years | |||||
Commitment to Invest | Affiliated Entity | Formation 8 Partners Fund I LP | ||||||
Future minimum annual lease and service payments | ||||||
Term of capital commitment | 1 year | |||||
Commitment to Invest | Affiliated Entity | Eclipse Ventures Fund I, L.P. | ||||||
Future minimum annual lease and service payments | ||||||
Term of capital commitment | 1 year | |||||
Unfunded Commitments | ||||||
Future minimum annual lease and service payments | ||||||
Number of Real Estate Investments | cowenfund | 4 | 4 | ||||
RCG Longview Partners II, LLC | Clawback Obligation | ||||||
Future minimum annual lease and service payments | ||||||
Contractual obligation | $ 6,200,000 | $ 6,200,000 | $ 6,200,000 | |||
Equipment Leases | ||||||
Future minimum annual lease and service payments | ||||||
Contractual Obligation, Due in remainder of current year | [1] | 1,213,000 | 1,213,000 | |||
Contractual Obligation, Due in Second Year | [1] | 2,320,000 | 2,320,000 | |||
Contractual Obligation, Due in Third Year | [1] | 2,239,000 | 2,239,000 | |||
Contractual Obligation, Due in Fourth Year | [1] | 826,000 | 826,000 | |||
Contractual Obligation, Due in Fifth Year | [1] | 2,000 | 2,000 | |||
Thereafter | [1] | 0 | 0 | |||
Future minimum annual lease and service payments | [1] | 6,600,000 | 6,600,000 | |||
Service Payments | ||||||
Future minimum annual lease and service payments | ||||||
Contractual Obligation, Due in remainder of current year | 10,402,000 | 10,402,000 | ||||
Contractual Obligation, Due in Second Year | 11,158,000 | 11,158,000 | ||||
Contractual Obligation, Due in Third Year | 5,230,000 | 5,230,000 | ||||
Contractual Obligation, Due in Fourth Year | 1,430,000 | 1,430,000 | ||||
Contractual Obligation, Due in Fifth Year | 0 | 0 | ||||
Thereafter | 0 | 0 | ||||
Future minimum annual lease and service payments | 28,220,000 | 28,220,000 | ||||
Facility Leases | ||||||
Future minimum annual lease and service payments | ||||||
Contractual Obligation, Due in remainder of current year | [2] | 9,257,000 | 9,257,000 | |||
Contractual Obligation, Due in Second Year | [2] | 16,424,000 | 16,424,000 | |||
Contractual Obligation, Due in Third Year | [2] | 16,326,000 | 16,326,000 | |||
Contractual Obligation, Due in Fourth Year | [2] | 14,939,000 | 14,939,000 | |||
Contractual Obligation, Due in Fifth Year | [2] | 14,814,000 | 14,814,000 | |||
Thereafter | [2] | 32,250,000 | 32,250,000 | |||
Future minimum annual lease and service payments | [2] | $ 104,010,000 | $ 104,010,000 | |||
[1] | Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 13 for further information on the capital lease minimum payments which are included in the table. | |||||
[2] | The Company has entered into various agreements to sublease certain of its premises. The Company recorded sublease income related to these leases of $0.5 million and $0.4 million for the three months ended June 30, 2016 and 2015 and $1.3 million and $0.9 million and for the six months ended June 30, 2016 and 2015, respectively. |
Convertible Debt and Notes Pa67
Convertible Debt and Notes Payable (Details) | Oct. 10, 2014USD ($) | Jun. 30, 2016USD ($)letters_of_credit | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)letters_of_credit | Jun. 30, 2015USD ($) | Jan. 31, 2014USD ($) | Jan. 31, 2016 | Dec. 31, 2015USD ($) | Mar. 10, 2014USD ($)$ / shares | |
Debt and Capital Lease Obligations [Line Items] | ||||||||||
Interest Expense, Lessee, Assets under Capital Lease | $ 100,000 | $ 100,000 | ||||||||
Components of short-term borrowings and other debt | ||||||||||
Convertible debt | [1] | 126,138,000 | $ 126,138,000 | $ 122,401,000 | ||||||
Revolver | 25,000,000 | 25,000,000 | 5,000,000 | |||||||
Capital lease obligations | 2,250,000 | 2,250,000 | 2,734,000 | |||||||
Debt, Long-term and Short-term, Combined Amount | 230,890,000 | 230,890,000 | 190,966,000 | |||||||
Debt Instrument, Face Amount | 61,040,000 | 61,040,000 | 60,831,000 | |||||||
Amortization of debt discount | 3,366,000 | $ 3,081,000 | ||||||||
Other Notes Payable | 16,462,000 | 16,462,000 | 0 | |||||||
Capital Lease Obligations Incurred | $ 7,600,000 | |||||||||
Capital Leases, Income Statement, Interest Expense | 100,000 | 100,000 | 100,000 | 100,000 | ||||||
Future minimum lease payments for capital lease obligations | ||||||||||
2,016 | 469,000 | 469,000 | ||||||||
2,017 | 938,000 | 938,000 | ||||||||
2,018 | 938,000 | 938,000 | ||||||||
2,019 | 78,000 | 78,000 | ||||||||
2,020 | 0 | 0 | ||||||||
Thereafter | 0 | 0 | ||||||||
Subtotal | 2,423,000 | 2,423,000 | ||||||||
Less: Amount representing interest | [2] | (173,000) | (173,000) | |||||||
Capital lease obligations | $ 2,250,000 | $ 2,250,000 | 2,734,000 | |||||||
Number of Letters of Credit | letters_of_credit | 9 | 9 | ||||||||
Restricted Cash and Cash Equivalents | $ 13,772,000 | $ 13,772,000 | 10,085,000 | |||||||
Revolving Credit Facility | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Revolver | 25,000,000 | 25,000,000 | ||||||||
Letter of credit, borrowing capacity | 25,000,000 | $ 25,000,000 | ||||||||
Line of Credit Facility, Commitment Fee Percentage | 3.00% | |||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.38% | |||||||||
Interest Expense, Debt | $ 200,000 | $ 400,000 | ||||||||
Minimum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Capital Lease Obligation, Initial Term | 48 months | |||||||||
Capital leases, interest rate | 0.60% | 0.60% | ||||||||
Maximum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Capital Lease Obligation, Initial Term | 60 months | |||||||||
Capital leases, interest rate | 6.03% | 6.03% | ||||||||
Cash Convertible Note Economic Hedge And Warrant Transaction | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Cash convertible note hedge transaction | 20,500,000 | |||||||||
Treasury Stock | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Cash convertible note hedge transaction | 300,000 | |||||||||
Letter of Credit, NY Office 1, Expires May 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | $ 355,000 | $ 355,000 | ||||||||
Letter of Credit, NY Office 2, Expires July 2019 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 70,000 | 70,000 | ||||||||
Letter of Credit, NY Office 3, Expires October 2016 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 695,000 | 695,000 | ||||||||
Letter of Credit, NY Office 4, Expires October 2016 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 3,373,000 | 3,373,000 | ||||||||
Letter of Credit, NY Office 5, Expires November 2016 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 1,600,000 | 1,600,000 | ||||||||
Letter of Credit, San Francisco Office, Expires January 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 710,000 | 710,000 | ||||||||
Letter of Credit, NY Office, Expires January 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 65,000 | 65,000 | ||||||||
Letter of Credit, NY Office, Expires February 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 1,000,000 | 1,000,000 | ||||||||
Letter of Credit, Boston Office, Expires March 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 382,000 | 382,000 | ||||||||
Convertible Debt | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Debt Instrument, Face Amount | $ 149,500,000 | |||||||||
Interest rate | 3.00% | |||||||||
Principal amount of notes being converted | $ 1,000 | |||||||||
Interest on Convertible Debt, Net of Tax | 1,100,000 | 1,100,000 | 2,200,000 | 2,200,000 | ||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 5.33 | |||||||||
Convertible debt, unamortized discount | 21,400,000 | 21,400,000 | $ 24,700,000 | $ 35,700,000 | ||||||
Amortization of debt discount | 1,700,000 | 1,600,000 | 3,400,000 | 3,100,000 | ||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.89% | |||||||||
Debt Issuance Cost | 3,700,000 | |||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,016 | 2,243,000 | 2,243,000 | ||||||||
2,017 | 4,485,000 | 4,485,000 | ||||||||
2,018 | 4,485,000 | 4,485,000 | ||||||||
2,019 | 151,743,000 | 151,743,000 | ||||||||
2,020 | 0 | 0 | ||||||||
Thereafter | 0 | 0 | ||||||||
Subtotal | 162,956,000 | 162,956,000 | ||||||||
Less: Amount representing interest | [2] | (36,818,000) | (36,818,000) | |||||||
Senior Notes | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Notes Payable | 61,040,000 | 61,040,000 | ||||||||
Debt Instrument, Face Amount | $ 63,300,000 | |||||||||
Interest rate | 8.25% | |||||||||
Interest on Convertible Debt, Net of Tax | 1,300,000 | $ 1,300,000 | 2,600,000 | $ 2,600,000 | ||||||
Debt Issuance Cost | $ 2,900,000 | |||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,016 | 2,609,000 | 2,609,000 | ||||||||
2,017 | 5,218,000 | 5,218,000 | ||||||||
2,018 | 5,218,000 | 5,218,000 | ||||||||
2,019 | 5,218,000 | 5,218,000 | ||||||||
2,020 | 5,218,000 | 5,218,000 | ||||||||
Thereafter | 68,468,000 | 68,468,000 | ||||||||
Subtotal | 91,949,000 | 91,949,000 | ||||||||
Less: Amount representing interest | [2] | (30,909,000) | (30,909,000) | |||||||
Insurance Note | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year | 2,720,000 | 2,720,000 | ||||||||
Interest rate | 1.38% | |||||||||
Debt Instrument, Periodic Payment, Principal | 200,000 | |||||||||
Short-term Debt, Maximum Amount Outstanding During Period | 2,000,000 | |||||||||
Other Notes Payable | 1,100,000 | 1,100,000 | ||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,017 | 4,238,000 | 4,238,000 | ||||||||
2,018 | 2,239,000 | 2,239,000 | ||||||||
2,019 | 3,716,000 | 3,716,000 | ||||||||
2,020 | 1,819,000 | 1,819,000 | ||||||||
Thereafter | 4,729,000 | 4,729,000 | ||||||||
Subtotal | 19,461,000 | 19,461,000 | ||||||||
Less: Amount representing interest | [2] | (2,999,000) | (2,999,000) | |||||||
3721 Aircraft [Member] | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Other Notes Payable | 15,400,000 | 15,400,000 | ||||||||
Interest Expense, Debt | 300,000 | |||||||||
3721 Aircraft [Member] | Minimum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Interest rate | 4.80% | |||||||||
3721 Aircraft [Member] | Maximum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Interest rate | 7.25% | |||||||||
Letter of Credit Reinsurance Agreement | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | $ 5,500,000 | $ 5,500,000 | ||||||||
Common Stock Class A | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Class of Warrant, Exercise Price of Warrants or Rights | $ / shares | $ 7.18 | |||||||||
[1] | The carrying amount of the convertible debt includes an unamortized discount of $21.4 million and $24.7 million as of June 30, 2016 and December 31, 2015. | |||||||||
[2] | Amount necessary to reduce net minimum payments to present value calculated at the Company's implicit rate at inception. This amount also includes the unamortized discount on the convertible debt. |
Stockholder's Equity Stockholde
Stockholder's Equity Stockholder's Equity - Quarterly (Details) - USD ($) $ / shares in Units, $ in Thousands | May 19, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Equity, Class of Stock [Line Items] | |||
Proceeds from Issuance of Preferred Stock, net of issuance costs | $ 0 | $ 117,310 | |
Convertible Preferred Stock, Shares Issued upon Conversion | 152.2476 | ||
Convertible Preferred Stock, Threshold Percentage of Stock Price Trigger | 150.00% | ||
Treasury Stock, Shares [Roll Forward] | |||
Treasury stock, shares, beginning of period | 34,515,734 | ||
Purchase of treasury stock, shares | 1,723,119 | ||
Treasury stock, shares, end of period | 38,749,780 | ||
Treasury stock, cost, beginning of period | $ 137,356 | ||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | 8,562 | 8,520 | |
Purchase of treasury stock, cost | 6,014 | ||
Treasury stock, cost, end of period | $ 151,932 | ||
Treasury stock, average cost per share, beginning of period, in dollars per share | $ 3.98 | ||
Purchase of treasury stock, average cost per share, in dollars per share | 3.49 | ||
Treasury stock, average cost per share, end of period, in dollars per share | $ 3.92 | ||
Treasury Stock | |||
Treasury Stock, Shares [Roll Forward] | |||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | 2,510,927 | ||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | $ 8,562 | ||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions, Average Cost Per Share | $ 3.41 | ||
Call Option | |||
Equity, Class of Stock [Line Items] | |||
Option indexed to Issuer's Equity, Value | $ 15,900 | ||
Minimum | |||
Equity, Class of Stock [Line Items] | |||
Convertible Preferred Stock, Threshold Consecutive Trading Days | 20 days | ||
Minimum | Call Option | |||
Equity, Class of Stock [Line Items] | |||
Option Indexed to Issuer's Equity, Strike Price | $ 6.57 | ||
Maximum | |||
Equity, Class of Stock [Line Items] | |||
Convertible Preferred Stock, Threshold Consecutive Trading Days | 30 days | ||
Maximum | Call Option | |||
Equity, Class of Stock [Line Items] | |||
Option Indexed to Issuer's Equity, Strike Price | $ 8.39 | ||
Convertible Preferred Stock | |||
Equity, Class of Stock [Line Items] | |||
Preferred stock issuance, net of issuance costs | 120,750 | ||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ 3,400 | ||
Preferred Stock, Dividend Rate, Percentage | 5.625% | ||
Preferred Stock, Liquidation Preference Per Share | $ 1,000 | ||
Convertible Preferred Stock | Retained Earnings [Member] | |||
Equity, Class of Stock [Line Items] | |||
Dividends | $ 3,396 | $ 755 |
Accumulated Other Comprehensi69
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | ||
Beginning Balance | $ 0 | $ 17 |
Foreign currency translation | (5) | (1) |
Ending Balance | $ (5) | $ 16 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Computation of earnings per share: | ||||||
Net income (loss) | $ (27,161) | $ 10,632 | $ (35,156) | $ 30,050 | ||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (16,705) | 3,916 | (21,002) | 6,636 | ||
Net income (loss) attributable to Cowen Group, Inc. | (10,456) | 6,716 | (14,154) | 23,414 | ||
Preferred stock dividends | 1,698 | 755 | 3,396 | 755 | ||
Net income (loss) attributable to Cowen Group, Inc. common stockholders | $ (12,154) | $ 5,961 | $ (17,550) | $ 22,659 | ||
Shares for basic and diluted calculations: | ||||||
Weighted average shares used in basic computation, shares | 107,471,000 | 111,915,000 | 106,918,000 | 111,987,000 | ||
Weighted average shares used in diluted computation, shares | 107,471,000 | 118,226,000 | 106,918,000 | 118,316,000 | ||
Earnings (loss) per share: | ||||||
Earnings Per Share, Basic (in dollars per share) | $ (0.11) | $ 0.05 | $ (0.16) | $ 0.20 | ||
Earnings Per Share, Diluted (in dollars per share) | $ (0.11) | $ 0.05 | $ (0.16) | $ 0.19 | ||
Stock Options | ||||||
Shares for basic and diluted calculations: | ||||||
Shares attributable to share-based payment awards, shares | 0 | 25,000 | 0 | 27,000 | ||
Performance based restricted stock | ||||||
Shares for basic and diluted calculations: | ||||||
Shares attributable to share-based payment awards, shares | 0 | 276,000 | 0 | 261,000 | ||
Stock Appreciation Rights | ||||||
Shares for basic and diluted calculations: | ||||||
Shares attributable to share-based payment awards, shares | 0 | 170,000 | 0 | 148,000 | ||
Restricted Stock | ||||||
Shares for basic and diluted calculations: | ||||||
Shares attributable to share-based payment awards, shares | 0 | 5,840,000 | 0 | 5,893,000 | ||
Common Stock Class A | ||||||
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items] | ||||||
Common stock, shares outstanding, shares | 107,206,626 | 109,993,262 | 107,206,626 | 109,993,262 | 105,604,658 | 111,691,199 |
Common stock, restricted shares, shares | 648,704 | 648,704 | 497,570 |
Segment Reporting (Details)
Segment Reporting (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)segmentcustomer | Jun. 30, 2015USD ($) | ||||
Segment Reporting Information [Line Items] | |||||||
Entity-Wide Revenue, Major Customer, Number | customer | 0 | ||||||
Number of Operating Segments | segment | 2 | ||||||
Revenues | |||||||
Investment banking | $ 35,287,000 | $ 68,518,000 | $ 61,434,000 | $ 133,751,000 | |||
Brokerage | 47,100,000 | 34,957,000 | 98,035,000 | 70,411,000 | |||
Management fees | 10,649,000 | 10,266,000 | 21,679,000 | 20,650,000 | |||
Incentive income | 428,000 | (2,100,000) | 1,539,000 | 272,000 | |||
Investment Income | 0 | 0 | 0 | 0 | |||
Interest and dividends | 4,105,000 | 3,159,000 | 7,758,000 | 6,242,000 | |||
Aircraft lease revenue | 1,982,000 | 0 | 1,982,000 | 0 | |||
Reimbursement from affiliates | 2,241,000 | 3,502,000 | 6,128,000 | 7,144,000 | |||
Other revenue | 13,346,000 | 704,000 | 16,071,000 | 1,372,000 | |||
Total revenues | 117,231,000 | 119,608,000 | 218,270,000 | 240,702,000 | |||
Expenses | |||||||
Non-interest expense | 108,639,000 | 110,267,000 | 215,452,000 | 242,936,000 | |||
Interest and dividends | 6,944,000 | 6,095,000 | 14,254,000 | 11,874,000 | |||
Total expenses | 117,726,000 | 116,996,000 | 233,665,000 | 255,802,000 | |||
Other income (loss) | |||||||
Total other income (loss) | (38,658,000) | 11,366,000 | (35,073,000) | 55,443,000 | |||
Income tax expense (benefit) | (11,992,000) | 3,346,000 | (15,312,000) | 10,293,000 | |||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 16,705,000 | (3,916,000) | 21,002,000 | (6,636,000) | |||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (10,456,000) | 6,716,000 | (14,154,000) | 23,414,000 | |||
Consolidated Funds | |||||||
Revenues | |||||||
Total revenues | 2,093,000 | 602,000 | 3,644,000 | 860,000 | |||
Expenses | |||||||
Total expenses | 2,143,000 | 634,000 | 3,959,000 | 992,000 | |||
Operating Segments | |||||||
Revenues | |||||||
Investment banking | 35,287,000 | 68,518,000 | 61,434,000 | 133,751,000 | |||
Brokerage | 49,026,000 | 34,934,000 | 101,893,000 | 70,458,000 | |||
Management fees | 16,495,000 | 16,540,000 | 33,399,000 | 33,147,000 | |||
Incentive income | 429,000 | (7,815,000) | 7,349,000 | 7,547,000 | |||
Investment Income | (22,171,000) | 12,215,000 | (20,322,000) | 41,095,000 | |||
Interest and dividends | 0 | 0 | 0 | 0 | |||
Aircraft lease revenue | 0 | 0 | |||||
Reimbursement from affiliates | 0 | 0 | 0 | 0 | |||
Other revenue | 1,328,000 | 57,000 | 2,281,000 | 125,000 | |||
Total revenues | 80,394,000 | 124,449,000 | 186,034,000 | 286,123,000 | |||
Expenses | |||||||
Non-interest expense | 96,019,000 | 109,088,000 | 200,042,000 | 240,250,000 | |||
Interest and dividends | 4,375,000 | 4,145,000 | 8,649,000 | 8,167,000 | |||
Total expenses | 100,394,000 | 113,233,000 | 208,691,000 | 248,417,000 | |||
Other income (loss) | |||||||
Total other income (loss) | 0 | 0 | 0 | 0 | |||
Income tax expense (benefit) | 0 | 0 | 0 | 0 | |||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (2,008,000) | (1,051,000) | (4,235,000) | (3,896,000) | |||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (22,008,000) | 10,165,000 | (26,892,000) | 33,810,000 | |||
Operating Segments | Consolidated Funds | |||||||
Revenues | |||||||
Total revenues | 0 | 0 | 0 | 0 | |||
Expenses | |||||||
Total expenses | 0 | 0 | 0 | 0 | |||
Operating Segments | Alternative Investment | |||||||
Revenues | |||||||
Investment banking | 0 | 0 | 0 | 0 | |||
Brokerage | 0 | 5,000 | 0 | 23,000 | |||
Management fees | 15,729,000 | 16,540,000 | 31,858,000 | 33,147,000 | |||
Incentive income | 429,000 | (7,815,000) | 7,349,000 | 7,547,000 | |||
Investment Income | (16,636,000) | 9,259,000 | (15,242,000) | 31,090,000 | |||
Interest and dividends | 0 | 0 | 0 | 0 | |||
Aircraft lease revenue | 0 | 0 | |||||
Reimbursement from affiliates | 0 | 0 | 0 | 0 | |||
Other revenue | 1,540,000 | 72,000 | 2,222,000 | 93,000 | |||
Total revenues | 1,062,000 | 18,061,000 | 26,187,000 | 71,900,000 | |||
Expenses | |||||||
Non-interest expense | 14,067,000 | 16,198,000 | 34,329,000 | 51,032,000 | |||
Interest and dividends | 3,257,000 | 2,866,000 | 6,440,000 | 5,910,000 | |||
Total expenses | 17,324,000 | 19,064,000 | 40,769,000 | 56,942,000 | |||
Other income (loss) | |||||||
Total other income (loss) | 0 | 0 | 0 | 0 | |||
Income tax expense (benefit) | 0 | 0 | 0 | 0 | |||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (2,008,000) | (1,051,000) | (4,235,000) | (3,896,000) | |||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (18,270,000) | (2,054,000) | (18,817,000) | 11,062,000 | |||
Operating Segments | Alternative Investment | Consolidated Funds | |||||||
Revenues | |||||||
Total revenues | 0 | 0 | 0 | 0 | |||
Expenses | |||||||
Total expenses | 0 | 0 | 0 | 0 | |||
Operating Segments | Broker-Dealer | |||||||
Revenues | |||||||
Investment banking | 35,287,000 | 68,518,000 | 61,434,000 | 133,751,000 | |||
Brokerage | 49,026,000 | 34,929,000 | 101,893,000 | 70,435,000 | |||
Management fees | 766,000 | 0 | 1,541,000 | 0 | |||
Incentive income | 0 | 0 | 0 | 0 | |||
Investment Income | (5,535,000) | 2,956,000 | (5,080,000) | 10,005,000 | |||
Interest and dividends | 0 | 0 | 0 | 0 | |||
Aircraft lease revenue | 0 | 0 | |||||
Reimbursement from affiliates | 0 | 0 | 0 | 0 | |||
Other revenue | (212,000) | (15,000) | 59,000 | 32,000 | |||
Total revenues | 79,332,000 | 106,388,000 | 159,847,000 | 214,223,000 | |||
Expenses | |||||||
Non-interest expense | 81,952,000 | 92,890,000 | 165,713,000 | 189,218,000 | |||
Interest and dividends | 1,118,000 | 1,279,000 | 2,209,000 | 2,257,000 | |||
Total expenses | 83,070,000 | 94,169,000 | 167,922,000 | 191,475,000 | |||
Other income (loss) | |||||||
Total other income (loss) | 0 | 0 | 0 | 0 | |||
Income tax expense (benefit) | 0 | 0 | 0 | 0 | |||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 0 | 0 | 0 | 0 | |||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (3,738,000) | 12,219,000 | (8,075,000) | 22,748,000 | |||
Operating Segments | Broker-Dealer | Consolidated Funds | |||||||
Revenues | |||||||
Total revenues | 0 | 0 | 0 | 0 | |||
Expenses | |||||||
Total expenses | 0 | 0 | 0 | 0 | |||
Adjustments | Funds Consolidation | |||||||
Revenues | |||||||
Investment banking | 0 | 0 | 0 | 0 | |||
Brokerage | 0 | 0 | 0 | 0 | |||
Management fees | (424,000) | (330,000) | (794,000) | (567,000) | |||
Incentive income | 150,000 | (124,000) | (7,000) | (306,000) | |||
Investment Income | 0 | 0 | 0 | 0 | |||
Interest and dividends | 0 | 0 | 0 | 0 | |||
Aircraft lease revenue | 0 | 0 | |||||
Reimbursement from affiliates | (134,000) | (91,000) | (148,000) | (176,000) | |||
Other revenue | 0 | 0 | 0 | 0 | |||
Total revenues | 1,685,000 | 57,000 | 2,695,000 | (189,000) | |||
Expenses | |||||||
Non-interest expense | 0 | 0 | 0 | 0 | |||
Interest and dividends | 0 | 0 | 0 | 0 | |||
Total expenses | 2,143,000 | 634,000 | 3,959,000 | 992,000 | |||
Other income (loss) | |||||||
Total other income (loss) | (17,771,000) | 1,317,000 | (21,184,000) | 3,724,000 | |||
Income tax expense (benefit) | 0 | 0 | 0 | 0 | |||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 18,229,000 | (740,000) | 22,448,000 | (2,543,000) | |||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 0 | 0 | 0 | 0 | |||
Adjustments | Funds Consolidation | Consolidated Funds | |||||||
Revenues | |||||||
Total revenues | 2,093,000 | 602,000 | 3,644,000 | 860,000 | |||
Expenses | |||||||
Total expenses | 2,143,000 | 634,000 | 3,959,000 | 992,000 | |||
Adjustments | Other Adjustments | |||||||
Revenues | |||||||
Investment banking | 0 | 0 | 0 | 0 | |||
Brokerage | [1] | (1,926,000) | 23,000 | (3,858,000) | (47,000) | ||
Management fees | [2] | (5,422,000) | (5,944,000) | (10,926,000) | (11,930,000) | ||
Incentive income | [2] | (151,000) | 5,839,000 | (5,803,000) | (6,969,000) | ||
Investment Income | [3] | 22,171,000 | (12,215,000) | 20,322,000 | (41,095,000) | ||
Interest and dividends | [3] | 4,105,000 | 3,159,000 | 7,758,000 | 6,242,000 | ||
Aircraft lease revenue | [4] | 1,982,000 | 1,982,000 | ||||
Reimbursement from affiliates | [1] | 2,375,000 | 3,593,000 | 6,276,000 | 7,320,000 | ||
Other revenue | [3] | 12,019,000 | [4] | 647,000 | 13,790,000 | [4] | 1,247,000 |
Total revenues | 35,153,000 | (4,898,000) | 29,541,000 | (45,232,000) | |||
Expenses | |||||||
Non-interest expense | [3],[5],[6] | 12,620,000 | 1,179,000 | 15,410,000 | 2,686,000 | ||
Interest and dividends | [3] | 2,569,000 | 1,950,000 | 5,605,000 | 3,707,000 | ||
Total expenses | 15,189,000 | 3,129,000 | 21,015,000 | 6,393,000 | |||
Other income (loss) | |||||||
Total other income (loss) | [3] | (20,888,000) | 10,049,000 | (13,889,000) | 51,719,000 | ||
Income tax expense (benefit) | [5] | (11,992,000) | 3,346,000 | (15,312,000) | 10,293,000 | ||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 484,000 | (2,125,000) | 2,789,000 | (197,000) | |||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 11,552,000 | (3,449,000) | 12,738,000 | (10,396,000) | |||
Adjustments | Other Adjustments | Consolidated Funds | |||||||
Revenues | |||||||
Total revenues | 0 | 0 | 0 | 0 | |||
Expenses | |||||||
Total expenses | $ 0 | $ 0 | $ 0 | $ 0 | |||
[1] | Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP. | ||||||
[2] | Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities and the activist business. | ||||||
[3] | Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends) and underwriting income from the Company's insurance related activities net of expenses. | ||||||
[4] | Aircraft lease revenue is shown net of expenses in other revenue for Economic Income (Loss). | ||||||
[5] | Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment. | ||||||
[6] | Economic Income (Loss) recognizes the Company's proportionate share of expenses for certain real estate and other operating entities for which the investments are recorded under the equity method of accounting for investments. |
Regulatory Requirements (Detail
Regulatory Requirements (Details) | Jun. 30, 2016USD ($) |
Cowen and Company | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Net capital requirement under alternative method | $ 1,000,000 |
Net capital | 63,500,000 |
Excess capital | 62,500,000 |
Concept (Cowen Prime) | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 250,000 |
Net capital | 13,700,000 |
Excess capital | 13,400,000 |
Conifer (Cowen Prime Trading) | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 250,000 |
RCG Insurance Company | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 300,000 |
Net capital | 24,600,000 |
ATM Execution LLC [Member] | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 250,000 |
Net capital | 3,400,000 |
Excess capital | 3,100,000 |
U.K. Financial Services Authority | Ramius U.K., Ltd. | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Financial resources | 250,000 |
Financial resources requirement | 60,000 |
Excess financial resources | 190,000 |
U.K. Financial Services Authority | Cowen International Limited | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Financial resources | 4,000,000 |
Financial resources requirement | 2,000,000 |
Excess financial resources | $ 2,000,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | ||||||
Due from related parties | $ 35,525 | $ 39,659 | $ 35,525 | $ 39,659 | ||
Fees receivable, net of allowance | 45,352 | 34,413 | 45,352 | 34,413 | ||
Redeemable non-controlling interests, Related Party | 315,123 | 186,911 | 315,123 | 186,911 | ||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 16,705 | $ (3,916) | 21,002 | $ (6,636) | ||
Employees | ||||||
Related Party Transaction [Line Items] | ||||||
Redeemable non-controlling interests, Related Party | 27,000 | 21,300 | 27,000 | 21,300 | ||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (700) | (3,400) | $ (1,300) | (4,700) | ||
Employee Loans | Minimum | ||||||
Related Party Transaction [Line Items] | ||||||
Forgivable Loans, Vesting Period | 1 year | |||||
Employee Loans | Maximum | ||||||
Related Party Transaction [Line Items] | ||||||
Forgivable Loans, Vesting Period | 3 years | |||||
Affiliated Entity | ||||||
Related Party Transaction [Line Items] | ||||||
Fees receivable, net of allowance | 6,000 | 6,300 | $ 6,000 | 6,300 | ||
Affiliated Entity | Fees Payable | ||||||
Related Party Transaction [Line Items] | ||||||
Fees payable to related parties | 100 | 100 | 100 | 100 | ||
Employees | ||||||
Related Party Transaction [Line Items] | ||||||
Due from employees | 7,200 | 5,500 | 7,200 | 5,500 | ||
Forgivable Loan Balances | 1,200 | 1,200 | 1,200 | 1,200 | ||
Amortization on Forgivable Loans | 100 | $ 700 | 700 | $ 2,000 | ||
Investor | ||||||
Related Party Transaction [Line Items] | ||||||
Due to Affiliate | 300 | 300 | 300 | 300 | ||
Other Funds | ||||||
Related Party Transaction [Line Items] | ||||||
Due from related parties | 15,500 | 20,000 | 15,500 | $ 20,000 | ||
Starboard Value LP | Equity Method Investments | ||||||
Related Party Transaction [Line Items] | ||||||
Interest Income, Related Party | $ 200 | $ 300 | ||||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ 12,800 | |||||
Effective interest rate | 5.00% |
Subsequent Events (Details)
Subsequent Events (Details) - Revolving Credit Facility - USD ($) | Sep. 29, 2016 | Aug. 03, 2016 | Jun. 30, 2016 |
Subsequent Event [Line Items] | |||
Letter of credit, borrowing capacity | $ 25,000,000 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Letter of credit, borrowing capacity | $ 15,000,000 | $ 25,000,000 |