Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 24, 2017 | Jun. 30, 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-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 26,750,754 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 298,141,545 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Assets | |||
Cash and cash equivalents | $ 112,014 | $ 158,485 | |
Cash collateral pledged | 13,342 | 10,085 | |
Securities owned, at fair value | 700,876 | 609,234 | |
Receivable on derivative contracts, at fair value | 22,901 | 39,618 | |
Other investments | 157,279 | 141,647 | |
Receivable from brokers | 87,837 | 117,757 | |
Fees receivable, net of allowance | 45,883 | 34,413 | |
Due from related parties | 39,629 | 39,659 | |
Fixed assets, net of accumulated depreciation and amortization of $23,867 and $29,953, respectively | 42,408 | 27,231 | |
Goodwill | 60,678 | 58,361 | |
Intangible assets, net of accumulated amortization of $29,418 and $28,301, respectively | 25,769 | 25,663 | |
Deferred tax assets, net | 165,656 | 143,560 | |
Other assets | 38,406 | 71,531 | |
Consolidated Funds | |||
Cash and cash equivalents | 17,761 | 13,934 | |
Securities owned, at fair value | 79,237 | 32,000 | |
Receivable on derivatives, Consolidated Funds | 893 | 0 | |
Other investments | 401,465 | 263,818 | |
Receivable from brokers, Consolidated Funds | 5,978 | 0 | |
Other assets | 511 | 663 | |
Total Assets | 2,018,523 | 1,787,659 | |
Liabilities | |||
Securities sold, not yet purchased, at fair value | 266,090 | 257,159 | |
Payable for derivative contracts, at fair value | 20,762 | 21,183 | |
Payable to brokers | 210,309 | 131,789 | |
Compensation payable | 98,084 | 150,403 | |
Notes payable and other debt | 77,030 | 68,565 | |
Convertible debt | [1] | 130,029 | 122,401 |
Fees payable | 3,272 | 5,638 | |
Due to related parties | 573 | 329 | |
Accounts payable, accrued expenses and other liabilities | 51,115 | 52,233 | |
Consolidated Funds | |||
Securities sold, not yet purchased, Consolidated Funds | 883 | 0 | |
Payable for derivatives, Consolidated Funds | 572 | 0 | |
Payable to brokers, Consolidated Funds | 3,700 | 0 | |
Due to related parties | 189 | 3 | |
Contributions received in advance | 2,000 | 850 | |
Capital withdrawals payable | 1,408 | 78 | |
Accounts payable, accrued expenses and other liabilities | 652 | 124 | |
Total Liabilities | 866,668 | 810,755 | |
Commitments and Contingencies | |||
Redeemable non-controlling interests | 379,205 | 186,911 | |
Stockholders' equity | |||
Additional paid-in capital | 928,646 | 903,429 | |
(Accumulated deficit) retained earnings | (2,442) | 23,627 | |
Accumulated other comprehensive income (loss) | (2) | 0 | |
Less: Class A common stock held in treasury, at cost, 9,810,802 and 8,628,933 shares as of December 31, 2016 and 2015, respectively. | (153,845) | (137,356) | |
Total Stockholders' Equity | 772,650 | 789,993 | |
Total Liabilities and Stockholders' Equity | 2,018,523 | 1,787,659 | |
Convertible Preferred Stock | |||
Stockholders' equity | |||
Preferred stock | 1 | 1 | |
Common Stock Class A | |||
Stockholders' equity | |||
Common stock | 292 | 292 | |
Less: Class A common stock held in treasury, at cost, 9,810,802 and 8,628,933 shares as of December 31, 2016 and 2015, respectively. | (153,845) | (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 $17.8 million and $24.7 million as of December 31, 2016 and 2015. |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition (Parenthetical) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | |
Assets | |||
Fixed assets, accumulated depreciation and amortization (in dollars) | $ 23,867,000 | $ 29,953,000 | |
Intangible assets, accumulated amortization (in dollars) | $ 29,418,000 | $ 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 | |
Common stock, shares authorized | 125,000,000 | ||
Treasury Stock, Shares | [1] | 9,810,802 | 8,628,933 |
Common Stock Class A | |||
Stockholders' equity | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common stock, shares authorized | 62,500,000 | 62,500,000 | |
Common stock, shares issued | 36,542,091 | 35,030,097 | |
Common stock, shares outstanding | 26,731,289 | 26,401,163 | |
Common stock, restricted shares | 162,176 | 124,392 | |
Treasury Stock, Shares | 9,810,802 | 8,628,933 | |
Common Stock Class B | |||
Stockholders' equity | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common stock, shares authorized | 62,500,000 | 62,500,000 | |
Common stock, shares issued | 0 | 0 | |
Common stock, shares outstanding | 0 | 0 | |
[1] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Revenues | |||||
Investment banking | $ 133,279 | $ 222,781 | $ 170,506 | ||
Brokerage | 199,180 | 157,722 | 140,132 | ||
Management fees | 40,612 | 41,906 | 40,627 | ||
Incentive income | 8,334 | 1,466 | 2,785 | ||
Interest and dividends | 14,732 | 13,796 | 48,870 | ||
Reimbursement from affiliates | 10,504 | 21,557 | 12,495 | ||
Aircraft lease revenue | 4,161 | 0 | 0 | ||
Reinsurance premiums | 32,459 | 0 | 0 | ||
Other revenue | 22,355 | 3,726 | 9,446 | ||
Consolidated Funds | |||||
Interest and dividends | 4,792 | 1,086 | 2,189 | ||
Other revenues | 1,157 | 527 | 726 | ||
Total revenues | 471,565 | 464,567 | 427,776 | ||
Expenses | |||||
Employee compensation and benefits | 310,038 | 321,386 | 305,483 | ||
Floor brokerage and trade execution | 32,286 | 27,460 | 23,425 | ||
Interest and dividends | 29,308 | 26,220 | 42,752 | ||
Professional, advisory and other fees | 23,190 | 25,578 | 18,724 | ||
Service fees | 7,918 | 7,535 | 8,071 | ||
Communications | 17,768 | 14,325 | 13,449 | ||
Occupancy and equipment | 32,286 | 29,055 | 26,025 | ||
Depreciation and amortization | 12,713 | 9,498 | 10,188 | ||
Client services and business development | 27,828 | 25,413 | 22,897 | ||
Goodwill Impairment | 0 | 0 | 2,334 | ||
Reinsurance claims, commissions and amortization of deferred acquisition costs | 29,904 | 0 | 0 | ||
Other Expenses | 14,815 | 15,594 | 15,209 | ||
Consolidated Funds | |||||
Interest and dividends | 6,434 | 1,104 | 788 | ||
Professional, advisory and other fees | 1,148 | 654 | 620 | ||
Floor brokerage and trade execution | 431 | 51 | 16 | ||
Other expenses | 1,051 | 501 | 210 | ||
Total expenses | 547,118 | 504,374 | 490,191 | ||
Other income (loss) | |||||
Net gains (losses) on securities, derivatives and other investments | 23,381 | 36,789 | 104,928 | ||
Consolidated Funds | |||||
Net realized and unrealized gains (losses) on investments and other transactions | 7,085 | 12,517 | 12,890 | ||
Net realized and unrealized gains (losses) on derivatives | 13,503 | 2,071 | 2,451 | ||
Net gains (losses) on foreign currency transactions | 97 | (91) | (18) | ||
Total other income (loss) | 44,066 | 51,286 | 120,251 | ||
Income (loss) before income taxes | (31,487) | 11,479 | 57,836 | ||
Income tax expense (benefit) | (19,092) | (47,496) | (124,944) | ||
Net income (loss) | (12,395) | 58,975 | 182,780 | ||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (6,882) | (15,246) | (15,564) | ||
Net income (loss) attributable to Cowen Group, Inc. | (19,277) | 43,729 | 167,216 | ||
Preferred stock dividends | 6,792 | 4,075 | 0 | ||
Net income (loss) attributable to Cowen Group, Inc. common stockholders | $ (26,069) | $ 39,654 | $ 167,216 | ||
Weighted average common shares outstanding: | |||||
Basic (in shares) | [1] | 26,857 | 27,522 | 28,731 | [2] |
Diluted (in shares) | [1],[2] | 26,857 | 29,043 | 29,871 | |
Earnings (loss) per share: | |||||
Earnings Per Share, Basic (in dollars per share) | [1],[2] | $ (0.97) | $ 1.44 | $ 5.82 | |
Earnings Per Share, Diluted (in dollars per share) | [1],[2] | $ (0.97) | $ 1.37 | $ 5.60 | |
[1] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||
[2] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ (12,395) | $ 58,975 | $ 182,780 |
Other comprehensive income (loss), net of tax: | |||
Foreign currency translation | (2) | (17) | (231) |
Net gain/(loss) arising during the period | (344) | ||
Amortization of prior service cost | 0 | 0 | (344) |
Total other comprehensive income, net of tax | (2) | (17) | (575) |
Comprehensive income (loss) | $ (12,397) | $ 58,958 | $ 182,205 |
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) | Common Stock Class A | Preferred Stock | Preferred StockAdditional Paid-in Capital | Convertible Preferred StockRetained Earnings/(Accumulated deficit) | Options |
Balance at Dec. 31, 2013 | $ 507,766 | $ (48,084) | $ 738,211 | $ 592 | $ (183,243) | $ 290 | $ 0 | |||
Common Stock, Shares, Outstanding at Dec. 31, 2013 | 28,756,658 | |||||||||
Preferred stock, shares outstanding at Dec. 31, 2013 | 0 | |||||||||
Redeemable Noncontrolling Interest at Dec. 31, 2013 | 85,814 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) attributable to Cowen Group, Inc. | 167,216 | 167,216 | ||||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 15,564 | |||||||||
Defined benefit plans | 344 | 344 | ||||||||
Foreign currency translation | (231) | (231) | ||||||||
Capital contributions | 10,441 | |||||||||
Capital withdrawals | (24,585) | |||||||||
Deconsolidation of funds | (1,158) | |||||||||
Restricted stock awards issued, shares | 1,066,334 | |||||||||
Purchase of treasury stock, at cost, shares | (1,908,526) | |||||||||
Purchase of treasury stock, at cost | (31,687) | (31,687) | ||||||||
Common stock issuance upon close of acquisition (see Note 2) | 0 | |||||||||
Preferred stock dividends (See Note 20) | 0 | |||||||||
Stock Options exercised, shares | 8,333 | |||||||||
Stock options exercised | 116 | 116 | ||||||||
Income tax effect from share based compensation | 1,324 | 1,324 | ||||||||
Warrants issued | 15,218 | 15,218 | ||||||||
Amortization of share based compensation | 18,297 | 18,297 | ||||||||
Balance at Dec. 31, 2014 | 677,675 | (79,771) | 773,166 | 17 | (16,027) | $ 290 | $ 0 | |||
Common Stock, Shares, Outstanding at Dec. 31, 2014 | 27,922,799 | |||||||||
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. | 43,729 | 43,729 | ||||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 15,246 | |||||||||
Defined benefit plans | 0 | |||||||||
Foreign currency translation | (17) | (17) | ||||||||
Capital contributions | 110,178 | |||||||||
Capital withdrawals | (24,589) | |||||||||
Restricted stock awards issued, shares | 1,068,227 | |||||||||
Purchase of treasury stock, at cost, shares | (2,752,019) | |||||||||
Purchase of treasury stock, at cost | (57,585) | (57,585) | ||||||||
Common stock issued upon acquisition, shares | 137,156 | |||||||||
Common stock issuance upon close of acquisition (see Note 2) | 3,008 | 3,006 | $ 2 | |||||||
Preferred stock issuance, net of issuance costs (See Note 20) (in shares) | 120,750 | |||||||||
Preferred stock issuance, net of issuance costs (See Note 14) | 117,195 | $ 1 | $ 117,194 | |||||||
Preferred stock dividends (See Note 20) | $ (4,075) | |||||||||
Preferred stock dividends (See Note 20) | (4,075) | |||||||||
Capped call option transaction (See Note 20) | (15,878) | $ (15,878) | ||||||||
Stock Options exercised, shares | 25,000 | |||||||||
Stock options exercised | 395 | 395 | ||||||||
Income tax effect from share based compensation | 3,806 | 3,806 | ||||||||
Amortization of share based compensation | 21,740 | 21,740 | ||||||||
Balance at Dec. 31, 2015 | $ 789,993 | (137,356) | 903,429 | 0 | 23,627 | $ 292 | $ 1 | |||
Common Stock, Shares, Outstanding at Dec. 31, 2015 | 26,401,163 | |||||||||
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. | (19,277) | (19,277) | ||||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 6,882 | |||||||||
Defined benefit plans | 0 | |||||||||
Foreign currency translation | (2) | (2) | ||||||||
Capital contributions | 276,923 | |||||||||
Capital withdrawals | (18,469) | |||||||||
Deconsolidation of funds | (73,042) | |||||||||
Restricted stock awards issued, shares | 1,511,995 | |||||||||
Purchase of treasury stock, at cost, shares | (1,181,869) | |||||||||
Purchase of treasury stock, at cost | (16,489) | (16,489) | ||||||||
Common stock issuance upon close of acquisition (see Note 2) | 0 | |||||||||
Preferred stock dividends (See Note 20) | $ (6,792) | |||||||||
Preferred stock dividends (See Note 20) | (6,792) | |||||||||
Income tax effect from share based compensation | (822) | (822) | ||||||||
Amortization of share based compensation | 26,039 | 26,039 | ||||||||
Balance at Dec. 31, 2016 | $ 772,650 | $ (153,845) | $ 928,646 | $ (2) | $ (2,442) | $ 292 | $ 1 | |||
Common Stock, Shares, Outstanding at Dec. 31, 2016 | 26,731,289 | |||||||||
Preferred stock, shares outstanding at Dec. 31, 2016 | 120,750 | 120,750 | ||||||||
Redeemable Noncontrolling Interest at Dec. 31, 2016 | $ 379,205 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (12,395) | $ 58,975 | $ 182,780 |
Adjustments to reconcile net income (loss) to net cash provided by / (used in) operating activities: | |||
Depreciation and amortization | 12,713 | 9,498 | 10,188 |
Net gain on sale of divested business | (15,638) | 0 | 0 |
Amortization of Debt Issue Costs | 1,208 | 1,163 | 692 |
Amortization of debt discount | 6,885 | 6,302 | 4,685 |
Tax benefits from share based payment arrangements | (822) | 3,806 | 1,324 |
Share-based compensation | 26,039 | 21,740 | 18,297 |
Deferred tax benefit | (21,274) | (17,966) | (130,724) |
Deferred rent obligations | (880) | (2,333) | (2,348) |
Net loss on disposal of fixed assets | 0 | 54 | 1,575 |
Net gain on disposal of capital lease | 0 | 0 | (1,261) |
Goodwill Impairment | 0 | 0 | 2,334 |
Contingent liability adjustment | 2,139 | (200) | (2,055) |
Purchases of securities owned, at fair value | (4,483,975) | (5,856,112) | (4,722,554) |
Proceeds from sales of securities owned, at fair value | 4,447,094 | 6,039,719 | 4,272,785 |
Proceeds from sales of securities sold, not yet purchased, at fair value | 3,016,934 | 2,730,939 | 1,992,965 |
Payments to cover securities sold, not yet purchased, at fair value | (3,054,869) | (2,674,153) | (1,898,102) |
Net (gains) losses on securities, derivatives and other investments | (28,878) | (34,495) | (97,013) |
Consolidated Funds | |||
Purchases of securities owned, at fair value | (113,653) | (25,000) | 0 |
Proceeds from sales of securities owned, at fair value | 73,011 | 0 | 0 |
Proceeds from sales of securities sold, not yet purchased, at fair value | 2,226 | 0 | 0 |
Payments to cover securities sold, not yet purchased, at fair value | (1,799) | 0 | 0 |
Purchases of other investments | (221,897) | (92,305) | (19,736) |
Proceeds from sales of other investments | 17,116 | 31,417 | 34,225 |
Net realized and unrealized (gains) losses on investments and other transactions | (17,402) | (13,552) | (16,386) |
(Increase) decrease in operating assets: | |||
Cash at deconsolidated entity | 0 | 0 | (784) |
Cash collateral pledged | (3,257) | (1,779) | 2,601 |
Securities owned, at fair value, held at broker dealer | (17,005) | 14,877 | (3,939) |
Receivable on derivative contracts, at fair value | 16,717 | 10,259 | (4,092) |
Securities borrowed | 0 | 676,100 | 251,673 |
Receivable from brokers | 29,921 | (27,750) | (15,533) |
Fees receivable, net of allowance | (12,632) | 11,099 | (1,406) |
Due from related parties | (176) | (13,344) | (109) |
Other assets | (10,048) | 4,580 | (13,687) |
Consolidated Funds | |||
Cash and cash equivalents | (3,827) | (13,433) | 1,547 |
Receivable on derivative contracts, at fair value | (893) | 0 | 0 |
Receivable from brokers | (5,978) | 0 | 0 |
Other assets | 152 | 770 | 4,187 |
Increase (decrease) in operating liabilities: | |||
Securities sold, not yet purchased, at fair value, held at broker dealer | 7,160 | (11,747) | (21,633) |
Payable for derivative contracts, at fair value | (421) | (20,147) | (2,055) |
Securities loaned | 0 | (682,493) | (236,084) |
Payable to brokers | 78,520 | (204,186) | 258,587 |
Compensation payable | (60,279) | 5,540 | 78,264 |
Fees payable | (2,366) | (693) | (129) |
Due to related parties | 244 | (145) | 92 |
Accounts payable, accrued expenses and other liabilities | (8,891) | (3,112) | 7,375 |
Consolidated Funds | |||
Contributions received in advance | 1,150 | 850 | 0 |
Payable to brokers | 3,699 | 0 | 0 |
Payable for derivative contracts, at fair value | 572 | 0 | 0 |
Due to related parties | 453 | 3 | 0 |
Accounts payable, accrued expenses and other liabilities | 528 | (98) | (327) |
Net cash provided by / (used in) operating activities | (354,774) | (67,352) | (63,781) |
Cash flows from investing activities: | |||
Purchases of other investments | (33,786) | (14,149) | (81,597) |
Purchase of business, net of cash acquired (Note 2) | (6,258) | (38,416) | 0 |
Cash convertible note economic hedge transaction | 0 | 0 | (35,710) |
Proceeds from sales of other investments | 54,068 | 58,166 | 82,072 |
Loans issued | 0 | (46,000) | 0 |
Proceeds from loans held for investments | 42,800 | 0 | 0 |
Proceeds from Divestiture of Businesses, Net of Cash Divested | 17,303 | 0 | 0 |
Purchase of fixed assets | (15,613) | (7,030) | (2,224) |
Net cash provided by / (used in) investing activities | 58,514 | (47,429) | (37,459) |
Cash flows from financing activities: | |||
Securities Sold under Agreements to Repurchase | 0 | 0 | (3,657) |
Proceeds from issuance of convertible debt | 0 | 0 | 149,500 |
Proceeds from Issuance of Preferred Stock, net of issuance costs | 0 | 117,194 | 0 |
Capped call option transaction | 0 | (15,878) | 0 |
Deferred debt issuance costs | 0 | 0 | (6,650) |
Proceeds from sale of warrant | 0 | 0 | 15,218 |
Borrowings on notes and other debt | 30,638 | 7,140 | 65,392 |
Repayments on notes and other debt | (29,800) | (3,299) | (3,627) |
Income tax effect from share-based payment arrangements | (822) | 3,806 | 1,324 |
Proceeds from Stock Options Exercised | 0 | 394 | 116 |
Purchase of treasury stock | (7,654) | (48,678) | (26,038) |
Cash paid to acquire net assets (contingent liability payment) | (2,358) | (1,725) | (800) |
Capital contributions by redeemable non-controlling interests in operating entities | 10 | 5,644 | 705 |
Capital withdrawals to redeemable non-controlling interests in operating entities | (6,995) | (13,860) | (8,279) |
Consolidated Funds | |||
Capital contributions by redeemable non-controlling interests in Consolidated Funds | 276,914 | 104,533 | 9,736 |
Capital withdrawals to redeemable non-controlling interests in Consolidated Funds | (10,144) | (11,514) | (16,911) |
Net cash provided by / (used in) financing activities | 249,789 | 143,757 | 176,029 |
Change in cash and cash equivalents | (46,471) | 28,976 | 74,789 |
Cash and cash equivalents at beginning of period | 158,485 | 129,509 | 54,720 |
Cash and cash equivalents at end of period | 112,014 | 158,485 | 129,509 |
Cash paid during the year for interest | 17,540 | 17,525 | 32,032 |
Cash paid during the year for taxes | 5,085 | 4,161 | 547 |
Supplemental information | |||
Purchase of treasury stock, at cost, through net settlement (See Note 20) | 8,835 | 8,907 | 5,649 |
Notes payable increase through asset acquisition | 7,164 | 0 | 0 |
Preferred stock dividends declared (See Note 20) | 6,792 | 4,075 | 0 |
Cash conversion option (see Note 5) | 0 | 0 | 35,710 |
Net assets (liabilities) acquired upon acquisition (net of cash) (See Note 2) | 0 | (22,468) | 0 |
Common stock issuance upon close of acquisition (see Note 2) | 0 | 3,008 | 0 |
Assets acquired under capital lease | 0 | 0 | 4,075 |
Net Assets of Deconsolidated Entity | $ 73,042 | $ 0 | $ 1,544 |
Organization and Business
Organization and Business | 12 Months Ended |
Dec. 31, 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, energy and transportation sectors. On December 5, 2016, the Company effected a one-for-four reverse stock split of our common stock. Except where the context indicates otherwise, all share and per share information has been retroactively adjusted to reflect the reverse stock split. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 31, 2016 | |
Acquisition [Abstract] | |
Acquisitions and Divestitures | 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 non-controlling 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. Changes in these estimates and assumptions could have a significant impact on the amount recognized. On the acquisition date, the undiscounted amount ranged 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 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 consolidated statement of financial condition (see Note 9 ). 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 consolidated statements of operations. The Company also assumed contractual obligations, of up to $6 million , toward certain employees which will vest over a 12 month period. These obligations are recorded as compensation expenses on a straight line basis. The results of operations of the businesses acquired from CRT for the period from May 6, 2016 through December 31, 2016 are integrated with the broker-dealer business and are included within respective line items. Included in the accompanying consolidated statements of operations for the year ended December 31, 2016 are revenues of $20.5 million , respectively and net income of $4.1 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 combined into Cowen Prime. The acquisitions were accounted for under the acquisition method of accounting in accordance with US GAAP. As such, the results of operations for Concept and Conifer are included in the accompanying 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 consolidated statement of financial condition. Both of the acquisitions were not deemed material individually but were material in the aggregate. Included in the accompanying consolidated statements of operations for the year ended December 31, 2016 are revenues of $40.2 million and net income of $3.7 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 year ended December 31, 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 year ended December 31, 2015 (dollars in thousands, except per share data) (unaudited) Revenues $ 496,543 Net income (loss) attributable to Cowen Group, Inc. common stockholders 40,613 Net income per common share: Basic $ 1.48 Diluted $ 1.40 Divestitures On September 23, 2016, the Company and the portfolio managers of Ramius Alternative Solutions LLC ("RASL") completed the sale of their respective ownership interests in RASL, an investment advisor , and RASL was deconsolidated as of that date. RASL offered a range of customized hedge fund investment solutions with approximately $2.5 billion in client assets. In accordance with the terms of the agreement, the Company was only required to transfer an immaterial target working capital balance on the closing date. The net consideration received by the Company was approximately $17.3 million . Along with the target working capital transferred at closing, the Company also allocated a portion of goodwill associated with the alternative investment segment to the sale price which is shown net in other revenues in the accompanying consolidated statements of operations. As the Company will continue to offer its alternative investment platform to institutional and retail investors, the sale was not presented as discontinued operations. The overall impact on the consolidated financial position, results of operations and cash flows was not significant. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies a. Basis of Presentation These 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 general partner interest. All material intercompany transactions and balances have been eliminated on consolidation. Certain fund entities that are consolidated in these accompanying 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 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 consolidated financial statements. The management fees and incentive income earned by the Company from these funds are eliminated in consolidation. Certain reclassifications have been made to prior period amounts in order to conform to current period presentation. 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 whic h were previously considered voting interest entities and are 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 December 31, 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"), (as of May 1, 2016) Caerus Select Fund LP ("Caerus LP"), Ramius Archview Credit and Distressed Master Fund ("Archview Master Fund") and Ramius Merger Arbitrage UCITS Fund ("UCITS Fund") (collectively the "Consolidated Funds"). Archview Credit and Distressed Fund ("Archview Feeder Fund") was consolidated during the year but was deconsolidated during the fourth quarter of 2016 upon sale of the Company's investment in this fund. 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 of the new accounting pronouncement regarding consolidation accounting, the Company reevaluated all of its investment products for consolidation. As of January 1, 2016, in accordance with the adoption of the new accounting pronouncement, the Company deconsolidated Quadratic Fund LLC ("Quadratic LLC"). Adoption of this 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 December 31, 2016 and December 31, 2015 , the total net assets of the consolidated VIEs were $461.6 million and $1.5 million , respectively. The VIEs act as investment managers and/or investment companies that may be managed by the Company or the Company may have equity interest in those investment companies. The VIEs are financed through their operations and/or loan agreements with the Company. As of December 31, 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 their 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 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 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 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 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 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") and Cowen Prime also apply the specialized industry accounting for brokers and dealers in securities also prescribed under US GAAP and International Financial Reporting Standards ("IFRS"). The Company also retains specialized accounting upon consolidation. c. Use of estimates The preparation of the accompanying 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 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. Cash and cash equivalents The Company considers investments in money market funds and other highly liquid investments with original maturities of three months or less which are deposited with a bank or prime broker to be cash equivalents. Cash and cash equivalents held at Consolidated Funds, although not legally restricted, are not available to fund the general liquidity needs of the Company. The Company may also be exposed to credit risk as a result of cash being held at several banks. e. 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 level 3 investments 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. f. Due from/due to related parties The Company may advance amounts and pay certain expenses on behalf of employees of the Company or other affiliates of the Company. These amounts settle in the ordinary course of business. Such amounts are included in due from and due to related parties, respectively, on the accompanying consolidated statements of financial condition. g. Receivable from and payable to brokers Receivable from and payable to brokers, includes cash held at clearing brokers, amounts receivable or payable for unsettled transactions, monies borrowed and proceeds from short sales equal to the fair value of securities sold, but not yet purchased. Pursuant to the Company's prime broker agreements, these balances are presented net (assets less liabilities) across balances with the same broker. h. 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 i. Goodwill and intangible assets Goodwill represents the excess of the purchase price consideration of acquired companies over the estimated fair value assigned to the individual assets acquired and liabilities assumed. Goodwill is allocated to the Company's reporting units at the date the goodwill is initially recorded. Once goodwill has been allocated to the reporting units, it generally no longer retains its identification with a particular acquisition, but instead becomes identifiable with the reporting unit. As a result, all of the fair value of each reporting unit is available to support the value of goodwill allocated to the unit. In accordance with US GAAP, the Company tests goodwill for impairment on an annual basis, at December 31 st each year, or at an interim period if events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Under US GAAP, the Company tests goodwill for impairment by assessing the qualitative factors including, macroeconomic environment, industry and market specific conditions, financial performance and events specific to the reporting unit to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. Based on the results of the qualitative assessment the Company performs the two-step goodwill impairment test. The first step requires a comparison of the fair value of the reporting unit to its carrying value, including goodwill. If the fair value of the reporting unit exceeds its carrying value, the related goodwill is not considered impaired and no further analysis is required. If the carrying value of the reporting unit exceeds the fair value, there is an indication that the related goodwill might be impaired and the step two is performed to measure the amount of impairment, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit's goodwill with its carrying amount to measure the amount of impairment, if any. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. In other words, the estimated fair value of the reporting unit is allocated to all of its assets and liabilities (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the purchase price paid. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment is recognized in an amount equal to that excess. Goodwill impairment tests involve significant judgment in determining the estimates of future cash flows, discount rates, economic forecast and other assumptions which are then used in acceptable valuation techniques, such as the market approach (earning and or transactions multiples) and / or income approach (discounted cash flow method). Changes in these estimates and assumptions could have a significant impact on the fair value and any resulting impairment of goodwill. See Note 9 for further discussion. Intangible assets with finite lives are amortized over their estimated average useful lives. The Company does not have any intangible assets deemed to have indefinite lives. Intangible assets are tested for potential impairment whenever events or changes in circumstances suggest that an asset or asset group's carrying value may not be fully recoverable. Similar to goodwill impairment test, an impairment loss, calculated as the difference between the estimated fair value and the carrying value of an asset or asset group, is recognized in the accompanying consolidated statements of operations if the sum of the estimated undiscounted cash flows relating to the asset or asset group is less than the corresponding carrying value. j. 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 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 the Company's previously reported 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. k. 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 consolidated statements of financial condition, as of December 31, 2016 and 2015 is $10.3 million and $12.0 million , respectively. Deferred rent asset, included in other assets in the accompanying consolidated statements of financial condition, as of December 31, 2016 and 2015 is $0.1 million and $0.3 million , respectively. l. Legal reserves 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 reserve nor disclosure is required for losses that are deemed remote. m. Capital withdrawals payable Capital withdrawals from the Consolidated Funds are recognized as liabilities, net of any incentive income, when the amount requested in the withdrawal notice represents an unconditional obligation at a specified or determined date (or dates) or upon an event certain to occur. This generally may occur either at the time of the receipt of the notice, or on the last day of a reporting period, depending on the nature of the request. As a result, withdrawals paid after the end of the year, but based upon year-end capital balances are reflected as liabilities at the balance sheet date. n. Redeemable non-controlling interests in consolidated subsidiaries Redeemable non-controlling interests represent the pro rata share of the book value of the financial positions and results of operations attributable to the other owners of the consolidated subsidiaries. Redeemable non-controlling interests related to Consolidated Funds are generally subject to annual, semi-annual or quarterly withdrawals or redem |
Cash Collateral Pledged
Cash Collateral Pledged | 12 Months Ended |
Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Cash Collateral Pledged | Cash Collateral Pledged As of December 31, 2016 and 2015 , the Company pledged cash collateral in the amount of $7.8 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, Stamford 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 19 ). |
Investments of Operating Entiti
Investments of Operating Entities and Consolidated Funds | 12 Months Ended |
Dec. 31, 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 December 31, 2016 and 2015 , securities owned, at fair value consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Common stocks (b) $ 669,655 $ 515,108 Preferred stock (b) 15,811 25,563 Warrants and rights 8,335 3,059 U.S. Government securities (a) (b) 3,780 3,016 Corporate bonds (d) 3,029 47,192 Convertible bonds (c) 250 819 Trade claims 10 — Mutual funds (b) (e) 6 14,477 $ 700,876 $ 609,234 (a) As of December 31, 2016 , maturities ranged from February 2017 to December 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) The Company has elected the fair value option for investments in securities of preferred and common stocks with a fair value of $7.0 million and $5.2 million at December 31, 2016 and preferred and common stock with a fair value of $11.6 million and $9.4 million , respectively, at December 31, 2015 . The Company has also elected the fair value option for investments in mutual funds and U.S. government securities with a fair value of $0.1 million and $3.8 million at December 31, 2016 and mutual funds and U.S. government securities with a fair value of $5.5 million and $3.0 million , respectively, at December 31, 2015 , respectively. (c) As of December 31, 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 December 31, 2016 , maturities ranged from January 2017 to January 2036 and interest rates ranged between 6.25% to 13.00% . 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 total return swaps, futures, currency forwards, equity swaps, credit default 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 19 ), the Company recognized the embedded cash conversion option at fair value of $35.7 million which is valued as of December 31, 2016 at $14.8 million and is included in payable for derivative contracts in the accompanying 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 $14.8 million as of December 31, 2016 and is included in receivable on derivative contracts in the accompanying 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 7,012,196 shares of the Company's Class A common stock and have an initial exercise price of $28.72 per share ( share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016 ). 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 December 31, 2016 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 12,421 $ 104 $ 9,416 $ 189 Currency forwards $ 80,608 592 $ 67,862 659 Swaps $ 46,462 468 $ 118,488 2,327 Options other (a) 256,097 21,539 289,433 31,456 Foreign currency options $ 57,051 198 $ 283,797 4,987 $ 22,901 $ 39,618 (a) Includes index, equity, commodity future and cash conversion options. Payable for derivative contracts As of December 31, 2016 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 38,345 $ 642 $ 11,995 $ 101 Currency forwards $ — — $ 44,156 463 Swaps $ 9,533 181 $ 7,605 71 Options other (a) 23,726 19,939 16,632 20,548 $ 20,762 $ 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 December 31, 2016 and 2015 . This table does not include the impact of over collateralization. Gross amounts not offset in the Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Consolidated Statements of Financial Condition (a) Net amounts included on the Consolidated Statements of Financial Condition Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of December 31, 2016 Receivable on derivative contracts, at fair value $ 22,901 $ — $ 22,901 $ — $ 1,382 $ 21,519 Payable for derivative contracts, at fair value 20,762 — 20,762 — 181 20,581 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 $(11.2) million , $(5.6) million and $(0.5) million for the years ended December 31, 2016 , 2015 , and 2014 respectively, and are included in other income in the accompanying consolidated statements of operations. Pursuant to the various derivatives transactions discussed above, except for the cash convertible note hedge (see Note 19 ) and exchange traded derivatives, the Company is required to post/receive collateral. As of December 31, 2016 and 2015 , collateral consisting of $17.1 million and $27.1 million of cash, respectively, is included in receivable from brokers and payable to brokers on the accompanying consolidated statements of financial condition. As of December 31, 2016 and 2015 all derivative contracts were with multiple major financial institutions. Other investments As of December 31, 2016 and 2015 , other investments included the following: As of December 31, 2016 2015 (dollars in thousands) Portfolio Funds, at fair value (1) $ 120,023 $ 114,281 Equity method investments (2) 36,991 27,067 Lehman claims, at fair value 265 299 $ 157,279 $ 141,647 (1) Portfolio Funds, at fair value The Portfolio Funds, at fair value as of December 31, 2016 and 2015 , included the following: As of December 31, 2016 2015 (dollars in thousands) Starboard Value and Opportunity Fund LP (c)(*) $ 27,424 $ 20,369 Formation8 Partners Fund I, L.P. (f) 22,234 19,454 RCG Longview Debt Fund V, L.P. (i) (*) 16,187 18,147 HealthCare Royalty Partners LP (a)(*) 7,147 12,127 Quadratic Fund LLC (k) (*) 6,729 — Green Energy Metals Fund, LP (o) 6,241 — Starboard Partners Fund LP (d)(*) 5,067 14,036 Orchard Square Partners Credit Fund LP (b) 4,327 4,170 RCG LPP2 PNW5 Co-Invest, L.P. (j) (*) 3,152 2,468 HealthCare Royalty Partners II LP (a)(*) 2,091 6,006 Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) (g) 1,790 1,101 Lagunita Biosciences, LLC (n) 1,698 1,000 Starboard Leaders Fund LP (e)(*) 1,231 1,080 RCGL 12E13th LLC (i) (*) 348 609 RCG LV Park Lane LLC (h) (*) — 809 Other private investment (l) (*) 8,548 6,909 Other affiliated funds (m)(*) 5,809 5,996 $ 120,023 $ 114,281 * 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 18 . (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 was 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 fund 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. (n) Lagunita Biosciences, LLC, a healthcare investment company that creates and grows early stage companies to commercialize impactful translational science that addresses significant clinical needs, is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (o) The Green Energy Metals Fund, LP invests the vast majority of its capital in physical off-exchange traded minor metals that are crucial to the production and sustainability of clean energy, emerging technology and energy efficiency. The Company is invested in a managed account specifically targeting Cobalt. The Green Energy Metals Fund, LP is a private equity structure and therefore distributions will be made when the underlying 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 57% . The Company holds a majority of the outstanding ownership interest (i.e., more than 50%) in RCG Longview Partners II, LLC and in Surf House Ocean Views Holdings, LLC. The operating agreement that governs the management of day-to-day operations and affairs of these entities 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 these entities 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 years ended December 31, 2016 , 2015 and 2014. The Company holds a non-controlling financial interest in Starboard Value entities. The independent portfolio managers are responsible for activities which are significant to the overall business and hold the majority of the equity interest. The Starboard Value entities were formed to provide a full range of investment advisory and management services and act as a general partner, investment advisor, and pension advisor or in similar capacity to clients. In accordance with the respective offering documents of the underlying funds, Starboard Value entities are entitled to a fixed percentage of management fee and performance fees. The principal owners of Starboard Value exercised their right to acquire a portion of the Company’s ownership interest in the activist business for a gain of $9.6 million which is recorded in Other Income (Loss) in the accompanying Consolidated Statements of Operations and Due From Related Parties in the accompanying Consolidated Statements of Financial Condition. The sale price is being financed through the profits of the relevant Starboard entities over a five year period and earns interest at 5% per annum. The following table summarizes equity method investments held by the Company: As of December 31, 2016 2015 (dollars in thousands) Surf House Ocean Views Holdings, LLC $ 13,522 $ — Starboard Value LP 12,501 15,769 RCG Longview Debt Fund V Partners, LLC 7,256 4,655 RCG Longview Management, LLC 656 656 HealthCare Royalty GP, LLC 583 989 HealthCare Royalty GP II, LLC 354 1,017 RCG Longview Debt Fund IV Management, LLC 331 331 HealthCare Royalty GP III, LLC 208 88 RCG Kennedy House, LLC 183 304 RCG Longview Equity Management, LLC 114 114 HealthCare Overflow Fund GP, LLC 68 — Urban American Real Estate Fund II, LLC — 1,211 RCG Urban American Management, LLC — 379 RCG Urban American, LLC — 120 Other 1,215 1,434 $ 36,991 $ 27,067 For the period ended December 31, 2016, one equity method investments have met the significance criteria as defined under Regulation S-X Rule 4-08(g) of the SEC guidance. As such, the Company is presenting the following summarized financial information: As of December 31, 2016 2015 (dollars in thousands) Assets Cash $ 1,176 $ 213 Performance & management fee receivable 10,146 16,839 Investments in Portfolio Funds, at fair value 2,490 3,425 Liabilities 5,604 — Equity $ 8,208 $ 20,477 Year Ended December 31, 2016 2015 2014 (dollars in thousands) Revenues $ 24,008 $ (19,246 ) $ 90,905 Expenses — — — Net realized and unrealized gains (losses) 301 (221 ) 734 Net Income $ 24,309 $ (19,467 ) $ 91,639 For the period ended December 31, 2016 , equity method investments held by the Company in aggregate have met the significance criteria as defined under SEC guidance. As such, the Company is required to present summarized financial information for these significant investees for the years ended December 31, 2016 , 2015 and 2014, and such information is as follows. As of December 31, 2016 2015 (dollars in thousands) Assets $ 88,965 $ 96,529 Liabilities 22,504 10,669 Equity $ 66,461 $ 85,860 Other equity method investment Year Ended December 31, 2016 2015 2014 (dollars in thousands) Revenues $ 90,337 $ 38,571 $ 139,360 Expenses (34,490 ) (20,658 ) (20,044 ) Net realized and unrealized gains (losses) (6,305 ) 9,715 12,342 Net Income $ 49,542 $ 27,628 $ 131,658 As of December 31, 2016 and 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 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 a gain of $14.4 million , $3.4 million , and $49.1 million for the years ended December 31, 2016 , 2015 and 2014, respectively, and is included in net gains (losses) on securities, derivatives and other investments on the accompanying 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 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 December 31, 2016 and 2015 , securities sold, not yet purchased, at fair value consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Common stocks $ 263,460 $ 257,101 Corporate bonds (a) 2,591 58 Warrants and rights 39 — $ 266,090 $ 257,159 (a) As of December 31, 2016 and 2015 , the maturities ranged from April 2021 to January 2036 with interest rates ranged between 5.50% to 6.25% . 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 $5.3 billion and $1.0 billion as of December 31, 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 December 31, 2016 was $508.1 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 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 December 31, 2016 and 2015 , securities owned, at fair value, held by the Consolidated Funds consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Preferred stock $ 37,343 $ 32,000 Common stocks 28,474 — U.S. Government securities (a) 6,994 — Corporate bonds (b) 4,214 — Term Loan 2,209 — Warrants and rights 3 — $ 79,237 $ 32,000 (a) As of December 31, 2016 , the maturity was March 2017 with an interest rate of 0% . (b) As of December 31, 2016 , maturities ranged from October 2017 to June 2038 and interest rates ranged between 0% and 14.37% . Securities sold, not yet purchased, at fair value As of December 31, 2016 , securities sold, not yet purchased, at fair value, held by the Consolidated Funds consisted of the following: As of December 31, 2016 (dollars in thousands) Corporate bonds (a) $ 672 Common stocks 211 $ 883 (a) As of December 31, 2016 , maturities ranged from September 2019 to September 2023 and interest rates ranged between 4.38% and 9.25% . Receivable on derivative contracts As of December 31, 2016 , receivable on derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2016 (dollars in thousands) Currency forwards $ 18 Equity swaps 731 Options 144 $ 893 Payable for derivative contracts As of December 31, 2016 , payable for derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2016 (dollars in thousands) Currency forwards $ 10 Futures 495 Options 67 $ 572 Other investments, at fair value Investments in Portfolio Funds, at fair value As of December 31, 2016 and 2015 , investments in Portfolio Funds, at fair value, included the following: As of December 31, 2016 2015 (dollars in thousands) Investments of Enterprise LP $ 114,159 $ 111,075 Investments of Merger Fund 281,572 74,348 Investments of Caerus Select Fund LP 5,734 — Investments of Quadratic LLC — 78,395 $ 401,465 $ 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 $114.2 million and $111.1 million in Enterprise Master as of December 31, 2016 and 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 $281.6 million and $74.3 million in Merger Master as of December 31, 2016 and 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 December 31, 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 December 31, 2016 and 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 exceeded 5% of the Company's equity as of December 31, 2016 and 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 December 31, 2016 and 2015 : Securities owned by Enterprise Master, at fair value As of December 31, 2016 2015 (dollars in thousands) Preferred stock $ 1,581 $ 1,484 Common stock 835 724 Rights — 321 Trade claims — 128 Restricted stock — 124 $ 2,416 $ 2,781 Receivable/(Payable) on derivative contracts, at fair value, owned by Enterprise Master As of December 31, 2016 2015 Description (dollars in thousands) Currency forwards $ — $ (4 ) $ — $ (4 ) Portfolio Funds, owned by Enterprise Master, at fair value As of December 31, 2016 2015 Strategy (dollars in thousands) RCG Special Opportunities Fund, Ltd* Multi-Strategy $ 101,832 $ 81,544 RCG Longview Equity Fund, LP* Real Estate 4,744 7,635 RCG Longview Debt Fund IV, LP* Real Estate 1,637 3,577 RCG Longview II, LP* Real Estate 836 698 RCG Renergys, LLC* Energy 1 1 RCG Energy, LLC * Energy — 1,189 RCG Soundview, LLC* Real Estate — 452 RCG Urban American Real Estate Fund, L.P.* Real Estate — 312 Other Private Investments Various 8,682 10,515 Other Real Estate Investments * Real Estate 295 5,753 $ 118,027 $ 111,676 * Affiliates of the Company. Merger Master Securities owned by Merger Master, at fair value As of December 31, 2016 2015 (dollars in thousands) Common stocks $ 835,672 $ 157,429 Corporate bonds (a) — 492 $ 835,672 $ 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 December 31, 2016 and 2015 , Merger Master held common stock, sold not yet purchased, of $395.5 million and $73.8 million , respectively. Receivable on derivative contracts, at fair value, owned by Merger Master As of December 31, 2016 2015 Description (dollars in thousands) Options $ 4,264 $ 1,275 Equity swaps 255 1,001 Currency forwards — 235 |
Fair Value Measurements for Ope
Fair Value Measurements for Operating Entities and Consolidated Funds | 12 Months Ended |
Dec. 31, 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 consolidated statements of financial condition by caption and by level within the valuation hierarchy as of December 31, 2016 and 2015 : Assets at Fair Value as of December 31, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned US Government securities $ 3,780 $ — $ — $ 3,780 Preferred stock — — 15,811 15,811 Common stocks 658,179 1,355 10,121 669,655 Convertible bonds — — 250 250 Corporate bonds — 2,477 552 3,029 Trade claims — — 10 10 Warrants and rights 4,616 — 3,719 8,335 Mutual funds 6 — — 6 Receivable on derivative contracts, at fair value Futures 104 — — 104 Currency forwards — 592 — 592 Swaps — 468 — 468 Options 6,662 322 14,753 21,737 Other investments Lehman claim — — 265 265 Consolidated funds Securities owned US Government securities 6,994 — — 6,994 Preferred stock — 415 36,928 37,343 Common stocks 19,467 8,712 295 28,474 Corporate Bonds — 4,214 — 4,214 Warrants and rights — — 3 3 Term loan — 1,552 657 2,209 Receivable on derivative contracts, at fair value Currency forwards — 18 — 18 Futures — 731 — 731 Options 132 12 — 144 $ 699,940 $ 20,868 $ 83,364 $ 804,172 Percentage of total assets measured at fair value 87.0 % 2.6 % 10.4 % Portfolio funds measured at net asset value (a) 120,023 Consolidated funds' portfolio funds measured at net asset value (a) 401,465 Equity method investments 36,991 Total investments $ 1,362,651 Liabilities at Fair Value as of December 31, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased Common stocks $ 263,460 $ — $ — $ 263,460 Corporate bonds — 2,591 — 2,591 Warrants and rights 39 — — 39 Payable for derivative contracts, at fair value Futures 642 — — 642 Swaps — 181 — 181 Options 5,186 — 14,753 19,939 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 5,997 5,997 Consolidated funds Securities sold, not yet purchased Common stocks 211 — — 211 Corporate bonds — 672 — 672 Payable for derivative contracts, at fair value Currency forwards — 10 — 10 Options 67 — — 67 Futures — 495 — 495 $ 269,605 $ 3,949 $ 20,750 $ 294,304 Percentage of total liabilities measured at fair value 91.6 % 1.3 % 7.1 % (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 consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 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 and/or revenues 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 December 31, 2016 can range from $0.1 million to $15.1 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 2,278 515,108 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 $ 69,034 $ 681,151 Percentage of total assets measured at fair value 79.8 % 10.1 % 10.1 % Portfolio funds measured at net asset value (a) 114,281 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 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 year ended December 31, 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. Year Ended December 31, 2016 Balance at December 31, 2015 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2016 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,872 $ — $ (1,000 ) (a) $ 3,717 $ (218 ) $ 440 $ 15,811 $ 34 Common stocks 2,278 — — 7,099 (3,222 ) 3,966 10,121 3,972 Convertible bonds 819 — — — (569 ) — 250 — Corporate bond — 675 (c) — 279 (325 ) (77 ) 552 (111 ) Options, asset 18,194 — — — — (3,441 ) 14,753 (3,441 ) Options, liability 18,194 — — — — (3,441 ) 14,753 (3,441 ) Warrants and Rights 2,572 — — 1,914 (817 ) 50 3,719 79 Trade claims — — — 10 — — 10 — Lehman claim 299 — — — — (34 ) 265 (35 ) Contingent consideration liability 6,158 — — 2,397 (4,697 ) 2,139 5,997 — Consolidated Funds Preferred stock 32,000 — (11,000 ) (a) 13,483 — 2,445 36,928 2,445 Common stocks — — — 314 — (19 ) 295 (19 ) Warrants and rights — — — — — 3 3 3 Term Loan — — — 590 — 67 657 67 Year Ended December 31, 2015 Balance at December 31, 2014 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2015 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,517 $ — $ (11,322 ) (a) (b) $ 14,850 $ (6,665 ) $ 3,492 $ 12,872 $ 217 Common stocks 412 — — 2,398 (441 ) (91 ) 2,278 90 Convertible bonds 900 — — 250 — (331 ) 819 (331 ) Options, asset 36,807 — — — — (18,613 ) 18,194 (18,613 ) Options, liability 36,807 — — — — (18,613 ) 18,194 (18,613 ) Warrants and Rights, asset 1,322 — — 824 (71 ) 497 2,572 715 Lehman claim 380 — — — — (81 ) 299 (81 ) Contingent consideration liability 4,083 — — 3,600 (1,725 ) 200 6,158 200 Consolidated Funds Preferred Stock — 7,000 (b) — 25,000 — — 32,000 — Lehman claim 493 — — — (739 ) 246 — — (1) Unrealized gains/losses are reported in other income (loss) in the accompanying consolidated statements of operations. (a) The investments were converted to common stock. (b) The Company transferred investments to a consolidated fund. (c) T he investment undertook a reorganization and subsequently is not traded in an active market. All realized and unrealized gains (losses) in the table above are reflected in other income (loss) in the accompanying 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 years ended December 31, 2016 , 2015 and 2014, there were no transfers between level 1 and level 2 assets and liabilities. The following table includes quantitative information as of December 31, 2016 and 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 December 31, 2016 Valuation techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 10,917 Guideline companies/transaction price Option pricing method, discounted cash flow Volatility Market multiples Discount rate 37% 0.8x to 9.3x 9.5% to 10% Corporate and Convertible bonds 520 Discounted cash flows Market multiples Discount rate 6x 20% Warrants and rights, net 3,719 Model based Volatility 30% to 85% (weighted average 73%) Options 14,753 Option pricing models Volatility 40% Other level 3 assets (a) 53,455 Total level 3 assets 83,364 Level 3 Liabilities Options 14,753 Option pricing models Volatility 40% Contingent consideration 5,997 Discounted cash flows Projected cash flow and discount rate 8% - 25% (weighted average 23%) Total level 3 liabilities $ 20,750 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 38% Other level 3 assets (a) 44,880 Total level 3 assets 69,034 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 recent 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 December 31, 2016 and 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 . December 31, 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 $ 112,014 $ 112,014 $ 158,485 $ 158,485 Level 1 Cash collateral pledged 13,342 13,342 10,085 10,085 Level 2 Loans receivable 31,088 31,088 (d) 65,612 65,612 (d) Level 3 Consolidated funds Cash and cash equivalents 17,761 17,761 13,934 13,934 Level 1 Financial Liabilities Convertible debt 130,029 (a) 149,545 (b) 122,401 (a) 144,946 (b) Level 2 Notes payable and other debt 77,030 80,817 (c) 68,565 71,945 (c) Level 2 (a) The carrying amount of the convertible debt includes an unamortized discount of $17.8 million and $24.7 million as of December 31, 2016 and 2015 . (b) The convertible debt includes the conversion option and is based on the last broker quote available. (c) Notes payable and other debt are based on the last broker quote available. (d) The fair market value of level 3 loans is calculated using discounted cash flows. |
Receivables from and Payable to
Receivables from and Payable to Brokers | 12 Months Ended |
Dec. 31, 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 December 31, 2016 and 2015 , receivable from brokers was $87.8 million and $117.8 million , respectively. Payable to brokers was $210.3 million and $ 131.8 million as of December 31, 2016 and 2015 , respectively. The Company's receivables from and payable to brokers balances are held at multiple financial institutions. |
Fixed Assets
Fixed Assets | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets | Fixed Assets As of December 31, 2016 and 2015 , fixed assets consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Telephone and computer equipment $ 2,787 $ 6,521 Computer software 2,167 1,680 Furniture and fixtures 1,204 6,131 Leasehold improvements 35,092 35,215 Assets acquired under capital leases—equipment 4,075 7,637 Aircraft and related equipment 20,893 — Other 57 — 66,275 57,184 Less: Accumulated depreciation and amortization (23,867 ) (29,953 ) $ 42,408 $ 27,231 Depreciation and amortization expense related to fixed assets was $ 7.7 million , $ 6.8 million and $ 6.6 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively and are included in depreciation and amortization expense in the accompanying consolidated statements of operations. On April 22, 2016, the Company entered into a transaction whereby the Company acquired a portfolio of four specialized aircraft which were on lease (See Note 2 ). During the year ended December 31, 2016, the Company purchased two aircraft and entered into two additional lease agreements. As of December 31, 2016 aircraft and related equipment of $20.9 million is held for leasing purposes. Depreciation expense related to leased assets was $1.7 million for the year ended December 31, 2016 . As of December 31, 2016 accumulated depreciation related to leased assets was $1.7 million . Assets acquired under capital leases were $4.1 million and $7.6 million as of December 31, 2016 and 2015 , respectively. If the assets acquired under capital leases transfer title at the end of the lease term or contain a bargain purchase option, the assets are amortized over their estimated useful lives; otherwise, the assets are amortized over the respective lease term. The depreciation of assets capitalized under capital leases is included in depreciation and amortization expenses and was $1.2 million , $1.5 million , and $1.5 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. As of December 31, 2016 accumulated depreciation related to assets acquired under capital leases was $2.4 million . |
Goodwill and Intangibles
Goodwill and Intangibles | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangibles | Goodwill and Intangible Assets Goodwill 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. The Company estimated the fair value using the income and market approach which involves estimates of future cash flows, discount rates, economic forecast and other assumption which are then used in the market approach (earning and / or transactions multiples) and / or income approach (discounted cash flow method). In connection with the CRT transaction (See Note 2 ), in May 2016, the Company recognized goodwill of $3.5 million . 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. On September 23, 2016, the Company and the portfolio managers of RASL completed the sale of their respective ownership interests in RASL, an investment advisor. In contemplation with the sale transaction, the Company allocated $1.2 million of goodwill to the RASL disposal group (See Note 2 ) which was included in the alternative investment reporting unit. No impairment charges for goodwill were recognized during the years ended December 31, 2016 and 2015, respectively. Based on the results of the impairment analysis as of December 31, 2016 , the Company did not recognize any impairment relating to the alternative investment or broker dealer reporting units. The following table presents the changes in the Company's goodwill balance, by reporting unit for the years ended December 31, 2016 , 2015 , and 2014 : Alternative Investment Broker- Total (dollars in thousands) Beginning balance - December 31, 2014 Goodwill $ 30,228 $ 24,363 $ 54,591 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 20,028 14,878 34,906 Activity: 2015 Recognized goodwill — 23,455 23,455 Goodwill impairment charges — — — Ending balance: December 31, 2015 Goodwill 30,228 47,818 78,046 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 20,028 38,333 58,361 Activity: 2016 Recognized goodwill — 3,519 3,519 Goodwill allocated to disposal group (1,202 ) — (1,202 ) Goodwill impairment charges — — — Ending balance: December 31, 2016 Goodwill 29,026 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net $ 18,826 $ 41,852 $ 60,678 Intangible assets Information for the Company's intangible assets that are subject to amortization is presented below as of December 31, 2016 and 2015 . December 31, 2016 December 31, 2015 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) (in thousands) Investment contracts 5 $ — $ — $ — $ 3,900 $ (3,900 ) $ — Trade names 1 - 7.5 9,962 (9,689 ) 273 9,712 (8,897 ) 815 Customer relationships 3 - 14 33,874 (12,948 ) 20,926 29,484 (10,338 ) 19,146 Customer contracts 1.2 800 (800 ) — 800 (800 ) — Non compete agreements and covenants with limiting conditions acquired 3 - 5 2,268 (818 ) 1,450 1,831 (172 ) 1,659 Intellectual property 3 - 10 8,283 (5,163 ) 3,120 8,237 (4,194 ) 4,043 $ 55,187 $ (29,418 ) $ 25,769 $ 53,964 $ (28,301 ) $ 25,663 The Company tests intangible assets for impairment if events or circumstances suggest that the asset groups carrying value may not be fully recoverable. For the years ended December 31, 2016 and 2015, no impairment charge for intangible assets was recognized. In connection with the CRT transaction (See Note 2), in May 2016, the Company recognized 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 intangible assets was $5.0 million , $2.7 million , and $3.6 million (including impairment charges of $0.9 million related to the broker-dealer segment) for the years ended December 31, 2016 , 2015 , and 2014 , respectively, which is included in depreciation and amortization expense in the accompanying consolidated statements of operations. All of the Company's intangible assets have finite lives. The estimated future amortization expense for the Company's intangible assets as of December 31, 2016 is as follows: (dollars in thousands) 2017 $ 4,681 2018 3,688 2019 2,929 2020 2,733 2021 2,674 Thereafter 9,064 $ 25,769 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2016 | |
Other Assets [Abstract] | |
Other Assets | Other Assets Other assets in Operating Entities are as follows: As of December 31, 2016 2015 (dollars in thousands) Prepaid expenses 10,669 7,783 Deposits 5,322 674 Reinsurance receivables, net (d) 5,187 — Loan receivable (a) 3,700 8,000 Tax receivables 3,267 2,855 Miscellaneous receivables (See Note 2) 1,313 2,788 Interest and dividends receivable 718 2,006 Deferred acquisition costs (d) 677 — Deferred rent asset 52 341 Short term bridge loan (b) — 38,000 Other (c) 7,501 9,084 $ 38,406 $ 71,531 (a) As of December 31, 2016 , the maturity was August 2017 with interest rate of 12% . (b) As of December 31, 2015, the maturity was February 2016, was secured by the real estate assets and had an effective annualized interest rate of 8% . (c) Included in this amount is $4.5 million , due January 2024, with interest rate of 8% for the first five years and 8.5% for the remainder of the term, related to the Company's commercial reinsurance activities. (d) Balances relate to the Company's reinsurance business entered into during 2016 (See Note 13 ). |
Accounts Payable Accrued Expens
Accounts Payable Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Accounts Payable, Accrued Expenses and Other Liabilities [Abstract] | |
Accounts Payable Accrued Expenses and Other Liabilities | Accounts Payable, Accrued Expenses and Other Liabilities Accounts payable, accrued expenses and other liabilities in Operating Entities are as follows: As of December 31, 2016 2015 (dollars in thousands) Deferred rent obligations (see Note 3(k)) $ 10,335 $ 11,979 Contingent consideration payable (see Note 2) 5,997 6,158 Equity in RCG Longview Partners II, LLC (see Note 5a(3)) 5,948 5,969 Interest and dividends payable 3,541 3,574 Loss reserves and claims incurred but not reported (a) 3,455 — Professional fees payable 3,143 4,811 Unearned premiums (a) 2,375 — Fees payable 1,093 1,555 Accrued tax liabilities 456 1,236 Deferred income 353 428 Litigation reserve — 1,300 Accrued expenses and accounts payable 14,419 15,223 $ 51,115 $ 52,233 |
Redeemable Non-Controlling Inte
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds | 12 Months Ended |
Dec. 31, 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 December 31, 2016 2015 (dollars in thousands) Redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 7,638 $ 10,906 Consolidated funds 371,567 176,005 $ 379,205 $ 186,911 Year Ended December 31, 2016 2015 2014 (dollars in thousands) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 3,717 $ 9,503 $ 10,094 Consolidated funds 3,165 5,743 5,470 $ 6,882 $ 15,246 $ 15,564 |
Reinsurance Reinsurance
Reinsurance Reinsurance | 12 Months Ended |
Dec. 31, 2016 | |
Reinsurance [Abstract] | |
Reinsurance | Reinsurance The Company’s wholly-owned Luxembourg subsidiary, Hollenfels Re SA (“Hollenfels”) provides reinsurance to third party insurance and reinsurance companies. As Hollenfels started its operations in 2016, all claims it experienced (reported or not reported) were from the 2016 accident year. During the twelve months ended December 31, 2016, Hollenfels’ share of incurred and paid claims, as reported to it by the underlying insurance and reinsurance companies, amounted to $10.9 million . For the same period, Hollenfels’ share of claims incurred but not reported plus expected development on reported claims totaled $3.5 million . Hollenfels generally employs an estimation methodology whereby historical average claims ratios over a period of 5 or 10 years, based on availability of data, are utilized. In cases where an event may have occurred that could give rise to claims in excess of the amount calculated using the above-mentioned methodology, then actuarial methods are used to calculate the impact of such an event. Hollenfels did not change its methodology for determining claim liability or claim adjustment expenses. While Hollenfels typically settles its premiums and claim payments on a quarterly basis, the frequency of claims in the underlying policies is impractical for Hollenfels to obtain. This is because certain contracts Hollenfels has written are on a quota-share basis and others provide aggregate loss protection and the underlying information is not available for all contracts. Hollenfels did not discount any of its reserves and did not cede any portion of its exposures during the twelve months ended December 31, 2016. As a result, the figures above are the same as reported on the Company’s balance sheet. |
Other Revenues and Expenses
Other Revenues and Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Other Income and Expenses [Abstract] | |
Other Revenues and Expenses | Other Revenues and Expenses On September 23, 2016, the Company and the portfolio managers RASL completed the sale of their respective ownership interests in RASL (See Note 2 ). Along with the target working capital transferred at closing, the Company also allocated a portion of goodwill associated with the alternative investment segment to the sale price (See Note 9 ) which is shown net in other revenues in the accompanying consolidated statements of operations. Upon closing of the sale of the Company's long/short credit business, on December 31, 2014, the company recorded a gain of $4.5 million included in other revenues in the accompanying consolidated statements of operations (See Note 2 ). During the fourth quarter of 2014, the company adjusted the value of the contingent liability related to the securities lending business by $2.1 million due to the Company's decision to wind down the operations of the business. This amount is included in other revenues in the accompanying consolidated statements of operations (See Note 2 ). Other expenses, during the years ended December 31, 2016 , 2015 , and 2014 , are primarily the general administrative expenses of the various operating company subsidiaries or the Consolidated Funds. |
Share-Based Compensation and Em
Share-Based Compensation and Employee Ownership Plans | 12 Months Ended |
Dec. 31, 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 On December 5, 2016, the Company effected a one-for-four reverse stock split of our class A and class B common stock. All share and per share information has been retroactively adjusted to reflect the reverse stock split. 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 December 31, 2016 , there were approximately 0.1 million shares available for future issuance under the Equity Plans. Under the 2010 Equity Plan, the Company awarded $25.9 million of deferred cash awards to its employees during the year ended December 31, 2016 . These awards vest over a four year period and accrue interest between 0.70% to 0.75% per year. As of December 31, 2016 , the Company had unrecognized compensation expense related to deferred cash awards of $32.9 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 $26.0 million , $21.7 million , and $18.3 million for the years ended December 31, 2016 , 2015 and 2014, respectively. The income tax effect recognized for the Equity Plans was a benefit of $11.4 million , $5.0 million , and $6.0 million for the years ended December 31, 2016 , 2015 and 2014, 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 years ended December 31, 2016 and 2015: Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2014 54,168 $ 22.6 1.6 $ 87 Options granted — — — — Options acquired — — — — Options exercised (25,000 ) 15.84 — — Options forfeited — — — — Options expired (25,001 ) 29.96 — — Balance outstanding at December 31, 2015 4,167 $ 19.56 1.10 $ — Options granted — — — — Options exercised — — — — Options expired — — — — Balance outstanding at December 31, 2016 4,167 $ 19.56 0.10 $ — Options exercisable at December 31, 2015 4,167 $ 19.56 1.10 $ — Options exercisable at December 31, 2016 4,167 $ 19.56 0.10 $ — (1) Based on the Company's closing stock price of $15.50 on December 31, 2016 and $15.32 on December 31, 2015 . (2) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. As of December 31, 2016 , the Company's stock options were fully expensed. The following table summarizes the Company's SAR's for the years ended December 31, 2016 and 2015: Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2014 100,000 $ 11.60 3.21 $ 913 SAR's granted — — — — SAR's acquired — — — — SAR's expired — — — — Balance outstanding at December 31, 2015 100,000 $ 11.60 2.21 $ 558 SAR's granted — — — — SAR's acquired — — — — SAR's expired — — — — Balance outstanding at December 31, 2016 100,000 $ 11.60 1.21 $ 435 SAR's exercisable at December 31, 2015 — $ — — $ — SAR's exercisable at December 31, 2016 — $ — — $ — (1) Based on the Company's closing stock price of $15.50 on December 31, 2016 and $15.32 on December 31, 2015 . (2) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. As of December 31, 2016 and 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 years ended December 31, 2016 and 2015: Nonvested Restricted Shares and Restricted Stock Units (2) Weighted-Average Balance outstanding at December 31, 2014 4,413,646 $ 14.80 Granted (1) 2,260,901 17.96 Vested (1,047,072 ) 12.32 Canceled — — Forfeited (257,384 ) 13.68 Balance outstanding at December 31, 2015 5,370,091 $ 16.68 Granted (1) 2,157,403 14.02 Vested (1,487,092 ) 14.95 Canceled — — Forfeited (322,470 ) 14.89 Balance outstanding at December 31, 2016 (1) 5,717,932 $ 16.23 (1) Performance linked restricted stock units of 481,438 were awarded to employees of the Company in December 2013 and January 2014. An additional 700,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 96,875 have been forfeited through December 31, 2016 . The remaining awards, included in the outstanding balance as of December 31, 2016 , will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market conditions 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 0 , 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. (2) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. 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 December 31, 2016 , there was $60.6 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 2.49 years. Restricted Shares and Restricted Stock Units Granted to Non-employee Board Members There were 56,100 restricted stock units awarded during the year ended December 31, 2016 . As of December 31, 2016 there were 162,176 restricted stock units outstanding. |
Defined Contribution Plans
Defined Contribution Plans | 12 Months Ended |
Dec. 31, 2016 | |
Defined Contribution Plans [Abstract] | |
Defined Contribution Plans | Defined Contribution Plans The Company sponsors a Retirement and Savings Plan which is a defined contribution plan pursuant to Section 401(k) of the Internal Revenue Code (the "401k Plans"). All full-time employees of the Company can contribute on a tax deferred basis to the 401k Plans up to federal contribution limits or up to 100% of their annual compensation, subject to certain limitations. The Company provides matching contributions for certain employees that are equal to a specified percentage of the eligible participant's contribution as defined by the 401k Plans. For the years ended December 31, 2016 and 2015, the Company's contributions to the Plans were $0.5 million and $0.5 million , respectively. The Company did not contribute to the Plans during the year ended December 31, 2014. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 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 with tax filing obligations are the United Kingdom, Luxembourg, and Hong Kong. The components of the Company's income tax expense for the years ended December 31, 2016 , 2015 and 2014 are as follows: Year ended December 31, 2016 2015 2014 (dollars in thousands) Current tax expense/(benefit) Federal $ 1,268 $ (635 ) $ 2,247 State and local 1,972 313 573 Foreign 262 348 341 Total $ 3,502 $ 26 $ 3,161 Deferred tax expense/(benefit) Federal $ (22,834 ) $ (37,979 ) $ (99,284 ) State and local (1,900 ) (7,420 ) (28,825 ) Foreign 2,140 (2,123 ) 4 Total (22,594 ) (47,522 ) (128,105 ) Total Tax expense/(benefit) $ (19,092 ) $ (47,496 ) $ (124,944 ) Consolidated U.S. income/(loss) before income taxes was $(29.5) million in 2016 , $8 million in 2015 , and $56.7 million in 2014 . The corresponding amounts for non-U.S.-based income/(loss) were $(2.0) million in 2016 , $3.5 million in 2015 , and $1.1 million in 2014 . The reconciliations of the Company's federal statutory rate to the effective income tax rate for the years ended December 31, 2016 , 2015 , and 2014 are as follows: Year ended December 31, 2016 2015 2014 Pre-tax loss at U.S. statutory rate 35.0 % 35.0 % 35.0 % Deferred asset recognition — (323.8 ) — Unrecognized gains on foreign subsidiaries 38.7 — — Change in valuation allowance (6.7 ) — (252.7 ) Impact of change in NY tax law — (27.9 ) — State and foreign tax 1.3 (39.6 ) 5.8 Minority interest reversal 1.3 (46.5 ) (9.4 ) Other, net (9.0 ) (11.0 ) 5.3 Total 60.6 % (413.8 )% (216.0 )% As of December 31, 2016 , the Company has net income taxes receivable of approximately $2.0 million representing Federal and foreign tax overpayments, which is included in other assets on the accompanying consolidated statements of financial condition. The Company also has state income taxes payable of $0.02 million , which is included in other liabilities on the accompanying consolidated statements of financial condition. The components of the Company's deferred tax assets and liabilities as of December 31, 2016 and 2015 are as follows: As of December 31, 2016 2015 (dollars in thousands) Deferred tax assets, net of valuation allowance Net operating loss $ 126,037 $ 110,904 Deferred compensation 44,966 65,162 Goodwill 4,758 7,009 Fixed assets 3,541 2,003 Tax credits 2,898 1,630 Acquired lease liability 4,111 4,843 Other 2,238 2,317 Total deferred tax assets 188,549 193,868 Valuation allowance (2,119 ) — Deferred tax assets, net of valuation allowance 186,430 193,868 Deferred tax liabilities Basis difference on investments — (15,352 ) Unrealized gains on investments (20,774 ) (34,613 ) Intangible assets — (296 ) Other — (47 ) Total deferred tax liabilities (20,774 ) (50,308 ) Deferred tax assets/(liabilities), net $ 165,656 $ 143,560 Deferred tax assets, net of valuation allowance, are reported in the accompanying consolidated statements of financial condition. In addition to the deferred tax balances in the table above, the Company records balances related to its operating losses in Luxembourg, which are discussed below. 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. The Company recorded approximately $2.1 million valuation allowance against its deferred tax assets of $188.5 million as of December 31, 2016 and recorded no valuation allowance against its deferred tax assets of $193.9 million as of December 31, 2015 . Separately, the Company has deferred tax liabilities of $20.8 million as of December 31, 2016 , and $50.3 million as of December 31, 2015 . In December 2016, the Company recorded a deferred tax benefit of $22.6 million which was derived by the release of deferred tax liabilities related to the previous acquisitions by a local subsidiary, and reversal of temporary items during the course of normal operations. The deferred tax benefit of $47.5 million in December 31, 2015 was mainly represented the deferred tax benefits generated by an acquisition of a local subsidiary. At the time of the acquisition, pursuant to an Advance Tax Agreement, the local subsidiary generated deferred tax assets that fully offsets the deferred tax liabilities of the acquired company, resulting in the recognition of the deferred tax benefit in 2015. The deferred tax benefit of $128.1 million recorded in December 31, 2014, predominantly represented the release of valuation allowance due to the anticipation of future profits. The Company has the following net operating loss carryforwards at December 31, 2016 : Federal California Massachusetts Illinois New York State New York City Hong Kong Jurisdiction: Net operating loss (in millions) $296.7 $61.8 $31.5 $12.3 $95.6 $142.8 $12.8 Year of expiration 2036 2036 2036 2028 2036 2036 Indefinite In addition to the net operating loss carryforwards in the table above, the Company also has net operating loss carryforwards in Luxembourg. These loss carryforwards are only accessible to the extent of taxable income generated by the Luxembourg reinsurance companies, including any deferred income that will be generated in the future. Consequently, the Company recorded a deferred tax asset of $113.8 million , net of deferred tax liabilities of $357.1 million in connection with future taxable income, and an offsetting valuation allowance of $113.8 million against its Luxembourg net operating loss carryforwards that are in excess of such taxable income. The increase in deferred tax liabilities and corresponding reduction in the valuation allowance was caused by the acquisition of Hollenfels, as described above. The Company underwent a change of control under Section 382 of the Internal Revenue Code on November 2, 2009 (“Section 382”). Accordingly, a portion of the Company’s deferred tax assets, in particular a portion of its net operating loss and foreign tax credit carryovers, are subject to an annual limitation. The deduction limitation is approximately $2.4 million annually and applies to approximately $6.6 million of pre-transaction losses. Further, as a result of an acquisition of a subsidiary with net operating loss carryovers in June 2011, a portion of the Company’s deferred tax assets, are subject to an annual limitation under Section 382 of the Internal Revenue Code (“Section 382”). The deduction limitation is approximately $6.7 million annually and applies to approximately $57.2 million of net operating losses. The Company is not expected to lose any deferred tax assets as a result of these limitations. The Company adopted the accounting guidance for accounting for uncertainty in income taxes as which clarifies the criteria that must be met prior to recognition of the financial statement benefit of a position taken in a tax return. The Company does not have any uncertain tax positions recorded for the years ended December 31, 2016 , 2015 , and 2014 . Further, the Company did not record any additions to its unrecognized tax benefit balances as a result of current or prior year tax positions or reductions due to expired statute of limitations during the years ended December 31, 2016 , 2015 , and 2014 . The Company is subject to examination by the United States Internal Revenue Service, the United Kingdom Inland Revenue Service 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 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 $0.8 million and $1.0 million as of December 31, 2016 and 2015 , respectively, and the tax liability that would arise if these earnings were remitted to the United States would be approximately $0.1 million and $0.1 million , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 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 $20.3 million , $18.5 million and $16.8 million for the years ended December 31, 2016 , 2015 , and 2014, respectively. As of December 31, 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) 2017 $ 2,417 $ 15,674 $ 16,745 2018 2,359 8,550 17,002 2019 928 2,766 15,470 2020 6 740 15,305 2021 — 676 15,589 Thereafter — — 17,294 $ 5,710 $ 28,406 $ 97,405 (a) Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 19 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 $2.2 million , $2.3 million , and $1.8 million and for the years ended December 31, 2016 , 2015 , and 2014, 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 funds 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 December 31, 2016 and 2015 , and the clawback obligation was $6.2 million . The Company serves as the general partner/managing member and/or investment manager to various affiliated and sponsored funds. As such, the Company is contingently liable for obligations for those entities. These amounts are not included above as the Company believes that the assets in these funds are sufficient to discharge any liabilities. Unfunded Commitments The following table summarizes unfunded commitments as of December 31, 2016 : Entity Unfunded Commitments Commitment term ($ in millions) Real estate (a) $ 7.6 (a) HealthCare Royalty Partners funds (b) $ 7.3 2 years Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) $ 0.8 7 years Lagunita Biosciences, LLC $ 3.0 3 years Eclipse Fund II, L.P. $ 0.9 8 years Eclipse Continuity Fund I, L.P. $ 0.9 9 years (a) The Company had unfunded commitments pertaining to capital commitments in five real estate investments held by the Company, all of which pertain to related party investments. Such commitments can be called at any time up to three years, subject to advance notice. (b) The Company is a limited partner of the HealthCare Royalty Partners funds (which are managed by Healthcare Royalty Management) and is a member of HealthCare Royalty Partners General Partners. The Company will make its pro-rata investment in the HealthCare Royalty Partners funds along with the other limited partners. 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 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 alleged 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 sought statutory damages based on alleged willful infringement of their copyrights. 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 of 2016 the Company also filed a motion to disqualify EIG’s copyright counsel on conflict of interest grounds. 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. The Company and EIG entered into a settlement agreement on September 30, 2016, pursuant to which EIG agreed to withdraw its lawsuit with prejudice. The settlement amount paid by the Company and the current period impact of the settlement was not material to the Company’s financial position or the results of operations for the year ended December 31, 2016. The dismissal of the lawsuit was approved by the District Court on October 4, 2016. |
Convertible Debt and Notes Paya
Convertible Debt and Notes Payable | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Convertible Debt and Notes Payable | Convertible Debt and Notes Payable As of December 31, 2016 and 2015 , the Company's outstanding debt was as follows: As of December 31, 2016 2015 (dollars in thousands) Convertible debt $ 130,029 $ 122,401 Note payable 60,953 60,831 Other notes payable 14,237 — Revolver — 5,000 Capital lease obligations 1,840 2,734 $ 207,059 $ 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 $21.32 per share (per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016). The Company recorded interest expense of $4.5 million , $4.5 million and $3.6 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. The initial unamortized discount on the Convertible Notes was $35.7 million and is shown net in convertible debt in the accompanying consolidated statements of financial condition. Amortization on the discount, included within interest expense in the accompanying consolidated statements of operations is $6.9 million $6.3 million , and $4.7 million for the years ended December 31, 2016 , 2015 , and 2014, 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 $28.72 (see Note 5 ) (per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016), 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 $5.2 million and $5.2 million for the years ended December 31, 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 December 31, 2016, the 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 was due on December 31, 2016, with monthly payment requirements of $0.2 million . As of December 31, 2016 , the note was fully repaid. Interest expense for the year ended December 31, 2016 was insignificant. During the second quarter of 2016, the Company entered into financing for two of its aircraft and incurred 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 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 December 31, 2016 , the remaining balance on the aircraft financing agreements was $14.4 million . Interest expense was $0.8 million for the year ended December 31, 2016 . Revolver On July 31, 2015, the Company entered into a $25.0 million 364 day revolving unsecured credit facility with multiple financial institutions primarily for working capital management. 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 million to $15 million 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. The facility terminated in accordance with its terms on September 29, 2016 . Interest accrued on borrowed funds at LIBOR plus 3.0% and interest accrued on the undrawn facility amount at LIBOR plus 0.38% . Interest expense for the years ended December 31, 2016 and 2015, was $0.4 million and $0.2 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 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 December 31, 2016 , t he remaining balance on these capital leases was $1.8 million . Interest expense was $0.1 million , $0.2 million , and $0.2 million for the years ended December 31, 2016 , 2015, and 2014, respectively. Annual scheduled maturities of debt and minimum payments for all debt outstanding as of December 31, 2016 , is as follows: Convertible Debt Note Payable Other Note Payable Capital Lease (dollars in thousands) 2017 $ 4,485 $ 4,912 $ 4,225 $ 938 2018 4,485 5,218 2,225 938 2019 151,743 5,218 3,702 78 2020 — 5,218 1,805 — 2021 — 68,468 4,723 — Thereafter — — — — Subtotal 160,713 89,034 16,680 1,954 Less: Amount representing interest (a) (30,684 ) (28,081 ) (2,443 ) (114 ) Total $ 130,029 $ 60,953 $ 14,237 $ 1,840 (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 December 31, 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) San Francisco $ 710 January 2017 Connecticut $ 65 January 2017 New York $ 1,000 February 2017 Boston $ 382 March 2017 New York $ 355 May 2017 New York $ 70 May 2017 New York $ 695 October 2017 New York $ 2,811 October 2017 New York $ 1,600 November 2017 To the extent any letter of credit is drawn upon, interest will be assessed at the prime commercial lending rate . As of December 31, 2016 and 2015 , there were no amounts due related to these letters of credit . |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholder's Equity On December 5, 2016, the Company effected a one-for-four reverse stock split of our class A and class B common stock. All share and per share information has been retroactively adjusted to reflect the reverse stock split. In addition, there was a reclassification of $0.9 million from the par value of our class A common stock to additional paid-in capital to reflect the impact of the reverse stock split. The Company is authorized to issue 125,000,000 shares of common stock, which shall consist of 62,500,000 shares of Class A common stock, par value $0.01 per share, and 62,500,000 shares of Class B common stock, par value $0.01 per share. The Company is also authorized to issue 10,000,000 shares of preferred stock, par value $0.01 per share. Subject to the rights of holders of any outstanding preferred stock, the number of authorized shares of common stock or preferred stock may be increased or decreased by the affirmative vote of the holders of a majority of the shares entitled to vote on such matters, but in no instance can the number of authorized shares be reduced below the number of shares then outstanding. Common stock The certificate of incorporation of the Company provides for two classes of common stock, and for the conversion of each class into the other, to provide a mechanism by which holders of Class A common stock of the Company who may be limited in the amount of voting common stock of the Company they can hold pursuant to federal, state or foreign bank laws, to convert their shares into non-voting Class B common stock to prevent being in violation of such laws. Each holder of Class A common stock is entitled to one vote per share in connection with the election of directors and on all other matters submitted to a stockholder vote, provided, however, that, except as otherwise required by law, holders of Class A common stock are not entitled to vote on any amendment to the Company's amended and restated certificate of incorporation that relates solely to the terms of one or more outstanding series of the Company's preferred stock, if holders of the preferred stock series are entitled to vote on the amendment under the Company's certificate of incorporation or Delaware law. No holder of Class A common stock may accumulate votes in voting for directors of the Company. Each holder of Class B common stock is not entitled to vote except as otherwise provided by law, provided however that the Company must obtain the consent of a majority of the holders of Class B common stock to effect any amendment, alteration or repeal of any provision of the Company's amended and restated certificate of incorporation or amended and restated by-laws that would adversely affect the voting powers, preferences or rights of holders of Class B common stock. Except as otherwise provided by law, Class B common stock shares will not be counted as shares held by stockholders for purposes of determining whether a vote or consent has been approved or given by the requisite percentage of shares. Each share of Class A common stock is convertible at the option of the holder and at no cost into one share of Class B common stock, and each share of Class B common stock is convertible at the option of the holder and at no cost into one share of Class A common stock. The conversion ratios will be adjusted proportionally to reflect any stock split, stock dividend, merger, reorganization, recapitalization or other change in the Class A common stock and Class B common stock. Upon conversion, converted shares resume the status of authorized and unissued shares. Subject to the preferences of the holders of any of the Company's preferred stock that may be outstanding from time to time, each share of Class A common stock and Class B common stock will have an equal and ratable right to receive dividends and other distributions in cash, property or shares of stock as may be declared by the Company's board of directors out of assets or funds legally available for the payment of dividends and other distributions. In the event of the liquidation, dissolution or winding up of the Company, subject to the preferences of the holders of any preferred stock of the Company that may be outstanding from time to time, holders of Class A common stock and Class B common stock will be entitled to share equally and ratably in the assets available for distribution to the Company's stockholders. There are no redemption or sinking fund provisions applicable to the Class A or the Class B common stock. Preferred stock The Company's amended and restated certificate of incorporation permits the Company to issue up to 10,000,000 shares of preferred stock in one or more series with such designations, titles, voting powers, preferences and rights and such qualifications, limitations and restrictions as may be fixed by the board of directors of the Company without any further action by the Company's stockholders. The Company's board of directors may increase or decrease the number of shares of any series of preferred stock following the issuance of that series of preferred stock, but in no instance can the number of shares of a series of preferred stock be reduced below the number of shares of the series then outstanding. 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 $117.2 million of proceeds, net of underwriting fees and issuance costs of $3.6 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 years ended December 31, 2016 , and 2015 the Company declared and accrued a cash dividend of $6.8 million and $4.1 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 (subsequent to the December 5, 2016 reverse stock split) is 38.0619 shares (which equates to $26.27 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 $26.27 per share, which matches the initial conversion price of the Series A Convertible Preferred Stock, and a cap price of $33.54 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 $153.8 million as of December 31, 2016 , compared to $137.4 million as of December 31, 2015 , resulted from $8.8 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 $7.6 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 year ended December 31, 2016 : Treasury stock shares (a) Cost Average cost Balance outstanding at December 31, 2015 8,628,933 $ 137,356 $ 15.92 Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions 647,930 8,835 13.64 Purchase of treasury stock 533,939 7,654 14.33 Balance outstanding at December 31, 2016 9,810,802 $ 153,845 $ 15.68 (a) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) (Notes) | 12 Months Ended |
Dec. 31, 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. Year Ended December 31, 2016 2015 2014 (dollars in thousands) Beginning Balance $ — $ 17 $ 592 Defined benefit plans — — (344 ) Foreign currency translation (2 ) (17 ) (231 ) Ending Balance $ (2 ) $ — $ 17 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 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 December 31, 2016 , there were 26,731,289 shares outstanding. The Company has included 162,176 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 year ended December 31, 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: Year Ended December 31, 2016 2015 2014 (dollars in thousands, except per share data) Net income (loss) $ (12,395 ) $ 58,975 $ 182,780 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds 6,882 15,246 15,564 Net income (loss) attributable to Cowen Group, Inc. (19,277 ) 43,729 167,216 Preferred stock dividends 6,792 4,075 — Net income (loss) attributable to Cowen Group, Inc. common stockholders $ (26,069 ) $ 39,654 $ 167,216 Shares for basic and diluted calculations: Weighted average shares used in basic computation (a) 26,857 27,522 28,731 Stock options (a) — 3 — Performance based restricted stock (a) — 65 — Stock appreciation rights (a) — 35 15 Restricted stock (a) — 1,418 1,125 Weighted average shares used in diluted computation (a) 26,857 29,043 29,871 Earnings (loss) per share: Basic (a) $ (0.97 ) $ 1.44 $ 5.82 Diluted (a) $ (0.97 ) $ 1.37 $ 5.60 (a) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 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 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): Year Ended December 31, 2016 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 133,279 $ 133,279 $ — $ — $ 133,279 Brokerage — 207,040 207,040 — (7,860 ) 199,180 Management fees 64,086 3,162 67,248 (1,665 ) (24,971 ) (a) 40,612 Incentive income (loss) 26,274 — 26,274 (714 ) (17,226 ) (a) 8,334 Investment income (loss) 3,015 1,008 4,023 — (4,023 ) (c) — Interest and dividends — — — — 14,732 (c) 14,732 Aircraft lease revenue — — — — 4,161 (f) 4,161 Reimbursement from affiliates — — — (303 ) 10,807 (e) 10,504 Reinsurance premiums — — — — 32,459 (h) 32,459 Other revenue 29,202 565 29,767 — (7,412 ) (f) (h) (c) 22,355 Consolidated Funds revenues — — — 5,949 — 5,949 Total revenues 122,577 345,054 467,631 3,267 667 471,565 Expenses Non interest expense 102,163 369,188 471,351 (429 ) 37,824 (b)(c)(d) 508,746 Interest and dividends 12,827 4,363 17,190 — 12,118 (c) 29,308 Consolidated Funds expenses — — — 9,064 — 9,064 Total expenses 114,990 373,551 488,541 8,635 49,942 547,118 Total other income (loss) — — — 8,532 35,534 (c) 44,066 Income taxes expense / (benefit) — — — — (19,092 ) (b) (19,092 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (7,821 ) — (7,821 ) (3,164 ) 4,103 (6,882 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (234 ) $ (28,497 ) $ (28,731 ) $ — $ 9,454 $ (19,277 ) Year Ended December 31, 2015 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 222,781 $ 222,781 $ — $ — $ 222,781 Brokerage — 160,436 160,436 — (2,714 ) 157,722 Management fees 68,989 1,026 70,015 (1,307 ) (26,802 ) (a) 41,906 Incentive income (loss) (1,544 ) — (1,544 ) (736 ) 3,746 (a) 1,466 Investment income (loss) 49,244 13,352 62,596 — (62,596 ) (c) — Interest and dividends — — — — 13,796 (c) 13,796 Reimbursement from affiliates — — — (190 ) 21,747 (e) 21,557 Other revenue 14,492 890 15,382 — (11,656 ) (c) 3,726 Consolidated Funds revenues — — — 1,613 — 1,613 Total revenues 131,181 398,485 529,666 (620 ) (64,479 ) 464,567 Expenses Non interest expense 107,291 362,463 469,754 — 6,090 (b)(c)(d) 475,844 Interest and dividends 11,839 4,745 16,584 — 9,636 (c) 26,220 Consolidated Funds expenses — — — 2,310 — 2,310 Total expenses 119,130 367,208 486,338 2,310 15,726 504,374 Total other income (loss) — — — 8,781 42,505 (c) 51,286 Income taxes expense / (benefit) — — — — (47,496 ) (b) (47,496 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (8,796 ) — (8,796 ) (5,851 ) (599 ) (15,246 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ 3,255 $ 31,277 $ 34,532 $ — $ 9,197 $ 43,729 Year Ended December 31, 2014 Adjustments Alternative Investment Broker-Dealer (1) Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 170,506 $ 170,506 $ — $ — $ 170,506 Brokerage 55 146,192 146,247 — (6,115 ) 140,132 Management fees 64,774 — 64,774 (963 ) (23,184 ) (a) 40,627 Incentive income (loss) 45,708 — 45,708 (281 ) (42,642 ) (a) 2,785 Investment income (loss) 45,193 20,022 65,215 — (65,215 ) (c) — Interest and dividends — — — — 48,870 (c) 48,870 Reimbursement from affiliates — — — (342 ) 12,837 (e) 12,495 Other revenue 4,645 523 5,168 — 4,278 (c) 9,446 Consolidated Funds revenues — — — 2,915 — 2,915 Total revenues 160,375 337,243 497,618 1,329 (71,171 ) 427,776 Expenses Non interest expense 115,601 320,261 435,862 — 7,609 (b)(c)(d) 443,471 Goodwill impairment — — — — 2,334 (g) 2,334 Interest and dividends 7,804 1,994 9,798 — 32,954 (c) 42,752 Consolidated Funds expenses — — — 1,634 — 1,634 Total expenses 123,405 322,255 445,660 1,634 42,897 490,191 Total other income (loss) — — — 5,775 114,476 (c) 120,251 Income taxes expense / (benefit) — — — — (124,944 ) (b) (124,944 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (7,802 ) — (7,802 ) (5,470 ) (2,292 ) (15,564 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. stockholders $ 29,168 $ 14,988 $ 44,156 $ — $ 123,060 $ 167,216 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). (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). (g) Economic Income (Loss) excludes goodwill impairment and other reorganization expenses. (h) Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities net of expenses. For the year ended December 31, 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 | 12 Months Ended |
Dec. 31, 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 December 31, 2016 , Cowen and Company had total net capital of approximately $65.3 million , which was approximately $64.3 million in excess of its minimum net capital requirement of $1.0 million . As of December 31, 2016 , ATM Execution had total net capital of approximately $3.5 million , which was approximately $3.2 million in excess of its minimum net capital requirement of $250,000 . As of December 31, 2016 , Cowen Prime had total net capital of approximately $13.9 million , which was approximately $13.6 million in excess of its minimum net capital requirement of $250,000 . 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 perform computations for PAB and segregate 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 December 31, 2016 , Ramius UK's Financial Resources of $0.22 million exceeded its minimum requirement of $0.05 million by $0.17 million . As of December 31, 2016 , CIL's Financial Resources of $9.6 million exceeded its minimum requirement of $2.6 million by $7.0 million . Cowen’s Luxembourg reinsurance companies, Vianden RCG Re SCA (“Vianden”) and Hollenfels, are 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 December 31, 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 December 31, 2016 . RCG Insurance Company’s capital and surplus as of December 31, 2016 totaled approximately $22.5 million . |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 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 December 31, 2016 and 2015 , $12.6 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. For the year ended December 31, 2016 , the Company reimbursed the funds it manages $0.2 million , which were recorded net in management fees and incentive income in the accompanying consolidated statements of operation. For the year ended December 31, 2015 , these amounts were immaterial. For the year ended December 31, 2014, the Company reimbursed the funds it manages $0.1 million . As of December 31, 2016 and 2015 , related amounts still payable were $0.3 million and $0.1 million , respectively, and were reflected in fees payable in the accompanying 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 consolidated statements of financial condition. As of December 31, 2016 and 2015 , loans to employees of $9.2 million and $5.5 million , respectively, were included in due from related parties on the accompanying consolidated statements of financial condition. Of these amounts $3.3 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 $1.2 million , $3.2 million , and $4.4 million , for the years ended December 31, 2016 , 2015 , and 2014, respectively. This expense is included in employee compensation and benefits in the accompanying consolidated statement of operations. For the year ended December 31, 2016 , 2015 , and 2014, the interest income was insignificant for all related party loans and advances. Included in due to related parties is approximately $0.7 million and $0.3 million as of December 31, 2016 and 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. As of December 31, 2016 and 2015 , included in due from related parties is $18.7 million and $14.4 million , respectively, related to the sales of portions 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 year ended December 31, 2016 was $0.6 million . The interest income for the year ended December 31, 2015 was immaterial. The remaining balance included in due from related parties of $11.8 million and $19.7 million as of December 31, 2016 and 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 December 31, 2016 and 2015 , such investments aggregated $ 32.9 million and $ 21.3 million , respectively, were included in redeemable non-controlling interests on the accompanying consolidated statements of financial condition. Their share of the net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds aggregated $ 5.7 million , $ 10.4 million , and $10.6 million for the years ended December 31, 2016 , 2015 , and 2014 respectively. |
Guarantees and Off-Balance Shee
Guarantees and Off-Balance Sheet Arrangements | 12 Months Ended |
Dec. 31, 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 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 consolidated financial statements for these indemnifications. Off-Balance Sheet Arrangements The Company has no material off-balance sheet arrangements as of December 31, 2016 and 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 | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events 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 subsequent events requiring adjustment or disclosure in the consolidated financial statements. |
Supplemental Financial Informat
Supplemental Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Supplemental Financial Information | Supplemental Financial Information The following table presents unaudited quarterly results of operations for 2016 and 2015 . These quarterly results reflect all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the results. Revenues and net income (loss) can vary significantly from quarter to quarter due to the nature of the Company's business activities. Cowen Group, Inc. Quarterly Financial Information (Unaudited) Quarter Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 (dollars in thousands, except per share data) Total revenues $ 101,039 $ 117,231 $ 131,027 $ 122,268 Income (loss) before income taxes (11,315 ) (39,153 ) 24,018 (5,037 ) Income tax expense (benefit) (3,320 ) (11,992 ) 8,759 (12,539 ) Net income (loss) from continuing operations (7,995 ) (27,161 ) 15,259 7,502 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (4,297 ) (16,705 ) 18,478 9,406 Net income (loss) attributable to Cowen Group, Inc. (3,698 ) (10,456 ) (3,219 ) (1,904 ) Preferred stock dividends 1,698 1,698 1,698 1,698 Net income (loss) attributable to Cowen Group, Inc. common stockholders $ (5,396 ) $ (12,154 ) $ (4,917 ) $ (3,602 ) Earnings (loss) per share: Basic (a) $ (0.20 ) $ (0.45 ) $ (0.18 ) $ (0.13 ) Diluted (a) $ (0.20 ) $ (0.45 ) $ (0.18 ) $ (0.13 ) Weighted average number of common shares: Basic (a) 26,591 26,867 26,993 26,973 Diluted (a) 26,591 26,867 26,993 26,973 Quarter Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 (dollars in thousands, except per share data) Total revenues $ 121,094 $ 119,608 $ 113,254 $ 110,611 Income (loss) before income taxes 26,365 13,978 (11,083 ) (17,781 ) Income tax expense (benefit) 6,947 3,346 (5,081 ) (52,708 ) Net income (loss) from continuing operations 19,418 10,632 (6,002 ) 34,927 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds 2,720 3,916 4,344 4,266 Net income (loss) attributable to Cowen Group, Inc. 16,698 6,716 (10,346 ) 30,661 Preferred stock dividends — 755 1,603 1,717 Net income (loss) attributable to Cowen Group, Inc. common stockholders $ 16,698 $ 5,961 $ (11,949 ) $ 28,944 Earnings (loss) per share: Basic (a) $ 0.60 $ 0.21 $ (0.44 ) $ 1.08 Diluted (a) $ 0.56 $ 0.20 $ (0.44 ) $ 1.03 Weighted average number of common shares: Basic (a) 28,013 27,978 27,297 26,809 Diluted (a) 29,647 29,556 27,297 28,182 (a) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Significant Accounting Polici36
Significant Accounting Policies - Annual (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of Presentation These 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 general partner interest. All material intercompany transactions and balances have been eliminated on consolidation. Certain fund entities that are consolidated in these accompanying 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 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 consolidated financial statements. The management fees and incentive income earned by the Company from these funds are eliminated in consolidation. Certain reclassifications have been made to prior period amounts in order to conform to current period presentation. |
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 whic h were previously considered voting interest entities and are 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 December 31, 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"), (as of May 1, 2016) Caerus Select Fund LP ("Caerus LP"), Ramius Archview Credit and Distressed Master Fund ("Archview Master Fund") and Ramius Merger Arbitrage UCITS Fund ("UCITS Fund") (collectively the "Consolidated Funds"). Archview Credit and Distressed Fund ("Archview Feeder Fund") was consolidated during the year but was deconsolidated during the fourth quarter of 2016 upon sale of the Company's investment in this fund. 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 of the new accounting pronouncement regarding consolidation accounting, the Company reevaluated all of its investment products for consolidation. As of January 1, 2016, in accordance with the adoption of the new accounting pronouncement, the Company deconsolidated Quadratic Fund LLC ("Quadratic LLC"). Adoption of this 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 December 31, 2016 and December 31, 2015 , the total net assets of the consolidated VIEs were $461.6 million and $1.5 million , respectively. The VIEs act as investment managers and/or investment companies that may be managed by the Company or the Company may have equity interest in those investment companies. The VIEs are financed through their operations and/or loan agreements with the Company. As of December 31, 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 their 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 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 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 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 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 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") and Cowen Prime also apply the specialized industry accounting for brokers and dealers in securities also prescribed under US GAAP and International Financial Reporting Standards ("IFRS"). The Company also retains specialized accounting upon consolidation. |
Use of estimates | Use of estimates The preparation of the accompanying 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 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. |
Cash and cash equivalents | Cash and cash equivalents The Company considers investments in money market funds and other highly liquid investments with original maturities of three months or less which are deposited with a bank or prime broker to be cash equivalents. Cash and cash equivalents held at Consolidated Funds, although not legally restricted, are not available to fund the general liquidity needs of the Company. The Company may also be exposed to credit risk as a result of cash being held at several banks. |
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 level 3 investments 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. |
Due From / Due to Related Parties | Due from/due to related parties The Company may advance amounts and pay certain expenses on behalf of employees of the Company or other affiliates of the Company. These amounts settle in the ordinary course of business. Such amounts are included in due from and due to related parties, respectively, on the accompanying consolidated statements of financial condition. |
Receivable from and payable to brokers | Receivable from and payable to brokers Receivable from and payable to brokers, includes cash held at clearing brokers, amounts receivable or payable for unsettled transactions, monies borrowed and proceeds from short sales equal to the fair value of securities sold, but not yet purchased. Pursuant to the Company's prime broker agreements, these balances are presented net (assets less liabilities) across balances with the same broker. |
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 |
Goodwill and Intangible Assets, Policy | Goodwill and intangible assets Goodwill represents the excess of the purchase price consideration of acquired companies over the estimated fair value assigned to the individual assets acquired and liabilities assumed. Goodwill is allocated to the Company's reporting units at the date the goodwill is initially recorded. Once goodwill has been allocated to the reporting units, it generally no longer retains its identification with a particular acquisition, but instead becomes identifiable with the reporting unit. As a result, all of the fair value of each reporting unit is available to support the value of goodwill allocated to the unit. In accordance with US GAAP, the Company tests goodwill for impairment on an annual basis, at December 31 st each year, or at an interim period if events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Under US GAAP, the Company tests goodwill for impairment by assessing the qualitative factors including, macroeconomic environment, industry and market specific conditions, financial performance and events specific to the reporting unit to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. Based on the results of the qualitative assessment the Company performs the two-step goodwill impairment test. The first step requires a comparison of the fair value of the reporting unit to its carrying value, including goodwill. If the fair value of the reporting unit exceeds its carrying value, the related goodwill is not considered impaired and no further analysis is required. If the carrying value of the reporting unit exceeds the fair value, there is an indication that the related goodwill might be impaired and the step two is performed to measure the amount of impairment, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit's goodwill with its carrying amount to measure the amount of impairment, if any. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. In other words, the estimated fair value of the reporting unit is allocated to all of its assets and liabilities (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the purchase price paid. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment is recognized in an amount equal to that excess. Goodwill impairment tests involve significant judgment in determining the estimates of future cash flows, discount rates, economic forecast and other assumptions which are then used in acceptable valuation techniques, such as the market approach (earning and or transactions multiples) and / or income approach (discounted cash flow method). Changes in these estimates and assumptions could have a significant impact on the fair value and any resulting impairment of goodwill. See Note 9 for further discussion. Intangible assets with finite lives are amortized over their estimated average useful lives. The Company does not have any intangible assets deemed to have indefinite lives. Intangible assets are tested for potential impairment whenever events or changes in circumstances suggest that an asset or asset group's carrying value may not be fully recoverable. Similar to goodwill impairment test, an impairment loss, calculated as the difference between the estimated fair value and the carrying value of an asset or asset group, is recognized in the accompanying consolidated statements of operations if the sum of the estimated undiscounted cash flows relating to the asset or asset group is less than the corresponding carrying value. |
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 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 the Company's previously reported 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 consolidated statements of financial condition, as of December 31, 2016 and 2015 is $10.3 million and $12.0 million , respectively. Deferred rent asset, included in other assets in the accompanying consolidated statements of financial condition, as of December 31, 2016 and 2015 is $0.1 million and $0.3 million , respectively. |
Legal Costs, Policy | Legal reserves 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 reserve nor disclosure is required for losses that are deemed remote. |
Capital withdrawals payable | Capital withdrawals payable Capital withdrawals from the Consolidated Funds are recognized as liabilities, net of any incentive income, when the amount requested in the withdrawal notice represents an unconditional obligation at a specified or determined date (or dates) or upon an event certain to occur. This generally may occur either at the time of the receipt of the notice, or on the last day of a reporting period, depending on the nature of the request. As a result, withdrawals paid after the end of the year, but based upon year-end capital balances are reflected as liabilities at the balance sheet date. |
Redeemable non-controlling interests in consolidated subsidiaries | Redeemable non-controlling interests in consolidated subsidiaries Redeemable non-controlling interests represent the pro rata share of the book value of the financial positions and results of operations attributable to the other owners of the consolidated subsidiaries. Redeemable non-controlling interests related to Consolidated Funds are generally subject to annual, semi-annual or quarterly withdrawals or redemptions by investors in these funds, sometimes following the expiration of a specified period of time (generally one year), or may only be withdrawn subject to a redemption fee (generally ranging from 1% to 5% ). Likewise, non-controlling interests related to certain other consolidated entities are generally subject to withdrawal, redemption, transfer or put/call rights that permit such non-controlling investors to withdraw from the entities on varying terms and conditions. Because these non-controlling interests are redeemable at the option of the non-controlling interests, they have been classified as temporary equity in the accompanying consolidated statements of financial condition. When redeemed amounts become legally payable to investors on a current basis, they are reclassified as a liability. |
Stockholders' Equity, Policy | Treasury stock In accordance with the US GAAP relating to repurchases of an entity's own outstanding common stock, the Company records the purchases of stock held in treasury at cost and reports them separately as a deduction from total stockholders' equity on the accompanying consolidated statements of financial condition and changes in equity. |
Comprehensive Income, Policy | Comprehensive income (loss) Comprehensive income (loss) consists of net income and other comprehensive income (loss). The Company's other comprehensive income (loss) is comprised of valuation adjustments to the Company's defined benefit plans and foreign currency cumulative translation adjustments. |
Revenue Recognition Leases, Operating | Revenue recognition The Company's principle sources of revenue are derived from two segments: an alternative investment segment and a broker-dealer segment, as more fully described below. Our alternative investment segment generates revenue through three principle sources: management fees, incentive income and investment income from the Company's own capital. Our broker-dealer segment generates revenue through three principle sources: investment banking, brokerage and investment income. Management fees The Company earns management fees from affiliated funds and certain managed accounts that it serves as the investment manager based on assets under management. The actual management fees received vary depending on distribution fees or fee splits paid to third parties either in connection with raising the assets or structuring the investment. Several general partners of the funds are owned jointly by the Company and third parties. Accordingly, the management fees generated by these funds are split between the Company and the other general partners. Pursuant to US GAAP, these fees received by the general partners that are accounted for under the equity method of accounting and are reflected under net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. Management fees are generally paid on a quarterly basis at the beginning of each quarter in arrears and are prorated for capital inflows and redemptions. While some investors may have separately negotiated fees, in general the management fees are as follows: • Hedge Funds. Management fees for the Company's hedge funds are generally charged at an annual rate of up to 2% of assets under management or notional trading level. Management fees are generally calculated monthly based on assets under management at the end of each month before incentive income . • Registered Funds. Management fees for the Company’s registered funds (State Street/Ramius Managed Futures Strategy Fund and Ramius Archview Credit and Distressed Fund) are generally charged at an annual rate of up to 1.50% of assets under management . • Real Estate. Management fees from the Company's real estate business are generally charged at an annual rate from 0.25% to 1.50% of total capital commitments during the investment period and of invested capital or net asset value of the applicable fund after the investment period has ended. Management fees are typically paid to the general partners on a quarterly basis, at the beginning of the quarter in arrears, and are prorated for changes in capital commitments throughout the investment period and invested capital after the investment period. • HealthCare Royalty Partners. In HealthCare Royalty Partners main funds, during the investment period (as defined in the relevant partnership agreements), management fees are generally charged at an annual rate of 1% to 2% of committed capital. After the investment period, management fees for these funds are generally charged at an annual rate of 0.5% to 2% of the net asset value or the aggregate cost basis of the unrealized investments held by the funds. For the other funds (and managed account) managed by Healthcare Royalty Partners, the management fee ranges from .2% to 1% and there is no adjustment based on an investment period. Management fees for the HealthCare Royalty Partners funds are calculated on a quarterly basis. • Ramius Trading Strategies. Management fees and platform fees for the Company's private commodity trading advisory business are generally charged at an annual rate of up to 0.5% . Management and platform fees are generally calculated monthly based on each account's notional trading level at the end of each month . Incentive income The Company earns incentive income based on net profits (as defined in the respective investment management agreements) with respect to certain of the Company's funds and managed accounts, allocable for each fiscal year that exceeds cumulative unrecovered net losses, if any, that have been carried forward from prior years. For the products the Company offers, incentive income earned is typically up to 20% for hedge funds (in certain cases on performance in excess of a benchmark), of the net profits earned for the full year that are attributable to each fee-paying investor. Generally, incentive income on real estate funds is earned after the investor has received a full return of their invested capital, plus a preferred return. However, for certain real estate funds, the Company is entitled to receive incentive fees earlier, provided that the investors have received their preferred return on a current basis or on an investor by investor basis. These funds are generally subject to a potential clawback of these incentive fees upon the liquidation of the fund if the investor has not received a full return of its invested capital plus the preferred return thereon. Incentive income in the HealthCare Royalty Partners funds is generally earned only after investors receive a full return of their capital plus a preferred return. Pursuant to US GAAP, incentive income received by the general partners that are accounted for under the equity method of accounting and are reflected under net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. In periods following a period of a net loss attributable to an investor, the Company generally does not earn incentive income on any future profits attributable to that investor until the accumulated net loss from prior periods is recovered, an arrangement commonly referred to as a “high-water mark.” The Company has elected to record incentive income revenue in accordance with “Method 2” of US GAAP. Under Method 2, the incentive income from the Company's funds and managed accounts for any period is based upon the net profits of those funds and managed accounts at the reporting date. Any incentive income recognized in the accompanying consolidated statement of operations may be subject to future reversal based on subsequent negative performance prior to the conclusion of the fiscal year, when all contingencies have been resolved. Carried interest in the real estate funds and HealthCare Royalty Partners funds are subject to clawback to the extent that the carried interest actually distributed to date exceeds the amount due to the Company based on cumulative results. As such, the accrual for potential repayment of previously received carried interest, which is a component of accounts payable, accrued expenses and other liabilities, represents all amounts previously distributed to the Company, less an assumed tax liability, that would need to be repaid to certain funds if these funds were to be liquidated based on the current fair value of the underlying funds' investments as of the reporting date. The actual clawback liability does not become realized until the end of a fund's life. Investment Banking The Company earns investment banking revenue primarily from fees associated with public and private capital raising transactions and providing strategic advisory services. Investment banking revenues are derived primarily from small and mid-capitalization companies within the Company's Target Sectors. Investment banking revenue consists of underwriting fees, strategic/financial advisory fees and placement and sales agent fees. • Underwriting fees. The Company earns underwriting fees in securities offerings in which the Company acts as an underwriter, such as initial public offerings, follow-on equity offerings, debt offerings, and convertible security offerings. Fee revenue relating to underwriting commitments is recorded when all significant items relating to the underwriting process have been completed and the amount of the underwriting revenue has been determined. This generally is the point at which all of the following have occurred: (i) the issuer's registration statement has become effective with the SEC or the other offering documents are finalized; (ii) the Company has made a firm commitment for the purchase of securities from the issuer; and (iii) the Company has been informed of the number of securities that it has been allotted. When the Company is not the lead manager for an underwriting transaction, management must estimate the Company's share of transaction-related expenses incurred by the lead manager in order to recognize revenue. Transaction-related expenses are deducted from the underwriting fee and therefore reduce the revenue the Company recognizes as co-manager. Such amounts are adjusted to reflect actual expenses in the period in which the Company receives the final settlement, typically within 90 days following the closing of the transaction. • Strategic/financial advisory fees. The Company's strategic advisory revenues include success fees earned in connection with advising companies, principally in mergers and acquisitions and restructuring transactions. The Company also earns fees for related advisory work such as providing fairness opinions. The Company records strategic advisory revenues when the services for the transactions are completed under the terms of each assignment or engagement and collection is reasonably assured. Expenses associated with such transactions are deferred until the related revenue is recognized or the engagement is otherwise concluded. • Placement and sales agent fees. The Company earns agency placement fees and sales agent commissions in non-underwritten transactions such as private placements of loans and debt and equity securities, including, private investment in public equity transactions (“PIPEs”), and as sales agent in at-the-market offerings of equity securities. The Company records placement revenues (which may be in cash and/or securities) when the services for the transactions are completed under the terms of each assignment or engagement and collection is reasonably assured. The Company records sales agent commissions on a trade date basis. Expenses associated with such transactions are deferred until the related revenue is recognized or the engagement is otherwise concluded. Brokerage Brokerage revenue consists of commissions, principal transactions and research fees. • Commissions. Commission revenue includes fees from executing client transactions. These fees are recognized on a trade date basis. The Company permits institutional customers to allocate a portion of their commissions to pay for research products and other services provided by third parties. The amounts allocated for those purposes are commonly referred to as soft dollar arrangements. Commissions on soft dollar brokerage are recorded net of the related expenditures on an accrual basis. Commission revenues also includes fees from making algorithms available to clients. • Principal transactions. Principal transactions revenue includes net trading gains and losses from the Company's market-making activities in over-the-counter equity and fixed income securities, trading of convertible securities, and trading gains and losses on inventory and other firm positions, which include warrants previously received as part of investment banking transactions. In certain cases, the Company provides liquidity to clients by buying or selling blocks of shares of listed stocks without previously identifying the other side of the trade at execution, which subjects the Company to market risk. These positions are typically held for a very short duration. • Equity and credit research fees. Equity and credit research fees are paid to the Company for providing equity and credit research. Revenue is recognized once an arrangement exists, access to research has been provided, the fee amount is fixed or determinable, and collection is reasonably assured. Interest and dividends Interest and dividends are earned by the Company from various sources. The Company receives interest and dividends primarily from securities held by the Company for purposed of investing capital, investments held by its Consolidated Funds and its brokerage balances. Interest is recognized on an accrual basis and interest income is recognized on the debt of those issuers that is deemed collectible. Interest income and expense includes premiums and discounts amortized and accreted on debt investments based on criteria determined by the Company using the effective yield method, which assumes the reinvestment of all interest payments. Dividends are recognized on the ex-dividend date. Reimbursement from affiliates The Company allocates, at its discretion, certain expenses incurred on behalf of its hedge fund and real estate businesses. These expenses relate to the administration of such subsidiaries and assets that the Company manages for its funds. In addition, pursuant to the funds' offering documents, the Company charges certain allowable expenses to the funds, including charges and personnel costs for legal, compliance, accounting, tax compliance, risk and technology expenses that directly relate to administering the assets of the funds. Such expenses that have been reimbursed at their actual costs are included in the accompanying consolidated statements of operations as employee compensation and benefits, professional, advisory and other fees, communications, occupancy and equipment, client services and business development and other. Aircraft lease revenue Aircraft lease revenue associated with the Company's aircraft leasing business is recorded on a straight-line basis over the term of the lease, net of the amortization of rent receivables, deferred rent, and/or prepaid initial direct costs. Reinsurance-related contracts Premiums for reinsurance-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 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 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 consolidated statements of financial condition. |
Investment Transactions and Related Income / Expenses | Investments transactions and related income/expenses Purchases and sales of securities, net of commissions, and derivative contracts, and the related revenues and expenses are recorded on a trade date basis with net trading gains and losses included as a component of net gains (losses) on securities, derivatives and other investments, and with respect to the Consolidated Funds and other real estate entities as a component of net realized and unrealized gains (losses) on investments and other transactions and net realized and unrealized gains (losses) on derivatives, in the accompanying consolidated statements of operations. |
Share-based Compensation, Option and Incentive Plans Policy | Share-based compensation The Company accounts for its share-based awards granted to individuals as payment for employee services in accordance with US GAAP and values such awards based on grant date fair value. Unearned compensation associated with share-based awards is amortized over the vesting period of the option or award. The Company estimates forfeiture for equity-based awards that are not expected to vest. See Note 15 for further information regarding the Company's share-based compensation plans. |
Lease, Policy | Leases The Company leases certain facilities and equipment used in its operations. The Company evaluates and classifies its leases as operating or capital leases for financial reporting purposes. Assets held under capital leases are included in fixed assets. Operating lease expense is recorded on a straight-line basis over the lease term. Landlord incentives are recorded as deferred rent and amortized, as reductions to lease expense, on a straight-line basis over the life of the applicable lease. |
Income Tax, Policy | Income taxes The Company accounts for income taxes in accordance with US GAAP which requires the recognition of tax benefits or expenses based on the estimated future tax effects of temporary differences between the financial statement and tax basis of its assets and liabilities. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date. Valuation allowances are established to reduce deferred tax assets to an amount that is more likely than not to be realized. US GAAP clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements, requiring the Company to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. For tax positions meeting the more likely than not threshold, the tax amount recognized in the financial statements is reduced by the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant taxing authority. The Company recognizes accrued interest and penalties related to its uncertain tax positions as a component of income tax expense. In accordance with federal and state tax laws, the Company and its subsidiaries file consolidated federal, state, and local income tax returns as well as stand-alone state and local tax returns. The Company also has subsidiaries that are resident in foreign countries where tax filings have to be submitted on a stand-alone or combined 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 in the consolidated statement of operations. The countries where the Company owns subsidiaries and has tax filing obligations are the United Kingdom, Luxembourg, and Hong Kong. |
Foreign Currency Transactions and Translations Policy | Foreign currency transactions The Company consolidates certain foreign subsidiaries that have designated a foreign currency as their functional currency. For entities that have designated a foreign currency as their functional currency, assets and liabilities are translated into U.S. dollars based on current rates, which are the spot rates prevailing at the end of each statement of financial condition date, and revenues and expenses are translated at historical rates, which are the average rates for the relevant periods. The resulting translation gains and losses, and the tax effects of such gains and losses, are recorded in accumulated other comprehensive income (loss), a separate component of stockholders' equity. For subsidiaries that have designated the U.S. Dollar as their functional currency, securities and other assets and liabilities denominated in foreign currencies are translated into U.S. Dollar amounts at the date of valuation. Purchases and sales of securities and other assets and liabilities and the related income and expenses denominated in foreign currencies are translated into U.S. Dollar amounts on the respective dates of the transactions. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on these balances from fluctuations arising from changes in market prices of securities and other assets/liabilities held or sold. Such fluctuations are included in the accompanying consolidated statements of operations as a component of net gains (losses) on securities, derivatives and other investments. Gains and losses primarily relating to foreign currency broker balances are included in Other income (loss) in the accompanying consolidated statements of operations. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In January 2017, the FASB issued guidance which clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Under the current guidance, there are three elements of a business-inputs, processes, and outputs. While an integrated set of assets and activities (collectively, a “set”) that is a business usually has outputs, outputs are not required to be present. In addition, all the inputs and processes that a seller uses in operating a set are not required if market participants can acquire the set and continue to produce outputs, for example, by integrating the acquired set with their own inputs and processes. The new guidance provides a screen to determine when a set is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. For public business entities, the guidance is effective prospectively for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements. In November 2016, the FASB issued guidance which reduces the diversity in practice as to how changes in restricted cash are presented and classified in the statement of cash flows. The guidance requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The guidance does not provide a definition of restricted cash or restricted cash equivalents. For public business entities, the guidance is effective prospectively for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The Company currently presents its restricted cash and changes in its restricted cash, separately on its consolidated statement of financial condition and consolidated statements of cash flows respectively. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements. In October 2016, the FASB issued guidance to amend the consolidation guidance on how a reporting entity that is the single decision maker of a VIE should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The primary beneficiary of a VIE is the reporting entity that has a controlling financial interest in a VIE and, therefore, consolidates the VIE. A reporting entity has an indirect interest in a VIE if it has a direct interest in a related party that, in turn, has a direct interest in the VIE. The amendments require that reporting entity, in determining whether it satisfies the second characteristic of a primary beneficiary, to include all of its direct variable interests in a VIE and, on a proportionate basis, its indirect variable interests in a VIE held through related parties, including related parties that are under common control with the reporting entity. That is, under the amendments, a single decision maker is not required to consider indirect interests held through related parties that are under common control with the single decision maker to be the equivalent of direct interests in their entirety. Instead, a single decision maker is required to include those interests on a proportionate basis consistent with indirect interests held through other related parties. The amendments in this guidance are effective for public business entities for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements. In August 2016, the FASB issued guidance which reduces the diversity in practice as to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This guidance addresses eight specific cash flow issues with the objective of reducing the existing and potential future diversity in practice. The amendments in this guidance are effective for public business entities for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on the Company’s cash flows presentation. 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 will reflect the impact in the Company’s consolidated statements of 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 2016, the FASB issued various new guidance to clarify the implementation guidance on principal versus agent considerations, revenue from contracts with customers and identifying performance obligations and licensing implementation. 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. As of December 31, 2016 the Company determined that it does not have any impact from this pronouncement. 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. As of December 31, 2016 the Company determined that it does not have any impact from this pronouncement. 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 simplifies the impairment assessment for equity investments and clarifies 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 disclosure. In January 2017, the FASB issued guidance which simplify the subsequent measurement of goodwill, the new guidance eliminated Step 2 from the goodwill impairment test which was required in computing the implied fair value of goodwill. Instead, under the new amendments, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The amendments in this guidance are effective for public business entities for annual and interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019 with early adoption permitted after January 1, 2017. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements. |
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 year ended December 31, 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 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. |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Acquisition [Abstract] | |
Business Acquisition, Pro Forma Information | The following unaudited supplemental pro forma information presents consolidated financial results for the year ended December 31, 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 year ended December 31, 2015 (dollars in thousands, except per share data) (unaudited) Revenues $ 496,543 Net income (loss) attributable to Cowen Group, Inc. common stockholders 40,613 Net income per common share: Basic $ 1.48 Diluted $ 1.40 |
Significant Accounting Polici38
Significant Accounting Policies a (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment Useful Life | 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 |
Investments of Operating Enti39
Investments of Operating Entities and Consolidated Funds - (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investment Holdings [Line Items] | |
Marketable Securities | As of December 31, 2016 and 2015 , securities owned, at fair value consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Common stocks (b) $ 669,655 $ 515,108 Preferred stock (b) 15,811 25,563 Warrants and rights 8,335 3,059 U.S. Government securities (a) (b) 3,780 3,016 Corporate bonds (d) 3,029 47,192 Convertible bonds (c) 250 819 Trade claims 10 — Mutual funds (b) (e) 6 14,477 $ 700,876 $ 609,234 (a) As of December 31, 2016 , maturities ranged from February 2017 to December 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) The Company has elected the fair value option for investments in securities of preferred and common stocks with a fair value of $7.0 million and $5.2 million at December 31, 2016 and preferred and common stock with a fair value of $11.6 million and $9.4 million , respectively, at December 31, 2015 . The Company has also elected the fair value option for investments in mutual funds and U.S. government securities with a fair value of $0.1 million and $3.8 million at December 31, 2016 and mutual funds and U.S. government securities with a fair value of $5.5 million and $3.0 million , respectively, at December 31, 2015 , respectively. (c) As of December 31, 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 December 31, 2016 , maturities ranged from January 2017 to January 2036 and interest rates ranged between 6.25% to 13.00% . 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 December 31, 2016 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 12,421 $ 104 $ 9,416 $ 189 Currency forwards $ 80,608 592 $ 67,862 659 Swaps $ 46,462 468 $ 118,488 2,327 Options other (a) 256,097 21,539 289,433 31,456 Foreign currency options $ 57,051 198 $ 283,797 4,987 $ 22,901 $ 39,618 (a) Includes index, equity, commodity future and cash conversion options. Payable for derivative contracts As of December 31, 2016 2015 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 38,345 $ 642 $ 11,995 $ 101 Currency forwards $ — — $ 44,156 463 Swaps $ 9,533 181 $ 7,605 71 Options other (a) 23,726 19,939 16,632 20,548 $ 20,762 $ 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 December 31, 2016 and 2015 . This table does not include the impact of over collateralization. Gross amounts not offset in the Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Consolidated Statements of Financial Condition (a) Net amounts included on the Consolidated Statements of Financial Condition Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of December 31, 2016 Receivable on derivative contracts, at fair value $ 22,901 $ — $ 22,901 $ — $ 1,382 $ 21,519 Payable for derivative contracts, at fair value 20,762 — 20,762 — 181 20,581 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 December 31, 2016 and 2015 , other investments included the following: As of December 31, 2016 2015 (dollars in thousands) Portfolio Funds, at fair value (1) $ 120,023 $ 114,281 Equity method investments (2) 36,991 27,067 Lehman claims, at fair value 265 299 $ 157,279 $ 141,647 |
Schedule of Other Investments, Portfolio Funds | The Portfolio Funds, at fair value as of December 31, 2016 and 2015 , included the following: As of December 31, 2016 2015 (dollars in thousands) Starboard Value and Opportunity Fund LP (c)(*) $ 27,424 $ 20,369 Formation8 Partners Fund I, L.P. (f) 22,234 19,454 RCG Longview Debt Fund V, L.P. (i) (*) 16,187 18,147 HealthCare Royalty Partners LP (a)(*) 7,147 12,127 Quadratic Fund LLC (k) (*) 6,729 — Green Energy Metals Fund, LP (o) 6,241 — Starboard Partners Fund LP (d)(*) 5,067 14,036 Orchard Square Partners Credit Fund LP (b) 4,327 4,170 RCG LPP2 PNW5 Co-Invest, L.P. (j) (*) 3,152 2,468 HealthCare Royalty Partners II LP (a)(*) 2,091 6,006 Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) (g) 1,790 1,101 Lagunita Biosciences, LLC (n) 1,698 1,000 Starboard Leaders Fund LP (e)(*) 1,231 1,080 RCGL 12E13th LLC (i) (*) 348 609 RCG LV Park Lane LLC (h) (*) — 809 Other private investment (l) (*) 8,548 6,909 Other affiliated funds (m)(*) 5,809 5,996 $ 120,023 $ 114,281 * 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 18 . (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 was 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 fund 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. (n) Lagunita Biosciences, LLC, a healthcare investment company that creates and grows early stage companies to commercialize impactful translational science that addresses significant clinical needs, is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (o) The Green Energy Metals Fund, LP invests the vast majority of its capital in physical off-exchange traded minor metals that are crucial to the production and sustainability of clean energy, emerging technology and energy efficiency. The Company is invested in a managed account specifically targeting Cobalt. The Green Energy Metals Fund, LP is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. |
Schedule of Other Investments, Equity Method | The following table summarizes equity method investments held by the Company: As of December 31, 2016 2015 (dollars in thousands) Surf House Ocean Views Holdings, LLC $ 13,522 $ — Starboard Value LP 12,501 15,769 RCG Longview Debt Fund V Partners, LLC 7,256 4,655 RCG Longview Management, LLC 656 656 HealthCare Royalty GP, LLC 583 989 HealthCare Royalty GP II, LLC 354 1,017 RCG Longview Debt Fund IV Management, LLC 331 331 HealthCare Royalty GP III, LLC 208 88 RCG Kennedy House, LLC 183 304 RCG Longview Equity Management, LLC 114 114 HealthCare Overflow Fund GP, LLC 68 — Urban American Real Estate Fund II, LLC — 1,211 RCG Urban American Management, LLC — 379 RCG Urban American, LLC — 120 Other 1,215 1,434 $ 36,991 $ 27,067 For the period ended December 31, 2016 , equity method investments held by the Company in aggregate have met the significance criteria as defined under SEC guidance. As such, the Company is required to present summarized financial information for these significant investees for the years ended December 31, 2016 , 2015 and 2014, and such information is as follows. As of December 31, 2016 2015 (dollars in thousands) Assets $ 88,965 $ 96,529 Liabilities 22,504 10,669 Equity $ 66,461 $ 85,860 Other equity method investment Year Ended December 31, 2016 2015 2014 (dollars in thousands) Revenues $ 90,337 $ 38,571 $ 139,360 Expenses (34,490 ) (20,658 ) (20,044 ) Net realized and unrealized gains (losses) (6,305 ) 9,715 12,342 Net Income $ 49,542 $ 27,628 $ 131,658 |
Schedule Of Results Of Operations Equity Method Investments [Table Text Block] | For the period ended December 31, 2016, one equity method investments have met the significance criteria as defined under Regulation S-X Rule 4-08(g) of the SEC guidance. As such, the Company is presenting the following summarized financial information: As of December 31, 2016 2015 (dollars in thousands) Assets Cash $ 1,176 $ 213 Performance & management fee receivable 10,146 16,839 Investments in Portfolio Funds, at fair value 2,490 3,425 Liabilities 5,604 — Equity $ 8,208 $ 20,477 Year Ended December 31, 2016 2015 2014 (dollars in thousands) Revenues $ 24,008 $ (19,246 ) $ 90,905 Expenses — — — Net realized and unrealized gains (losses) 301 (221 ) 734 Net Income $ 24,309 $ (19,467 ) $ 91,639 |
Schedule of Securities Sold, Not yet Purchased | As of December 31, 2016 and 2015 , securities sold, not yet purchased, at fair value consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Common stocks $ 263,460 $ 257,101 Corporate bonds (a) 2,591 58 Warrants and rights 39 — $ 266,090 $ 257,159 (a) As of December 31, 2016 and 2015 , the maturities ranged from April 2021 to January 2036 with interest rates ranged between 5.50% to 6.25% . |
Consolidated Funds | |
Investment Holdings [Line Items] | |
Marketable Securities | As of December 31, 2016 and 2015 , securities owned, at fair value, held by the Consolidated Funds consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Preferred stock $ 37,343 $ 32,000 Common stocks 28,474 — U.S. Government securities (a) 6,994 — Corporate bonds (b) 4,214 — Term Loan 2,209 — Warrants and rights 3 — $ 79,237 $ 32,000 (a) As of December 31, 2016 , the maturity was March 2017 with an interest rate of 0% . (b) As of December 31, 2016 , maturities ranged from October 2017 to June 2038 and interest rates ranged between 0% and 14.37% . |
Schedule of Derivative Instruments | Receivable on derivative contracts As of December 31, 2016 , receivable on derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2016 (dollars in thousands) Currency forwards $ 18 Equity swaps 731 Options 144 $ 893 Payable for derivative contracts As of December 31, 2016 , payable for derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2016 (dollars in thousands) Currency forwards $ 10 Futures 495 Options 67 $ 572 |
Schedule of Other Investments, Portfolio Funds | Investments in Portfolio Funds, at fair value As of December 31, 2016 and 2015 , investments in Portfolio Funds, at fair value, included the following: As of December 31, 2016 2015 (dollars in thousands) Investments of Enterprise LP $ 114,159 $ 111,075 Investments of Merger Fund 281,572 74,348 Investments of Caerus Select Fund LP 5,734 — Investments of Quadratic LLC — 78,395 $ 401,465 $ 263,818 |
Schedule of Securities Sold, Not yet Purchased | Securities sold, not yet purchased, at fair value As of December 31, 2016 , securities sold, not yet purchased, at fair value, held by the Consolidated Funds consisted of the following: As of December 31, 2016 (dollars in thousands) Corporate bonds (a) $ 672 Common stocks 211 $ 883 (a) As of December 31, 2016 , maturities ranged from September 2019 to September 2023 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 December 31, 2016 2015 (dollars in thousands) Preferred stock $ 1,581 $ 1,484 Common stock 835 724 Rights — 321 Trade claims — 128 Restricted stock — 124 $ 2,416 $ 2,781 |
Schedule of Derivative Instruments | Receivable/(Payable) on derivative contracts, at fair value, owned by Enterprise Master As of December 31, 2016 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 December 31, 2016 2015 Strategy (dollars in thousands) RCG Special Opportunities Fund, Ltd* Multi-Strategy $ 101,832 $ 81,544 RCG Longview Equity Fund, LP* Real Estate 4,744 7,635 RCG Longview Debt Fund IV, LP* Real Estate 1,637 3,577 RCG Longview II, LP* Real Estate 836 698 RCG Renergys, LLC* Energy 1 1 RCG Energy, LLC * Energy — 1,189 RCG Soundview, LLC* Real Estate — 452 RCG Urban American Real Estate Fund, L.P.* Real Estate — 312 Other Private Investments Various 8,682 10,515 Other Real Estate Investments * Real Estate 295 5,753 $ 118,027 $ 111,676 * Affiliates of the Company. |
Merger Master | |
Investment Holdings [Line Items] | |
Marketable Securities | Securities owned by Merger Master, at fair value As of December 31, 2016 2015 (dollars in thousands) Common stocks $ 835,672 $ 157,429 Corporate bonds (a) — 492 $ 835,672 $ 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 December 31, 2016 2015 Description (dollars in thousands) Options $ 4,264 $ 1,275 Equity swaps 255 1,001 Currency forwards — 235 $ 4,519 $ 2,511 Payable for derivative contracts, at fair value, owned by Merger Master As of December 31, 2016 2015 Description (dollars in thousands) Options $ 2,285 $ 563 Equity swaps 123 30 $ 2,408 $ 593 |
Fair Value Measurements for O40
Fair Value Measurements for Operating Entities and Consolidated Funds (Tables) | 12 Months Ended |
Dec. 31, 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 consolidated statements of financial condition by caption and by level within the valuation hierarchy as of December 31, 2016 and 2015 : Assets at Fair Value as of December 31, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned US Government securities $ 3,780 $ — $ — $ 3,780 Preferred stock — — 15,811 15,811 Common stocks 658,179 1,355 10,121 669,655 Convertible bonds — — 250 250 Corporate bonds — 2,477 552 3,029 Trade claims — — 10 10 Warrants and rights 4,616 — 3,719 8,335 Mutual funds 6 — — 6 Receivable on derivative contracts, at fair value Futures 104 — — 104 Currency forwards — 592 — 592 Swaps — 468 — 468 Options 6,662 322 14,753 21,737 Other investments Lehman claim — — 265 265 Consolidated funds Securities owned US Government securities 6,994 — — 6,994 Preferred stock — 415 36,928 37,343 Common stocks 19,467 8,712 295 28,474 Corporate Bonds — 4,214 — 4,214 Warrants and rights — — 3 3 Term loan — 1,552 657 2,209 Receivable on derivative contracts, at fair value Currency forwards — 18 — 18 Futures — 731 — 731 Options 132 12 — 144 $ 699,940 $ 20,868 $ 83,364 $ 804,172 Percentage of total assets measured at fair value 87.0 % 2.6 % 10.4 % Portfolio funds measured at net asset value (a) 120,023 Consolidated funds' portfolio funds measured at net asset value (a) 401,465 Equity method investments 36,991 Total investments $ 1,362,651 Liabilities at Fair Value as of December 31, 2016 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased Common stocks $ 263,460 $ — $ — $ 263,460 Corporate bonds — 2,591 — 2,591 Warrants and rights 39 — — 39 Payable for derivative contracts, at fair value Futures 642 — — 642 Swaps — 181 — 181 Options 5,186 — 14,753 19,939 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 5,997 5,997 Consolidated funds Securities sold, not yet purchased Common stocks 211 — — 211 Corporate bonds — 672 — 672 Payable for derivative contracts, at fair value Currency forwards — 10 — 10 Options 67 — — 67 Futures — 495 — 495 $ 269,605 $ 3,949 $ 20,750 $ 294,304 Percentage of total liabilities measured at fair value 91.6 % 1.3 % 7.1 % (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 consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 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 and/or revenues 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 December 31, 2016 can range from $0.1 million to $15.1 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 2,278 515,108 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 $ 69,034 $ 681,151 Percentage of total assets measured at fair value 79.8 % 10.1 % 10.1 % Portfolio funds measured at net asset value (a) 114,281 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 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 year ended December 31, 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. Year Ended December 31, 2016 Balance at December 31, 2015 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2016 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,872 $ — $ (1,000 ) (a) $ 3,717 $ (218 ) $ 440 $ 15,811 $ 34 Common stocks 2,278 — — 7,099 (3,222 ) 3,966 10,121 3,972 Convertible bonds 819 — — — (569 ) — 250 — Corporate bond — 675 (c) — 279 (325 ) (77 ) 552 (111 ) Options, asset 18,194 — — — — (3,441 ) 14,753 (3,441 ) Options, liability 18,194 — — — — (3,441 ) 14,753 (3,441 ) Warrants and Rights 2,572 — — 1,914 (817 ) 50 3,719 79 Trade claims — — — 10 — — 10 — Lehman claim 299 — — — — (34 ) 265 (35 ) Contingent consideration liability 6,158 — — 2,397 (4,697 ) 2,139 5,997 — Consolidated Funds Preferred stock 32,000 — (11,000 ) (a) 13,483 — 2,445 36,928 2,445 Common stocks — — — 314 — (19 ) 295 (19 ) Warrants and rights — — — — — 3 3 3 Term Loan — — — 590 — 67 657 67 Year Ended December 31, 2015 Balance at December 31, 2014 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2015 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 12,517 $ — $ (11,322 ) (a) (b) $ 14,850 $ (6,665 ) $ 3,492 $ 12,872 $ 217 Common stocks 412 — — 2,398 (441 ) (91 ) 2,278 90 Convertible bonds 900 — — 250 — (331 ) 819 (331 ) Options, asset 36,807 — — — — (18,613 ) 18,194 (18,613 ) Options, liability 36,807 — — — — (18,613 ) 18,194 (18,613 ) Warrants and Rights, asset 1,322 — — 824 (71 ) 497 2,572 715 Lehman claim 380 — — — — (81 ) 299 (81 ) Contingent consideration liability 4,083 — — 3,600 (1,725 ) 200 6,158 200 Consolidated Funds Preferred Stock — 7,000 (b) — 25,000 — — 32,000 — Lehman claim 493 — — — (739 ) 246 — — (1) Unrealized gains/losses are reported in other income (loss) in the accompanying consolidated statements of operations. (a) The investments were converted to common stock. (b) The Company transferred investments to a consolidated fund. (c) T he investment undertook a reorganization and subsequently is not traded in an active market. |
Fair Value Inputs, Assets, Quantitative Information | The following table includes quantitative information as of December 31, 2016 and 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 December 31, 2016 Valuation techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 10,917 Guideline companies/transaction price Option pricing method, discounted cash flow Volatility Market multiples Discount rate 37% 0.8x to 9.3x 9.5% to 10% Corporate and Convertible bonds 520 Discounted cash flows Market multiples Discount rate 6x 20% Warrants and rights, net 3,719 Model based Volatility 30% to 85% (weighted average 73%) Options 14,753 Option pricing models Volatility 40% Other level 3 assets (a) 53,455 Total level 3 assets 83,364 Level 3 Liabilities Options 14,753 Option pricing models Volatility 40% Contingent consideration 5,997 Discounted cash flows Projected cash flow and discount rate 8% - 25% (weighted average 23%) Total level 3 liabilities $ 20,750 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 38% Other level 3 assets (a) 44,880 Total level 3 assets 69,034 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 recent transactions. |
Fair Value Measurements, Nonrecurring | The following table presents the carrying values and fair values, at December 31, 2016 and 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 . December 31, 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 $ 112,014 $ 112,014 $ 158,485 $ 158,485 Level 1 Cash collateral pledged 13,342 13,342 10,085 10,085 Level 2 Loans receivable 31,088 31,088 (d) 65,612 65,612 (d) Level 3 Consolidated funds Cash and cash equivalents 17,761 17,761 13,934 13,934 Level 1 Financial Liabilities Convertible debt 130,029 (a) 149,545 (b) 122,401 (a) 144,946 (b) Level 2 Notes payable and other debt 77,030 80,817 (c) 68,565 71,945 (c) Level 2 (a) The carrying amount of the convertible debt includes an unamortized discount of $17.8 million and $24.7 million as of December 31, 2016 and 2015 . (b) The convertible debt includes the conversion option and is based on the last broker quote available. (c) Notes payable and other debt are based on the last broker quote available. (d) The fair market value of level 3 loans is calculated using discounted cash flows. |
Fixed Assets (Tables)
Fixed Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets | As of December 31, 2016 and 2015 , fixed assets consisted of the following: As of December 31, 2016 2015 (dollars in thousands) Telephone and computer equipment $ 2,787 $ 6,521 Computer software 2,167 1,680 Furniture and fixtures 1,204 6,131 Leasehold improvements 35,092 35,215 Assets acquired under capital leases—equipment 4,075 7,637 Aircraft and related equipment 20,893 — Other 57 — 66,275 57,184 Less: Accumulated depreciation and amortization (23,867 ) (29,953 ) $ 42,408 $ 27,231 |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure | The following table presents the changes in the Company's goodwill balance, by reporting unit for the years ended December 31, 2016 , 2015 , and 2014 : Alternative Investment Broker- Total (dollars in thousands) Beginning balance - December 31, 2014 Goodwill $ 30,228 $ 24,363 $ 54,591 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 20,028 14,878 34,906 Activity: 2015 Recognized goodwill — 23,455 23,455 Goodwill impairment charges — — — Ending balance: December 31, 2015 Goodwill 30,228 47,818 78,046 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 20,028 38,333 58,361 Activity: 2016 Recognized goodwill — 3,519 3,519 Goodwill allocated to disposal group (1,202 ) — (1,202 ) Goodwill impairment charges — — — Ending balance: December 31, 2016 Goodwill 29,026 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net $ 18,826 $ 41,852 $ 60,678 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization expense for the Company's intangible assets as of December 31, 2016 is as follows: (dollars in thousands) 2017 $ 4,681 2018 3,688 2019 2,929 2020 2,733 2021 2,674 Thereafter 9,064 $ 25,769 |
Intangible Assets Disclosure | December 31, 2016 December 31, 2015 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) (in thousands) Investment contracts 5 $ — $ — $ — $ 3,900 $ (3,900 ) $ — Trade names 1 - 7.5 9,962 (9,689 ) 273 9,712 (8,897 ) 815 Customer relationships 3 - 14 33,874 (12,948 ) 20,926 29,484 (10,338 ) 19,146 Customer contracts 1.2 800 (800 ) — 800 (800 ) — Non compete agreements and covenants with limiting conditions acquired 3 - 5 2,268 (818 ) 1,450 1,831 (172 ) 1,659 Intellectual property 3 - 10 8,283 (5,163 ) 3,120 8,237 (4,194 ) 4,043 $ 55,187 $ (29,418 ) $ 25,769 $ 53,964 $ (28,301 ) $ 25,663 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Assets [Abstract] | |
Schedule of Other Assets | Other assets in Operating Entities are as follows: As of December 31, 2016 2015 (dollars in thousands) Prepaid expenses 10,669 7,783 Deposits 5,322 674 Reinsurance receivables, net (d) 5,187 — Loan receivable (a) 3,700 8,000 Tax receivables 3,267 2,855 Miscellaneous receivables (See Note 2) 1,313 2,788 Interest and dividends receivable 718 2,006 Deferred acquisition costs (d) 677 — Deferred rent asset 52 341 Short term bridge loan (b) — 38,000 Other (c) 7,501 9,084 $ 38,406 $ 71,531 (a) As of December 31, 2016 , the maturity was August 2017 with interest rate of 12% . (b) As of December 31, 2015, the maturity was February 2016, was secured by the real estate assets and had an effective annualized interest rate of 8% . (c) Included in this amount is $4.5 million , due January 2024, with interest rate of 8% for the first five years and 8.5% for the remainder of the term, related to the Company's commercial reinsurance activities. (d) Balances relate to the Company's reinsurance business entered into during 2016 (See Note 13 ). |
Accounts Payable Accrued Expe44
Accounts Payable Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounts Payable, Accrued Expenses and Other Liabilities [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable, accrued expenses and other liabilities in Operating Entities are as follows: As of December 31, 2016 2015 (dollars in thousands) Deferred rent obligations (see Note 3(k)) $ 10,335 $ 11,979 Contingent consideration payable (see Note 2) 5,997 6,158 Equity in RCG Longview Partners II, LLC (see Note 5a(3)) 5,948 5,969 Interest and dividends payable 3,541 3,574 Loss reserves and claims incurred but not reported (a) 3,455 — Professional fees payable 3,143 4,811 Unearned premiums (a) 2,375 — Fees payable 1,093 1,555 Accrued tax liabilities 456 1,236 Deferred income 353 428 Litigation reserve — 1,300 Accrued expenses and accounts payable 14,419 15,223 $ 51,115 $ 52,233 (a) Balances relate to the Company's reinsurance business entered into during 2016 (See Note 13 ). |
Redeemable Non-Controlling In45
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds (Tables) | 12 Months Ended |
Dec. 31, 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 December 31, 2016 2015 (dollars in thousands) Redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 7,638 $ 10,906 Consolidated funds 371,567 176,005 $ 379,205 $ 186,911 |
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | Year Ended December 31, 2016 2015 2014 (dollars in thousands) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds Operating companies $ 3,717 $ 9,503 $ 10,094 Consolidated funds 3,165 5,743 5,470 $ 6,882 $ 15,246 $ 15,564 |
Share-Based Compensation and 46
Share-Based Compensation and Employee Ownership Plans (Tables) | 12 Months Ended |
Dec. 31, 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 years ended December 31, 2016 and 2015: Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2014 54,168 $ 22.6 1.6 $ 87 Options granted — — — — Options acquired — — — — Options exercised (25,000 ) 15.84 — — Options forfeited — — — — Options expired (25,001 ) 29.96 — — Balance outstanding at December 31, 2015 4,167 $ 19.56 1.10 $ — Options granted — — — — Options exercised — — — — Options expired — — — — Balance outstanding at December 31, 2016 4,167 $ 19.56 0.10 $ — Options exercisable at December 31, 2015 4,167 $ 19.56 1.10 $ — Options exercisable at December 31, 2016 4,167 $ 19.56 0.10 $ — (1) Based on the Company's closing stock price of $15.50 on December 31, 2016 and $15.32 on December 31, 2015 . (2) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Schedule of Share-based Compensation, Stock Appreciation Rights, Activity | As of December 31, 2016 , the Company's stock options were fully expensed. The following table summarizes the Company's SAR's for the years ended December 31, 2016 and 2015: Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2014 100,000 $ 11.60 3.21 $ 913 SAR's granted — — — — SAR's acquired — — — — SAR's expired — — — — Balance outstanding at December 31, 2015 100,000 $ 11.60 2.21 $ 558 SAR's granted — — — — SAR's acquired — — — — SAR's expired — — — — Balance outstanding at December 31, 2016 100,000 $ 11.60 1.21 $ 435 SAR's exercisable at December 31, 2015 — $ — — $ — SAR's exercisable at December 31, 2016 — $ — — $ — (1) Based on the Company's closing stock price of $15.50 on December 31, 2016 and $15.32 on December 31, 2015 . (2) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
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 years ended December 31, 2016 and 2015: Nonvested Restricted Shares and Restricted Stock Units (2) Weighted-Average Balance outstanding at December 31, 2014 4,413,646 $ 14.80 Granted (1) 2,260,901 17.96 Vested (1,047,072 ) 12.32 Canceled — — Forfeited (257,384 ) 13.68 Balance outstanding at December 31, 2015 5,370,091 $ 16.68 Granted (1) 2,157,403 14.02 Vested (1,487,092 ) 14.95 Canceled — — Forfeited (322,470 ) 14.89 Balance outstanding at December 31, 2016 (1) 5,717,932 $ 16.23 (1) Performance linked restricted stock units of 481,438 were awarded to employees of the Company in December 2013 and January 2014. An additional 700,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 96,875 have been forfeited through December 31, 2016 . The remaining awards, included in the outstanding balance as of December 31, 2016 , will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market conditions 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 0 , 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. (2) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of the Company's income tax expense for the years ended December 31, 2016 , 2015 and 2014 are as follows: Year ended December 31, 2016 2015 2014 (dollars in thousands) Current tax expense/(benefit) Federal $ 1,268 $ (635 ) $ 2,247 State and local 1,972 313 573 Foreign 262 348 341 Total $ 3,502 $ 26 $ 3,161 Deferred tax expense/(benefit) Federal $ (22,834 ) $ (37,979 ) $ (99,284 ) State and local (1,900 ) (7,420 ) (28,825 ) Foreign 2,140 (2,123 ) 4 Total (22,594 ) (47,522 ) (128,105 ) Total Tax expense/(benefit) $ (19,092 ) $ (47,496 ) $ (124,944 ) |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliations of the Company's federal statutory rate to the effective income tax rate for the years ended December 31, 2016 , 2015 , and 2014 are as follows: Year ended December 31, 2016 2015 2014 Pre-tax loss at U.S. statutory rate 35.0 % 35.0 % 35.0 % Deferred asset recognition — (323.8 ) — Unrecognized gains on foreign subsidiaries 38.7 — — Change in valuation allowance (6.7 ) — (252.7 ) Impact of change in NY tax law — (27.9 ) — State and foreign tax 1.3 (39.6 ) 5.8 Minority interest reversal 1.3 (46.5 ) (9.4 ) Other, net (9.0 ) (11.0 ) 5.3 Total 60.6 % (413.8 )% (216.0 )% |
Schedule of Deferred Tax Assets and Liabilities | The components of the Company's deferred tax assets and liabilities as of December 31, 2016 and 2015 are as follows: As of December 31, 2016 2015 (dollars in thousands) Deferred tax assets, net of valuation allowance Net operating loss $ 126,037 $ 110,904 Deferred compensation 44,966 65,162 Goodwill 4,758 7,009 Fixed assets 3,541 2,003 Tax credits 2,898 1,630 Acquired lease liability 4,111 4,843 Other 2,238 2,317 Total deferred tax assets 188,549 193,868 Valuation allowance (2,119 ) — Deferred tax assets, net of valuation allowance 186,430 193,868 Deferred tax liabilities Basis difference on investments — (15,352 ) Unrealized gains on investments (20,774 ) (34,613 ) Intangible assets — (296 ) Other — (47 ) Total deferred tax liabilities (20,774 ) (50,308 ) Deferred tax assets/(liabilities), net $ 165,656 $ 143,560 |
Summary of Operating Loss Carryforwards | The Company has the following net operating loss carryforwards at December 31, 2016 : Federal California Massachusetts Illinois New York State New York City Hong Kong Jurisdiction: Net operating loss (in millions) $296.7 $61.8 $31.5 $12.3 $95.6 $142.8 $12.8 Year of expiration 2036 2036 2036 2028 2036 2036 Indefinite |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Annual Lease and Service Payments | As of December 31, 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) 2017 $ 2,417 $ 15,674 $ 16,745 2018 2,359 8,550 17,002 2019 928 2,766 15,470 2020 6 740 15,305 2021 — 676 15,589 Thereafter — — 17,294 $ 5,710 $ 28,406 $ 97,405 (a) Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 19 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 $2.2 million , $2.3 million , and $1.8 million and for the years ended December 31, 2016 , 2015 , and 2014, respectively. |
Other Commitments | The following table summarizes unfunded commitments as of December 31, 2016 : Entity Unfunded Commitments Commitment term ($ in millions) Real estate (a) $ 7.6 (a) HealthCare Royalty Partners funds (b) $ 7.3 2 years Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) $ 0.8 7 years Lagunita Biosciences, LLC $ 3.0 3 years Eclipse Fund II, L.P. $ 0.9 8 years Eclipse Continuity Fund I, L.P. $ 0.9 9 years (a) The Company had unfunded commitments pertaining to capital commitments in five real estate investments held by the Company, all of which pertain to related party investments. Such commitments can be called at any time up to three years, subject to advance notice. (b) The Company is a limited partner of the HealthCare Royalty Partners funds (which are managed by Healthcare Royalty Management) and is a member of HealthCare Royalty Partners General Partners. The Company will make its pro-rata investment in the HealthCare Royalty Partners funds along with the other limited partners. |
Convertible Debt and Notes Pa49
Convertible Debt and Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt and Capital Lease Obligations | As of December 31, 2016 and 2015 , the Company's outstanding debt was as follows: As of December 31, 2016 2015 (dollars in thousands) Convertible debt $ 130,029 $ 122,401 Note payable 60,953 60,831 Other notes payable 14,237 — Revolver — 5,000 Capital lease obligations 1,840 2,734 $ 207,059 $ 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 December 31, 2016 , is as follows: Convertible Debt Note Payable Other Note Payable Capital Lease (dollars in thousands) 2017 $ 4,485 $ 4,912 $ 4,225 $ 938 2018 4,485 5,218 2,225 938 2019 151,743 5,218 3,702 78 2020 — 5,218 1,805 — 2021 — 68,468 4,723 — Thereafter — — — — Subtotal 160,713 89,034 16,680 1,954 Less: Amount representing interest (a) (30,684 ) (28,081 ) (2,443 ) (114 ) Total $ 130,029 $ 60,953 $ 14,237 $ 1,840 (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 December 31, 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) San Francisco $ 710 January 2017 Connecticut $ 65 January 2017 New York $ 1,000 February 2017 Boston $ 382 March 2017 New York $ 355 May 2017 New York $ 70 May 2017 New York $ 695 October 2017 New York $ 2,811 October 2017 New York $ 1,600 November 2017 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Treasury Stock Activity | The following represents the activity relating to the treasury stock held by the Company during the year ended December 31, 2016 : Treasury stock shares (a) Cost Average cost Balance outstanding at December 31, 2015 8,628,933 $ 137,356 $ 15.92 Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions 647,930 8,835 13.64 Purchase of treasury stock 533,939 7,654 14.33 Balance outstanding at December 31, 2016 9,810,802 $ 153,845 $ 15.68 (a) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Accumulated Other Comprehensi51
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Year Ended December 31, 2016 2015 2014 (dollars in thousands) Beginning Balance $ — $ 17 $ 592 Defined benefit plans — — (344 ) Foreign currency translation (2 ) (17 ) (231 ) Ending Balance $ (2 ) $ — $ 17 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Basic and Diluted | The computation of earnings per share is as follows: Year Ended December 31, 2016 2015 2014 (dollars in thousands, except per share data) Net income (loss) $ (12,395 ) $ 58,975 $ 182,780 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds 6,882 15,246 15,564 Net income (loss) attributable to Cowen Group, Inc. (19,277 ) 43,729 167,216 Preferred stock dividends 6,792 4,075 — Net income (loss) attributable to Cowen Group, Inc. common stockholders $ (26,069 ) $ 39,654 $ 167,216 Shares for basic and diluted calculations: Weighted average shares used in basic computation (a) 26,857 27,522 28,731 Stock options (a) — 3 — Performance based restricted stock (a) — 65 — Stock appreciation rights (a) — 35 15 Restricted stock (a) — 1,418 1,125 Weighted average shares used in diluted computation (a) 26,857 29,043 29,871 Earnings (loss) per share: Basic (a) $ (0.97 ) $ 1.44 $ 5.82 Diluted (a) $ (0.97 ) $ 1.37 $ 5.60 (a) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 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): Year Ended December 31, 2016 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 133,279 $ 133,279 $ — $ — $ 133,279 Brokerage — 207,040 207,040 — (7,860 ) 199,180 Management fees 64,086 3,162 67,248 (1,665 ) (24,971 ) (a) 40,612 Incentive income (loss) 26,274 — 26,274 (714 ) (17,226 ) (a) 8,334 Investment income (loss) 3,015 1,008 4,023 — (4,023 ) (c) — Interest and dividends — — — — 14,732 (c) 14,732 Aircraft lease revenue — — — — 4,161 (f) 4,161 Reimbursement from affiliates — — — (303 ) 10,807 (e) 10,504 Reinsurance premiums — — — — 32,459 (h) 32,459 Other revenue 29,202 565 29,767 — (7,412 ) (f) (h) (c) 22,355 Consolidated Funds revenues — — — 5,949 — 5,949 Total revenues 122,577 345,054 467,631 3,267 667 471,565 Expenses Non interest expense 102,163 369,188 471,351 (429 ) 37,824 (b)(c)(d) 508,746 Interest and dividends 12,827 4,363 17,190 — 12,118 (c) 29,308 Consolidated Funds expenses — — — 9,064 — 9,064 Total expenses 114,990 373,551 488,541 8,635 49,942 547,118 Total other income (loss) — — — 8,532 35,534 (c) 44,066 Income taxes expense / (benefit) — — — — (19,092 ) (b) (19,092 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (7,821 ) — (7,821 ) (3,164 ) 4,103 (6,882 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ (234 ) $ (28,497 ) $ (28,731 ) $ — $ 9,454 $ (19,277 ) Year Ended December 31, 2015 Adjustments Alternative Investment Broker-Dealer Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 222,781 $ 222,781 $ — $ — $ 222,781 Brokerage — 160,436 160,436 — (2,714 ) 157,722 Management fees 68,989 1,026 70,015 (1,307 ) (26,802 ) (a) 41,906 Incentive income (loss) (1,544 ) — (1,544 ) (736 ) 3,746 (a) 1,466 Investment income (loss) 49,244 13,352 62,596 — (62,596 ) (c) — Interest and dividends — — — — 13,796 (c) 13,796 Reimbursement from affiliates — — — (190 ) 21,747 (e) 21,557 Other revenue 14,492 890 15,382 — (11,656 ) (c) 3,726 Consolidated Funds revenues — — — 1,613 — 1,613 Total revenues 131,181 398,485 529,666 (620 ) (64,479 ) 464,567 Expenses Non interest expense 107,291 362,463 469,754 — 6,090 (b)(c)(d) 475,844 Interest and dividends 11,839 4,745 16,584 — 9,636 (c) 26,220 Consolidated Funds expenses — — — 2,310 — 2,310 Total expenses 119,130 367,208 486,338 2,310 15,726 504,374 Total other income (loss) — — — 8,781 42,505 (c) 51,286 Income taxes expense / (benefit) — — — — (47,496 ) (b) (47,496 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (8,796 ) — (8,796 ) (5,851 ) (599 ) (15,246 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. $ 3,255 $ 31,277 $ 34,532 $ — $ 9,197 $ 43,729 Year Ended December 31, 2014 Adjustments Alternative Investment Broker-Dealer (1) Total Economic Income/(Loss) Funds Consolidation Other Adjustments US GAAP (dollars in thousands) Revenues Investment banking $ — $ 170,506 $ 170,506 $ — $ — $ 170,506 Brokerage 55 146,192 146,247 — (6,115 ) 140,132 Management fees 64,774 — 64,774 (963 ) (23,184 ) (a) 40,627 Incentive income (loss) 45,708 — 45,708 (281 ) (42,642 ) (a) 2,785 Investment income (loss) 45,193 20,022 65,215 — (65,215 ) (c) — Interest and dividends — — — — 48,870 (c) 48,870 Reimbursement from affiliates — — — (342 ) 12,837 (e) 12,495 Other revenue 4,645 523 5,168 — 4,278 (c) 9,446 Consolidated Funds revenues — — — 2,915 — 2,915 Total revenues 160,375 337,243 497,618 1,329 (71,171 ) 427,776 Expenses Non interest expense 115,601 320,261 435,862 — 7,609 (b)(c)(d) 443,471 Goodwill impairment — — — — 2,334 (g) 2,334 Interest and dividends 7,804 1,994 9,798 — 32,954 (c) 42,752 Consolidated Funds expenses — — — 1,634 — 1,634 Total expenses 123,405 322,255 445,660 1,634 42,897 490,191 Total other income (loss) — — — 5,775 114,476 (c) 120,251 Income taxes expense / (benefit) — — — — (124,944 ) (b) (124,944 ) (Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (7,802 ) — (7,802 ) (5,470 ) (2,292 ) (15,564 ) Economic Income (Loss) / Net Income (loss) attributable to Cowen Group, Inc. stockholders $ 29,168 $ 14,988 $ 44,156 $ — $ 123,060 $ 167,216 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). (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). (g) Economic Income (Loss) excludes goodwill impairment and other reorganization expenses. (h) Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities net of expenses. |
Supplemental Financial Inform54
Supplemental Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | The following table presents unaudited quarterly results of operations for 2016 and 2015 . These quarterly results reflect all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the results. Revenues and net income (loss) can vary significantly from quarter to quarter due to the nature of the Company's business activities. Cowen Group, Inc. Quarterly Financial Information (Unaudited) Quarter Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 (dollars in thousands, except per share data) Total revenues $ 101,039 $ 117,231 $ 131,027 $ 122,268 Income (loss) before income taxes (11,315 ) (39,153 ) 24,018 (5,037 ) Income tax expense (benefit) (3,320 ) (11,992 ) 8,759 (12,539 ) Net income (loss) from continuing operations (7,995 ) (27,161 ) 15,259 7,502 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds (4,297 ) (16,705 ) 18,478 9,406 Net income (loss) attributable to Cowen Group, Inc. (3,698 ) (10,456 ) (3,219 ) (1,904 ) Preferred stock dividends 1,698 1,698 1,698 1,698 Net income (loss) attributable to Cowen Group, Inc. common stockholders $ (5,396 ) $ (12,154 ) $ (4,917 ) $ (3,602 ) Earnings (loss) per share: Basic (a) $ (0.20 ) $ (0.45 ) $ (0.18 ) $ (0.13 ) Diluted (a) $ (0.20 ) $ (0.45 ) $ (0.18 ) $ (0.13 ) Weighted average number of common shares: Basic (a) 26,591 26,867 26,993 26,973 Diluted (a) 26,591 26,867 26,993 26,973 Quarter Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 (dollars in thousands, except per share data) Total revenues $ 121,094 $ 119,608 $ 113,254 $ 110,611 Income (loss) before income taxes 26,365 13,978 (11,083 ) (17,781 ) Income tax expense (benefit) 6,947 3,346 (5,081 ) (52,708 ) Net income (loss) from continuing operations 19,418 10,632 (6,002 ) 34,927 Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds 2,720 3,916 4,344 4,266 Net income (loss) attributable to Cowen Group, Inc. 16,698 6,716 (10,346 ) 30,661 Preferred stock dividends — 755 1,603 1,717 Net income (loss) attributable to Cowen Group, Inc. common stockholders $ 16,698 $ 5,961 $ (11,949 ) $ 28,944 Earnings (loss) per share: Basic (a) $ 0.60 $ 0.21 $ (0.44 ) $ 1.08 Diluted (a) $ 0.56 $ 0.20 $ (0.44 ) $ 1.03 Weighted average number of common shares: Basic (a) 28,013 27,978 27,297 26,809 Diluted (a) 29,647 29,556 27,297 28,182 (a) Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Organization and Business (Deta
Organization and Business (Details) | Dec. 05, 2016 | Dec. 31, 2016segment |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | |
Number of business segments | 2 |
Acquisitions and Divestitures56
Acquisitions and Divestitures (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 23, 2016 | |
Business Acquisition [Line Items] | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | $ 100,000 | $ 100,000 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 15,100,000 | 10,000,000 | ||
Proceeds from Divestiture of Businesses, Net of Cash Divested | 17,303,000 | $ 0 | $ 0 | |
CRT business | ||||
Business Acquisition [Line Items] | ||||
Payment to acquire business | 6,300,000 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 0 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 8,000,000 | |||
Business Acquisition, Transaction Costs | 400,000 | |||
Contractual Obligation | 6,000,000 | |||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 20,500,000 | |||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 4,100,000 | |||
Cowen Prime and Cowen Prime Trading | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 40,200,000 | |||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 3,700,000 | |||
Revenues | 496,543,000 | |||
Net income (loss) attributable to Cowen Group, Inc. common stockholders | $ 40,613,000 | |||
Net income per common share - Basic (in dollars per share) | $ 1.48 | |||
Net income per common share - Diluted (in dollars per share) | $ 1.40 | |||
Alternative Solutions [Member] | ||||
Business Acquisition [Line Items] | ||||
Assets under Management, Carrying Amount | $ 2,500,000,000 | |||
Proceeds from Divestiture of Businesses, Net of Cash Divested | $ 17,300,000 |
Significant Accounting Polici57
Significant Accounting Policies - Annual (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016USD ($)cowenfund | Dec. 31, 2015USD ($) | |
Organization [Line Items] | ||
Total net assets of consolidated VIEs | $ 461,600 | $ 1,500 |
Deferred rent | 10,335 | 11,979 |
Deferred Rent Asset, Net, Current | $ 52 | $ 341 |
Minimum | ||
Organization [Line Items] | ||
Redeemable Noncontrolling Interest, Redemption Fee, Percent | 1.00% | |
Maximum | ||
Organization [Line Items] | ||
Redeemable Noncontrolling Interest, Redemption Fee, Percent | 5.00% | |
Telephone and computer equipment | Minimum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Telephone and computer equipment | Maximum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 8 years | |
Computer Software, Intangible Asset | Minimum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Computer Software, Intangible Asset | Maximum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 7 years | |
Furniture and Fixtures | Minimum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Furniture and Fixtures | Maximum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 8 years | |
Leasehold improvements | Minimum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Leasehold improvements | Maximum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 15 years | |
Assets Held under Capital Leases | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Aircraft | Minimum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Aircraft | Maximum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 20 years | |
Flight Equipment | Minimum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 4 years | |
Flight Equipment | Maximum | ||
Organization [Line Items] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Hedge Funds [Member] | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 2.00% | |
Hedge Funds [Member] | Maximum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 2.00% | |
Registered Funds [Member] | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 1.50% | |
Real Estate Funds | Minimum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 0.25% | |
Real Estate Funds | Maximum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 1.50% | |
Ramius Trading Strategies Managed Futures Fund [Member] | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 0.50% | |
Managed mutual funds [Member] | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 20.00% | |
Managed mutual funds [Member] | Minimum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 1.50% | |
During investment period [Member] | Healthcare Royalty Partners | Minimum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 1.00% | |
During investment period [Member] | Healthcare Royalty Partners | Maximum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 2.00% | |
After investment period [Member] | Healthcare Royalty Partners | Minimum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 0.50% | |
After investment period [Member] | Healthcare Royalty Partners | Maximum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 2.00% | |
Commodity trading advisory [Member] | Ramius Trading Strategies Managed Futures Fund [Member] | Maximum | ||
Organization [Line Items] | ||
Asset Management Fees, Percent Fee | 0.50% | |
Hedge Funds [Member] | ||
Organization [Line Items] | ||
Incentive Fees, Percent Fee | 20.00% | |
Other investment companies | ||
Organization [Line Items] | ||
Number of funds, Consolidated | cowenfund | 6 |
Significant Accounting Polici58
Significant Accounting Policies Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt, Long-term and Short-term, Combined Amount | $ 207,059 | $ 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 | Dec. 31, 2016 | Dec. 31, 2015 |
Cash collateral pledged | $ 13,342 | $ 10,085 |
Facility Leases | ||
Cash collateral pledged | 7,800 | |
Letter of Credit Reinsurance Agreement | Letter of Credit | ||
Letter of credit, borrowing capacity | $ 5,500 |
Investments of Operating Enti60
Investments of Operating Entities and Consolidated Funds - Securities Owned at Fair Value - (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | ||||
Investment Holdings [Line Items] | |||||
Fair Value, Concentration of Risk, Investments | $ 0 | $ 0 | |||
Marketable Securities, Consolidated Funds | 79,237,000 | 32,000,000 | |||
Securities owned, at fair value | 700,876,000 | 609,234,000 | |||
US Government Securities | |||||
Investment Holdings [Line Items] | |||||
Marketable Securities, Consolidated Funds | 6,994,000 | [1] | 0 | ||
Trading Securities, Debt | [2],[3] | $ 3,780,000 | $ 3,016,000 | ||
Investment Interest Rate | 0.00% | ||||
US Government Securities | Minimum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 0.00% | ||||
US Government Securities | Maximum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 5.95% | ||||
Preferred Stock | |||||
Investment Holdings [Line Items] | |||||
Marketable Securities, Consolidated Funds | $ 37,343,000 | $ 32,000,000 | |||
Trading Securities, Equity | [3] | 15,811,000 | 25,563,000 | ||
Common Stock | |||||
Investment Holdings [Line Items] | |||||
Marketable Securities, Consolidated Funds | 28,474,000 | 0 | |||
Trading Securities, Equity | [3] | 669,655,000 | 515,108,000 | ||
Convertible Bonds | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Debt | [4] | $ 250,000 | $ 819,000 | ||
Investment Interest Rate | 8.00% | ||||
Convertible Bonds | Minimum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 8.00% | ||||
Convertible Bonds | Maximum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 10.00% | ||||
Corporate Bonds | |||||
Investment Holdings [Line Items] | |||||
Marketable Securities, Consolidated Funds | $ 4,214,000 | [5] | $ 0 | ||
Trading Securities, Debt | [6] | $ 3,029,000 | $ 47,192,000 | ||
Corporate Bonds | Minimum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 6.25% | 3.25% | |||
Corporate Bonds | Maximum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 13.00% | 9.00% | |||
Loans | |||||
Investment Holdings [Line Items] | |||||
Marketable Securities, Consolidated Funds | $ 2,209,000 | [5] | $ 0 | ||
Warrants and Rights | |||||
Investment Holdings [Line Items] | |||||
Marketable Securities, Consolidated Funds | 3,000 | 0 | |||
Trading Securities, Equity | 8,335,000 | 3,059,000 | |||
Mutual Funds | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Equity | [3],[7] | 6,000 | 14,477,000 | ||
Trade Claims | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Debt | $ 10,000 | 0 | |||
Consolidated Funds | US Government Securities | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 0.00% | ||||
Consolidated Funds | Corporate Bonds | Minimum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 0.00% | ||||
Consolidated Funds | Corporate Bonds | Maximum | |||||
Investment Holdings [Line Items] | |||||
Investment Interest Rate | 14.37% | ||||
Enterprise Master | |||||
Investment Holdings [Line Items] | |||||
Securities owned, at fair value | $ 2,416,000 | 2,781,000 | |||
Enterprise Master | Restricted Stock | |||||
Investment Holdings [Line Items] | |||||
Securities owned, at fair value | 0 | 124,000 | |||
Enterprise Master | Preferred Stock | |||||
Investment Holdings [Line Items] | |||||
Securities owned, at fair value | 1,581,000 | 1,484,000 | |||
Enterprise Master | Common Stock | |||||
Investment Holdings [Line Items] | |||||
Securities owned, at fair value | 835,000 | 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 | 835,672,000 | 157,921,000 | |||
Merger Master | Common Stock | |||||
Investment Holdings [Line Items] | |||||
Securities owned, at fair value | 835,672,000 | 157,429,000 | |||
Merger Master | Corporate Bonds | |||||
Investment Holdings [Line Items] | |||||
Securities owned, at fair value | 0 | $ 492,000 | [8] | ||
Investment Interest Rate | 5.25% | ||||
Caerus Master [Member] | Common Stock | |||||
Investment Holdings [Line Items] | |||||
Securities owned, at fair value | 3,200,000 | ||||
US Government Securities | Estimate of Fair Value Measurement [Member] | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Debt | [3] | 3,800,000 | $ 3,000,000 | ||
Mutual Funds | Estimate of Fair Value Measurement [Member] | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Equity | [3] | 100,000 | 5,500,000 | ||
Common Stock | Estimate of Fair Value Measurement [Member] | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Equity | [3] | 5,200,000 | 9,400,000 | ||
Preferred Stock | Estimate of Fair Value Measurement [Member] | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Equity | [3] | $ 7,000,000 | 11,600,000 | ||
Affiliated Entity | Mutual Funds | |||||
Investment Holdings [Line Items] | |||||
Trading Securities, Equity | [7] | $ 13,400,000 | |||
[1] | As of December 31, 2016, the maturity was March 2017 with an interest rate of 0%. | ||||
[2] | As of December 31, 2016, maturities ranged from February 2017 to December 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%. | ||||
[3] | The Company has elected the fair value option for investments in securities of preferred and common stocks with a fair value of $7.0 million and $5.2 million at December 31, 2016 and preferred and common stock with a fair value of $11.6 million and $9.4 million, respectively, at December 31, 2015. The Company has also elected the fair value option for investments in mutual funds and U.S. government securities with a fair value of $0.1 million and $3.8 million at December 31, 2016 and mutual funds and U.S. government securities with a fair value of $5.5 million and $3.0 million, respectively, at December 31, 2015, respectively. | ||||
[4] | As of December 31, 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%. | ||||
[5] | As of December 31, 2016, maturities ranged from October 2017 to June 2038 and interest rates ranged between 0% and 14.37%. | ||||
[6] | As of December 31, 2016, maturities ranged from January 2017 to January 2036 and interest rates ranged between 6.25% to 13.00%. As of December 31, 2015, maturities ranged from March 2016 to February 2046 and interest rates ranged between 3.25% to 9.00%. | ||||
[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 Enti61
Investments of Operating Entities and Consolidated Funds - Derivatives (Details) $ / shares in Units, $ in Thousands | Dec. 05, 2016 | Dec. 31, 2016USD ($)contractshares | Dec. 31, 2015USD ($)contract | Dec. 31, 2014USD ($) | Mar. 10, 2014USD ($)$ / shares | |
Derivative [Line Items] | ||||||
Payable for derivatives, Consolidated Funds | $ 572 | $ 0 | ||||
Receivable on derivatives, Consolidated Funds | $ 893 | 0 | ||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | |||||
Warrants issued | $ 15,218 | |||||
Cost of hedge transaction and warrant, net | $ 20,500 | |||||
Trading days for expiration | 80 days | |||||
Receivable on derivative contracts, at fair value | $ 22,901 | 39,618 | ||||
Payable for derivative contracts, at fair value | 20,762 | 21,183 | ||||
Currency forward | ||||||
Derivative [Line Items] | ||||||
Payable for derivatives, Consolidated Funds | 10 | |||||
Receivable on derivatives, Consolidated Funds | 18 | |||||
Futures | ||||||
Derivative [Line Items] | ||||||
Payable for derivatives, Consolidated Funds | 495 | |||||
Receivable on derivative contracts, at fair value | 104 | 189 | ||||
Payable for derivative contracts, at fair value | 642 | 101 | ||||
Derivative Asset, Notional Amount | 12,421 | 9,416 | ||||
Derivative Liability, Notional Amount | 38,345 | 11,995 | ||||
Currency Forwards | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | 592 | 659 | ||||
Payable for derivative contracts, at fair value | 0 | 463 | ||||
Derivative Asset, Notional Amount | 80,608 | 67,862 | ||||
Derivative Liability, Notional Amount | 0 | 44,156 | ||||
Equity Swaps | ||||||
Derivative [Line Items] | ||||||
Receivable on derivatives, Consolidated Funds | 731 | |||||
Receivable on derivative contracts, at fair value | 468 | 2,327 | ||||
Payable for derivative contracts, at fair value | 181 | 71 | ||||
Derivative Asset, Notional Amount | 46,462 | 118,488 | ||||
Derivative Liability, Notional Amount | 9,533 | 7,605 | ||||
Options | ||||||
Derivative [Line Items] | ||||||
Payable for derivatives, Consolidated Funds | 67 | |||||
Receivable on derivatives, Consolidated Funds | 144 | |||||
Receivable on derivative contracts, at fair value | [1] | $ 21,539 | $ 31,456 | |||
Derivative Asset, Number of Instruments Held | contract | [1] | 256,097 | 289,433 | |||
Put Option | ||||||
Derivative [Line Items] | ||||||
Payable for derivative contracts, at fair value | [2] | $ 19,939 | $ 20,548 | |||
Derivative Liability, Number of Instruments Held | contract | [2] | 23,726 | 16,632 | |||
Foreign Exchange Option | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | $ 198 | $ 4,987 | ||||
Derivative Asset, Notional Amount | 57,051 | 283,797 | ||||
Receivables from Brokers-Dealers and Clearing Organizations | ||||||
Derivative [Line Items] | ||||||
Collateral posted | 17,100 | 27,100 | ||||
Receivable on derivatives contracts, at fair value [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | 22,901 | 39,618 | ||||
Derivative Asset, Fair Value, Amount Offset Against Collateral | [3] | 0 | 0 | |||
Receivable on derivative contracts, at fair value | 22,901 | 39,618 | ||||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | [4] | 1,382 | 9,339 | |||
Derivative asset, net of offset | 21,519 | 30,279 | ||||
Financial Instruments, Owned and Pledged as Collateral, at Fair Value | 0 | 0 | ||||
Payable for derivatives contracts, at fair value [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability, Fair Value, Gross Liability | 20,762 | 21,183 | ||||
Derivative Liability, Fair Value, Amount Offset Against Collateral | [3] | 0 | 0 | |||
Payable for derivative contracts, at fair value | 20,762 | 21,183 | ||||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | [4] | 181 | 534 | |||
Derivative Liability, net of offset | 20,581 | 20,649 | ||||
Financial Instruments, Owned and Pledged as Collateral, at Fair Value | 0 | 0 | ||||
Enterprise Master | ||||||
Derivative [Line Items] | ||||||
Receivable (payable) on derivative contracts, at fair value | 0 | (4) | ||||
Merger Master | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | 4,519 | 2,511 | ||||
Payable for derivative contracts, at fair value | 2,408 | 593 | ||||
Merger Master | Currency Forwards | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | 0 | 235 | ||||
Merger Master | Equity Swaps | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | 255 | 1,001 | ||||
Payable for derivative contracts, at fair value | 123 | 30 | ||||
Merger Master | Options | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | 4,264 | 1,275 | ||||
Merger Master | Put Option | ||||||
Derivative [Line Items] | ||||||
Payable for derivative contracts, at fair value | $ 2,285 | 563 | ||||
Common Stock Class A | ||||||
Derivative [Line Items] | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 7,012,196 | |||||
Class of Warrant, Exercise Price of Warrants or Rights | $ / shares | $ 28.72 | |||||
Convertible Debt | ||||||
Derivative [Line Items] | ||||||
Call Option, Fair Value | $ 14,800 | $ 35,700 | ||||
Other Income [Member] | ||||||
Derivative [Line Items] | ||||||
Realized and unrealized gains/(losses) related to derivatives trading activities | (11,200) | (5,600) | $ (500) | |||
Currency Forwards | Enterprise Master | ||||||
Derivative [Line Items] | ||||||
Receivable (payable) on derivative contracts, at fair value | $ 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 Enti62
Investments of Operating Entities and Consolidated Funds - Other Investments - Quarterly (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | ||
Investment Holdings [Line Items] | ||||
Other investments | $ 157,279 | $ 141,647 | ||
Portfolio Funds, at fair value | ||||
Investment Holdings [Line Items] | ||||
Other investments | 120,023 | [1] | 114,281 | [2] |
Equity Method Investments | ||||
Investment Holdings [Line Items] | ||||
Other investments | 36,991 | 27,067 | ||
Lehman claims, at fair value | ||||
Investment Holdings [Line Items] | ||||
Other investments | $ 265 | $ 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 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 consolidated statement of financial condition. |
Investments of Operating Enti63
Investments of Operating Entities and Consolidated Funds - Portfolio Funds - (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | ||||
Investment Holdings [Line Items] | |||||
Portfolio Funds, Consolidated Funds | $ 401,465 | $ 263,818 | |||
Other investments | 157,279 | 141,647 | |||
Enterprise LP | |||||
Investment Holdings [Line Items] | |||||
Portfolio Funds, Consolidated Funds | 114,159 | 111,075 | |||
Merger Fund | |||||
Investment Holdings [Line Items] | |||||
Portfolio Funds, Consolidated Funds | 281,572 | 74,348 | |||
Caerus LP [Member] | |||||
Investment Holdings [Line Items] | |||||
Portfolio Funds, Consolidated Funds | 5,734 | 0 | |||
Quadratic Master | |||||
Investment Holdings [Line Items] | |||||
Portfolio Funds, Consolidated Funds | 0 | 78,395 | |||
Portfolio Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | 120,023 | [1] | 114,281 | [2] | |
Portfolio Funds | Healthcare Royalty Partners | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [3],[4] | 7,147 | 12,127 | ||
Portfolio Funds | Green Energy Metals Fund, LP [Member] | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [5] | 6,241 | 0 | ||
Portfolio Funds | Healthcare Royalty Partners II | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [3],[4] | 2,091 | 6,006 | ||
Portfolio Funds | Orchard Square Partners Credit Fund LP | |||||
Investment Holdings [Line Items] | |||||
Other investments | [6] | $ 4,327 | $ 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],[7] | $ 27,424 | $ 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],[8] | $ 5,067 | $ 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],[9] | $ 1,231 | $ 1,080 | ||
Unfunded Commitment cancellation | 30 days | 30 days | |||
Portfolio Funds | Formation 8 Partners Fund I LP | |||||
Investment Holdings [Line Items] | |||||
Other investments | [10] | $ 22,234 | $ 19,454 | ||
Portfolio Funds | Eclipse Ventures Fund I, L.P. | |||||
Investment Holdings [Line Items] | |||||
Other investments | [11] | 1,790 | 1,101 | ||
Portfolio Funds | Lagunita Biosciences, LLC | |||||
Investment Holdings [Line Items] | |||||
Other investments | [12] | 1,698 | 1,000 | ||
Portfolio Funds | RCG LV Park Lane LLC | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[13] | 0 | 809 | ||
Portfolio Funds | RCGL 12E13th LLC | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[14] | 348 | 609 | ||
Portfolio Funds | RCGLongview Debt Fund V, L.P. | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[14] | 16,187 | 18,147 | ||
Portfolio Funds | RCG LPP2 PNW5 Co-Invest, L.P. | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[15] | 3,152 | 2,468 | ||
Portfolio Funds | Quadratic Fund LLC [Member] | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[16] | $ 6,729 | $ 0 | ||
Required notice period, withdrawal | 30 days | 30 days | |||
Portfolio Funds | Other Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[17] | $ 8,548 | $ 6,909 | ||
Portfolio Funds | Other Funds | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[18] | 5,809 | 5,996 | ||
Portfolio Funds | Enterprise Master | |||||
Investment Holdings [Line Items] | |||||
Other investments | 118,027 | 111,676 | |||
Portfolio Funds | Enterprise Master | RCG Longview Equity Fund, LP | Affiliated Entity | Real Estate Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 4,744 | 7,635 | ||
Portfolio Funds | Enterprise Master | RCG Longview II, LP | Affiliated Entity | Real Estate Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 836 | 698 | ||
Portfolio Funds | Enterprise Master | RCG Longview Debt Fund IV, LP | Affiliated Entity | Real Estate Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 1,637 | 3,577 | ||
Portfolio Funds | Enterprise Master | RCG Soundview, LLC | Affiliated Entity | Real Estate Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 0 | 452 | ||
Portfolio Funds | Enterprise Master | RCG Urban American Real Estate Fund, L.P. | Affiliated Entity | Real Estate Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 0 | 312 | ||
Portfolio Funds | Enterprise Master | RCG Special Opportunities Fund, Ltd | Affiliated Entity | Multi-strategy | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 101,832 | 81,544 | ||
Portfolio Funds | Enterprise Master | RCG Energy, LLC | Affiliated Entity | Energy Strategy | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 0 | 1,189 | ||
Portfolio Funds | Enterprise Master | RCG Renergys, LLC | Affiliated Entity | Energy Strategy | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | 1 | 1 | ||
Portfolio Funds | Enterprise Master | Other Private Investment | Various Strategies | |||||
Investment Holdings [Line Items] | |||||
Other investments | 8,682 | 10,515 | |||
Portfolio Funds | Enterprise Master | Real Estate Funds | Real Estate Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | [19] | $ 295 | $ 5,753 | ||
[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 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 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] | The Green Energy Metals Fund, LP invests the vast majority of its capital in physical off-exchange traded minor metals that are crucial to the production and sustainability of clean energy, emerging technology and energy efficiency. The Company is invested in a managed account specifically targeting Cobalt | ||||
[6] | 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. | ||||
[7] | Starboard Value and Opportunity Fund LP permits quarterly withdrawals upon 90 days notice. | ||||
[8] | 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. | ||||
[9] | 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. | ||||
[10] | 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. | ||||
[11] | 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. | ||||
[12] | Lagunita Biosciences, LLC, a healthcare investment company that creates and grows early stage companies to commercialize impactful translational science that addresses significant clinical needs, is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. | ||||
[13] | RCG LV Park Lane LLC was 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 fund and therefore distributions will be made when the underlying investments are liquidated. | ||||
[14] | 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. | ||||
[15] | 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. | ||||
[16] | Quadratic Fund LLC permits redemptions on a 30 days prior written notice. | ||||
[17] | Other private investment represents the Company's closed end investment in a portfolio fund that invests in a wireless broadband communication provider in Italy. | ||||
[18] | 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. | ||||
[19] | Affiliates of the Company. |
Investments of Operating Enti64
Investments of Operating Entities and Consolidated Funds - Equity Method Investments - (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||
Other investments | $ 157,279 | $ 141,647 | |
Net Gains (Losses) on Securities, Derivatives and Other Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Income (Loss) from Equity Method Investments | 14,400 | 3,400 | $ 49,100 |
Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 36,991 | $ 27,067 | |
Starboard Value LP | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ 9,600 | ||
Effective interest rate | 5.00% | 5.00% | |
Other investments | $ 12,501 | $ 15,769 | |
Surf House Ocean Views Holdings, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 13,522 | 0 | |
RCG Longview Debt Fund V Partners, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 7,256 | 4,655 | |
Urban American Real Estate Fund II, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 0 | 1,211 | |
Healthcare Royalty GP II, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 354 | 1,017 | |
Healthcare Royalty GP, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 583 | 989 | |
RCG Longview Management, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 656 | 656 | |
RCG Urban American Management, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 0 | 379 | |
RCG Longview Debt Fund IV Management, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 331 | 331 | |
RCG Kennedy House, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 183 | 304 | |
Healthcare Royalty GP III, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 208 | 88 | |
RCG Longview Equity Management, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 114 | 114 | |
RCG Urban American, LLC | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 0 | 120 | |
Healthcare Overflow Fund GP, LLC [Member] | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | 68 | 0 | |
Equity Method Investee, Other | Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Other investments | $ 1,215 | 1,434 | |
Minimum | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 20.00% | ||
Maximum | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 57.00% | ||
Clawback Obligation [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Other Commitment | $ 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 | |
Operating Companies [Member] | Equity Method Investee, Exceeded Threshold for Income Test [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
number of investments | 1 | ||
Equity Method Investment, Summarized Financial Information, Cash | $ 1,176 | 213 | |
Equity Method Investment, Summarized Financial Information, Performance Fee Receivable | 10,146 | 16,839 | |
Equity Method Investment, Summarized Financial Information, Investments in Portfolio Funds | 2,490 | 3,425 | |
Equity Method Investment, Summarized Financial Information, Total Liabilities | 5,604 | 0 | |
Equity Method Investment, Summarized Financial Information, Equity Excluding Noncontrolling Interests | 8,208 | 20,477 | |
Equity Method Investment, Summarized Financial Information, Revenue | 24,008 | (19,246) | 90,905 |
Equity Method Investment, Summarized Financial Information, Expenses | 0 | 0 | 0 |
Equity Method Investment, Summarized Financial Information, Gain (Loss) on Investments | 301 | (221) | 734 |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | 24,309 | (19,467) | 91,639 |
Equity method investment, summarized financial information,in aggregate [Member] | Operating Companies [Member] | Equity Method Investee, Exceeded Threshold for Income Test [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investment, summarized financial information total assets | 88,965 | 96,529 | |
Equity Method Investment, Summarized Financial Information, Total Liabilities | 22,504 | 10,669 | |
Equity Method Investment, Summarized Financial Information, Equity Excluding Noncontrolling Interests | 66,461 | 85,860 | |
Equity Method Investment, Summarized Financial Information, Revenue | 90,337 | 38,571 | 139,360 |
Equity Method Investment, Summarized Financial Information, Expenses | (34,490) | (20,658) | (20,044) |
Equity Method Investment, Summarized Financial Information, Gain (Loss) on Investments | (6,305) | 9,715 | 12,342 |
Equity Method Investment, Summarized Financial Information, Net Income (Loss) | $ 49,542 | $ 27,628 | $ 131,658 |
Investments of Operating Enti65
Investments of Operating Entities and Consolidated Funds - Securities Sold, Not Yet Purchased (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, Consolidated Funds | $ 883,000 | $ 0 | |
Securities sold, not yet purchased, at fair value | $ 266,090,000 | $ 257,159,000 | |
Minimum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 5.50% | ||
Maximum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 6.25% | ||
Convertible Debt Securities [Member] | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 8.00% | ||
Convertible Debt Securities [Member] | Minimum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 8.00% | ||
Convertible Debt Securities [Member] | Maximum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 10.00% | ||
Corporate Bonds | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, Consolidated Funds | [1] | $ 672,000 | |
Securities sold, not yet purchased, at fair value | [2] | $ 2,591,000 | $ 58,000 |
Corporate Bonds | Minimum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 6.25% | 3.25% | |
Securities sold, not yet purchased, interest rate | 5.50% | 5.50% | |
Corporate Bonds | Maximum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 13.00% | 9.00% | |
Securities sold, not yet purchased, interest rate | 6.25% | 6.25% | |
Corporate Bonds | Consolidated Funds | Minimum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 0.00% | ||
Securities sold, not yet purchased, interest rate | 4.38% | ||
Corporate Bonds | Consolidated Funds | Maximum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 14.37% | ||
Securities sold, not yet purchased, interest rate | 9.25% | ||
Corporate Bonds | Merger Master | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Investment Interest Rate | 5.25% | ||
Common Stock | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, Consolidated Funds | $ 211,000 | ||
Securities sold, not yet purchased, at fair value | 263,460,000 | $ 257,101,000 | |
Common Stock | Merger Master | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | 395,500,000 | 73,800,000 | |
Common Stock | Caerus Master [Member] | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | 2,600,000 | ||
Warrants and Rights | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | $ 39,000 | $ 0 | |
[1] | As of December 31, 2016, maturities ranged from September 2019 to September 2023 and interest rates ranged between 4.38% and 9.25% | ||
[2] | As of December 31, 2016 and 2015, the maturities ranged from April 2021 to January 2036 with interest rates ranged between 5.50% to 6.25% |
Investments of Operating Enti66
Investments of Operating Entities and Consolidated Funds - Variable Interest Entities (Details) - Variable Interest Entity, Not Primary Beneficiary - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Variable Interest Entity [Line Items] | ||
Total assets of nonconsolidated variable interest entities | $ 5,300 | $ 3,100 |
Total liabilities of nonconsolidated variable interest entities | 1,000 | 473.3 |
Maximum exposure regarding nonconsolidated variable interest entities | $ 508.1 | $ 327.8 |
Fair Value Measurements for O67
Fair Value Measurements for Operating Entities and Consolidated Funds Assets and Liabilities at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 804,172 | $ 681,151 | ||
Financial Liabilities Fair Value Disclosure | 294,304 | 284,500 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 100 | 100 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 15,100 | 10,000 | ||
Other investments | 157,279 | 141,647 | ||
Other Investments, Consolidated Funds | 401,465 | 263,818 | ||
Investments | 1,362,651 | 1,086,317 | ||
Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 699,940 | $ 543,258 | ||
Percentage of Total Assets at Fair Value | 87.00% | 79.80% | ||
Percentage of Total Liabilities at Fair Value | 91.60% | 91.20% | ||
Financial Liabilities Fair Value Disclosure | $ 269,605 | $ 259,556 | ||
Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 20,868 | $ 68,859 | ||
Percentage of Total Assets at Fair Value | 2.60% | 10.10% | ||
Percentage of Total Liabilities at Fair Value | 1.30% | 0.20% | ||
Financial Liabilities Fair Value Disclosure | $ 3,949 | $ 592 | ||
Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 83,364 | $ 69,034 | ||
Percentage of Total Assets at Fair Value | 10.40% | 10.10% | ||
Percentage of Total Liabilities at Fair Value | 7.10% | 8.60% | ||
Financial Liabilities Fair Value Disclosure | $ 20,750 | $ 24,352 | ||
Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 263,460 | 257,101 | ||
Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 263,460 | 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 | 2,591 | 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 | 2,591 | 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 | ||
Warrants and Rights | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 39 | |||
Warrants and Rights | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 39 | |||
Warrants and Rights | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Warrants and Rights | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Contingent liability payable | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 5,997 | [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 | 5,997 | [1] | 6,158 | [2] |
Futures | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 642 | 101 | ||
Futures | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 642 | 101 | ||
Futures | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Futures | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Currency forward | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 463 | |||
Currency forward | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Currency forward | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 463 | |||
Currency forward | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Equity Swaps | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 181 | 71 | ||
Equity Swaps | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Equity Swaps | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 181 | 71 | ||
Equity Swaps | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Put Option | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 19,939 | 20,548 | ||
Put Option | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 5,186 | 2,354 | ||
Put Option | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | 0 | ||
Put Option | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 14,753 | 18,194 | ||
Trade claims | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 10 | |||
Trade claims | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Trade claims | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Trade claims | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 10 | |||
US Government Securities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 3,780 | 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 | 3,780 | 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 | 15,811 | 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 | 15,811 | 12,872 | ||
Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 669,655 | 515,108 | ||
Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 658,179 | 505,303 | ||
Common Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 1,355 | 7,527 | ||
Common Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 10,121 | 2,278 | ||
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 | 3,029 | 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 | 2,477 | 47,192 | ||
Corporate Bonds | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 552 | 0 | ||
Warrants and Rights | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 8,335 | 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 | 4,616 | 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 | 3,719 | 2,572 | ||
Mutual Funds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 6 | 14,477 | ||
Mutual Funds | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 6 | 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 | 104 | 189 | ||
Derivative Assets | Futures | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 104 | 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 | 592 | 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 | 592 | 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 | 468 | 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 | 468 | 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 | 21,737 | 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 | 6,662 | 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 | 322 | 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 | 14,753 | 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 | 265 | 299 | ||
Other investments | 265 | 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 | 265 | 299 | ||
Portfolio Funds, at fair value | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Other investments | 120,023 | [3] | 114,281 | [4] |
Other Investments, Consolidated Funds | 401,465 | [3] | 263,818 | [4] |
Equity Method Investments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Other investments | 36,991 | 27,067 | ||
Consolidated Funds | Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 211 | |||
Consolidated Funds | Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 211 | |||
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 | 672 | |||
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 | 672 | |||
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 | Futures | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 495 | |||
Consolidated Funds | Futures | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Futures | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 495 | |||
Consolidated Funds | Futures | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Currency forward | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 10 | |||
Consolidated Funds | Currency forward | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Currency forward | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 10 | |||
Consolidated Funds | Currency forward | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Put Option | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 67 | |||
Consolidated Funds | Put Option | Options | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 67 | |||
Consolidated Funds | Put Option | Options | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | Put Option | Options | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | 0 | |||
Consolidated Funds | US Government Securities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 6,994 | |||
Consolidated Funds | US Government Securities | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 6,994 | |||
Consolidated Funds | US Government Securities | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | US Government Securities | 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 | 37,343 | 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 | 415 | 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 | 36,928 | $ 32,000 | ||
Consolidated Funds | Common Stock | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 28,474 | |||
Consolidated Funds | Common Stock | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 19,467 | |||
Consolidated Funds | Common Stock | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 8,712 | |||
Consolidated Funds | Common Stock | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 295 | |||
Consolidated Funds | Corporate Bonds | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 4,214 | |||
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 | 4,214 | |||
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 | Warrants and Rights | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 3 | |||
Consolidated Funds | Warrants and Rights | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Warrants and Rights | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 0 | |||
Consolidated Funds | Warrants and Rights | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 3 | |||
Consolidated Funds | Derivative Assets | Futures | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 731 | |||
Consolidated Funds | Derivative Assets | Futures | 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 | Futures | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 731 | |||
Consolidated Funds | Derivative Assets | Futures | 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 | Options | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 144 | |||
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 | 132 | |||
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 | 12 | |||
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 | |||
Consolidated Funds | Loans | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | 2,209 | |||
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 | 1,552 | |||
Consolidated Funds | Loans | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Recurring | $ 657 | |||
[1] | In accordance with the terms of the purchase agreements for acquisitions that closed during 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 and/or revenues 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 December 31, 2016 can range from $0.1 million to $15.1 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 $10.0 million. | |||
[3] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. | |||
[4] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. |
Fair Value Measurements for O68
Fair Value Measurements for Operating Entities and Consolidated Funds Unobservable Input Roll Forward (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Fair value, Between Level 1 and 2 transfers, amount | $ 0 | ||||
Preferred Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 12,872,000 | $ 12,517,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | [1] | (1,000,000) | (11,322,000) | [2] | |
Purchases/(covers) | 3,717,000 | 14,850,000 | |||
(Sales)/short buys | (218,000) | (6,665,000) | |||
Realized and unrealized gains (losses), asset | 440,000 | 3,492,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 34,000 | 217,000 | ||
Balance Asset Value | 15,811,000 | 12,872,000 | |||
Common Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 2,278,000 | 412,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 7,099,000 | 2,398,000 | |||
(Sales)/short buys | (3,222,000) | (441,000) | |||
Realized and unrealized gains (losses), asset | 3,966,000 | (91,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 3,972,000 | 90,000 | ||
Balance Asset Value | 10,121,000 | 2,278,000 | |||
Convertible Bonds | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 819,000 | 900,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 0 | 250,000 | |||
(Sales)/short buys | (569,000) | 0 | |||
Realized and unrealized gains (losses), asset | 0 | (331,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | (331,000) | ||
Balance Asset Value | 250,000 | 819,000 | |||
Corporate Bonds | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 0 | ||||
Asset, Transfers In | [4] | 675,000 | |||
Asset, Transfers Out | 0 | ||||
Purchases/(covers) | 279,000 | ||||
(Sales)/short buys | (325,000) | ||||
Realized and unrealized gains (losses), asset | (77,000) | ||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | (111,000) | |||
Balance Asset Value | 552,000 | 0 | |||
Options | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 18,194,000 | 36,807,000 | |||
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 | (3,441,000) | (18,613,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | (3,441,000) | (18,613,000) | ||
Balance Asset Value | 14,753,000 | 18,194,000 | |||
Warrants and Rights | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 2,572,000 | 1,322,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 1,914,000 | 824,000 | |||
(Sales)/short buys | (817,000) | (71,000) | |||
Realized and unrealized gains (losses), asset | 50,000 | 497,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 79,000 | 715,000 | ||
Balance Asset Value | 3,719,000 | 2,572,000 | |||
Trade Claims | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 0 | ||||
Asset, Transfers In | 0 | ||||
Asset, Transfers Out | 0 | ||||
Purchases/(covers) | 10,000 | ||||
(Sales)/short buys | 0 | ||||
Realized and unrealized gains (losses), asset | 0 | ||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | |||
Balance Asset Value | 10,000 | 0 | |||
Lehman claims, at fair value | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 299,000 | 380,000 | |||
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 | (34,000) | (81,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | (35,000) | (81,000) | ||
Balance Asset Value | 265,000 | 299,000 | |||
Consolidated Funds | Preferred Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 32,000,000 | 0 | |||
Asset, Transfers In | 0 | 7,000,000 | [2] | ||
Asset, Transfers Out | (11,000,000) | [1] | 0 | ||
Purchases/(covers) | 13,483,000 | 25,000,000 | |||
(Sales)/short buys | 0 | 0 | |||
Realized and unrealized gains (losses), asset | 2,445,000 | 0 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 2,445,000 | 0 | ||
Balance Asset Value | 36,928,000 | 32,000,000 | |||
Consolidated Funds | Common Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 0 | ||||
Asset, Transfers In | 0 | ||||
Asset, Transfers Out | [1] | 0 | |||
Purchases/(covers) | 314,000 | ||||
(Sales)/short buys | 0 | ||||
Realized and unrealized gains (losses), asset | (19,000) | ||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | (19,000) | |||
Balance Asset Value | 295,000 | 0 | |||
Consolidated Funds | Warrants and Rights | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 0 | ||||
Asset, Transfers In | 0 | ||||
Asset, Transfers Out | 0 | ||||
Purchases/(covers) | 0 | ||||
(Sales)/short buys | 0 | ||||
Realized and unrealized gains (losses), asset | 3,000 | ||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 3,000 | |||
Balance Asset Value | 3,000 | 0 | |||
Consolidated Funds | Lehman claims, at fair value | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 0 | 493,000 | |||
Asset, Transfers In | 0 | ||||
Asset, Transfers Out | 0 | ||||
Purchases/(covers) | 0 | ||||
(Sales)/short buys | (739,000) | ||||
Realized and unrealized gains (losses), asset | 246,000 | ||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | |||
Balance Asset Value | 0 | ||||
Consolidated Funds | Loans | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 0 | ||||
Asset, Transfers In | 0 | ||||
Asset, Transfers Out | 0 | ||||
Purchases/(covers) | 590,000 | ||||
(Sales)/short buys | 0 | ||||
Realized and unrealized gains (losses), asset | 67,000 | ||||
Change in Unrealized Gain (Loss), instruments still held, asset | 67,000 | ||||
Balance Asset Value | 657,000 | 0 | |||
Options, liability | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Liability Value | 18,194,000 | 36,807,000 | |||
Liability, Transfers In | 0 | 0 | |||
Liability, Transfers Out | 0 | 0 | |||
Liability, Purchases | 0 | 0 | |||
Liability, Sales | 0 | 0 | |||
Realized and unrealized gains (losses), liability | (3,441,000) | (18,613,000) | |||
Change in Unrealized Gain (Loss), instruments still held, liabilities | [3] | (3,441,000) | (18,613,000) | ||
Balance Liability Value | 14,753,000 | 18,194,000 | |||
Contingent liability payable | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Liability Value | 6,158,000 | 4,083,000 | |||
Liability, Transfers In | 0 | 0 | |||
Liability, Transfers Out | 0 | 0 | |||
Liability, Purchases | 2,397,000 | 3,600,000 | |||
Liability, Sales | (4,697,000) | (1,725,000) | |||
Realized and unrealized gains (losses), liability | 2,139,000 | 200,000 | |||
Change in Unrealized Gain (Loss), instruments still held, liabilities | [3] | $ 0 | 200,000 | ||
Balance Liability Value | $ 6,158,000 | ||||
[1] | The investments were converted to common stock. | ||||
[2] | The Company transferred investments to a consolidated fund. | ||||
[3] | Unrealized gains/losses are reported in other income (loss) in the accompanying consolidated statements of operations. | ||||
[4] | {F|ahBzfndlYmZpbGluZ3MtaHJkcmoLEgZYTUxEb2MiXlhCUkxEb2NHZW5JbmZvOjZhMzA2YzE3Mjc4OTRkNGI5NWVkZTkxM2UwNmViZGE1fFRleHRTZWxlY3Rpb246RDQ0QkRERTk4OTE4MEFFMjI4QjM2RTg2NTQ4QzJCNzgM} |
Fair Value Measurements for O69
Fair Value Measurements for Operating Entities and Consolidated Funds Fair Value Inputs, Unobservable Inputs, Quantitative Information (Details) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Financial Liabilities Fair Value Disclosure | $ 294,304 | $ 284,500 | ||||
Assets, Fair Value Disclosure, Recurring | 804,172 | 681,151 | ||||
Contingent liability payable | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Financial Liabilities Fair Value Disclosure | 5,997 | [1] | 6,158 | [2] | ||
Balance Liability Value | 6,158 | $ 4,083 | ||||
Corporate Bonds | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | 552 | 0 | ||||
Assets, Fair Value Disclosure, Recurring | 3,029 | 47,192 | ||||
Convertible Bonds | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | 250 | 819 | 900 | |||
Assets, Fair Value Disclosure, Recurring | 250 | 819 | ||||
Warrants and Rights | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | 3,719 | 2,572 | 1,322 | |||
Assets, Fair Value Disclosure, Recurring | 8,335 | 3,059 | ||||
Options | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | 14,753 | 18,194 | $ 36,807 | |||
Options | Derivative Assets | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Assets, Fair Value Disclosure, Recurring | 21,737 | 36,443 | ||||
Put Option | Options | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Financial Liabilities Fair Value Disclosure | 19,939 | 20,548 | ||||
Level 3 | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | 83,364 | 69,034 | ||||
Financial Liabilities Fair Value Disclosure | 20,750 | 24,352 | ||||
Assets, Fair Value Disclosure, Recurring | 83,364 | 69,034 | ||||
Balance Liability Value | $ 20,750 | $ 24,352 | ||||
Level 3 | Options | Market Approach Valuation Technique | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Volatility | 40.00% | 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 | $ 5,997 | [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 | 8.00% | 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 | 25.00% | 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 | 23.00% | 16.40% | ||||
Level 3 | Contingent liability payable | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Liability Value | $ 5,997 | $ 6,158 | ||||
Level 3 | Common and Preferred Stock | Income Approach and Market Approach Valuation Techniques | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | $ 10,917 | |||||
Level 3 | Common and Preferred Stock | Market Approach Valuation Technique | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Volatility | 37.00% | 34.00% | ||||
Level 3 | Common and Preferred Stock | Market Approach Valuation Technique | Minimum | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Fair Value Assumptions, Projected cash flow | 9.50% | |||||
Level 3 | Common and Preferred Stock | Market Approach Valuation Technique | Maximum | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Fair Value Assumptions, Projected cash flow | 10.00% | |||||
Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | $ 2,569 | |||||
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 | 0.8 | 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 | 9.3 | 4.75 | ||||
Level 3 | Corporate Bonds | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Assets, Fair Value Disclosure, Recurring | $ 552 | $ 0 | ||||
Level 3 | Corporate Bonds | Income Approach and Market Approach Valuation Techniques | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Assets, Fair Value Disclosure, Recurring | $ 520 | |||||
Level 3 | Corporate Bonds | Market Approach Valuation Technique | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
DCF discount rate | 20.00% | |||||
Market multiple | 6 | |||||
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 | Convertible Bonds | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | $ 819 | |||||
Level 3 | Warrants and Rights | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Assets, Fair Value Disclosure, Recurring | 3,719 | $ 2,572 | ||||
Level 3 | Warrants and Rights | Income Approach and Market Approach Valuation Techniques | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | $ 3,719 | |||||
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 | 73.00% | 43.00% | ||||
Level 3 | Warrants and Rights | Market Approach Valuation Technique | Minimum | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Volatility | 30.00% | 18.00% | ||||
Level 3 | Warrants and Rights | Market Approach Valuation Technique | Maximum | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Volatility | 85.00% | 61.00% | ||||
Level 3 | Warrants and Rights | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | $ 2,572 | |||||
Level 3 | Other Investments | Income Approach and Market Approach Valuation Techniques | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | [3] | $ 53,455 | ||||
Level 3 | Other Investments | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Balance Asset Value | [3] | $ 44,880 | ||||
Level 3 | Options | Market Approach Valuation Technique | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Volatility | 40.00% | 38.00% | ||||
Level 3 | Options | Market Approach Valuation Technique | Minimum | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Volatility | ||||||
Level 3 | Options | Derivative Assets | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Assets, Fair Value Disclosure, Recurring | $ 14,753 | $ 18,194 | ||||
Level 3 | Options | Derivative Assets | Income Approach and Market Approach Valuation Techniques | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Assets, Fair Value Disclosure, Recurring | 14,753 | |||||
Level 3 | Options | Derivative Assets | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Assets, Fair Value Disclosure, Recurring | 18,194 | |||||
Level 3 | Put Option | Options | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Financial Liabilities Fair Value Disclosure | $ 14,753 | 18,194 | ||||
Level 3 | Put Option | Options | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||||
Financial Liabilities Fair Value Disclosure | $ 18,194 | |||||
[1] | In accordance with the terms of the purchase agreements for acquisitions that closed during 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 and/or revenues 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 December 31, 2016 can range from $0.1 million to $15.1 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 $10.0 million. | |||||
[3] | The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from recent transactions. |
Fair Value Measurements for O70
Fair Value Measurements for Operating Entities and Consolidated Funds Carrying Value Disclosures (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 10, 2014 | Dec. 31, 2013 | |
Cash and cash equivalents | $ 112,014 | $ 158,485 | $ 129,509 | $ 54,720 | ||
Cash collateral pledged | 13,342 | 10,085 | ||||
Loans Receivable, Net | 31,088 | 65,612 | ||||
Cash and cash equivalents, Consolidated Funds | 17,761 | 13,934 | ||||
Convertible debt | [1] | 130,029 | 122,401 | |||
Notes payable and other debt | 77,030 | 68,565 | ||||
Convertible Debt | ||||||
Convertible debt, unamortized discount | 17,800 | 24,700 | $ 35,700 | |||
Level 1 | ||||||
Cash and cash equivalents, Fair Value | 112,014 | 158,485 | ||||
Cash and cash equivalents, Consolidated Funds, Fair Value | 17,761 | 13,934 | ||||
Level 2 | ||||||
Cash collateral pledged, Fair Value | 13,342 | 10,085 | ||||
Convertible debt, Fair Value | [2] | 149,545 | 144,946 | |||
Notes payable and other debt, Fair Value | [3] | 80,817 | 71,945 | |||
Level 3 | ||||||
Loans Receivable, Fair Value Disclosure | [4] | $ 31,088 | $ 65,612 | |||
[1] | The carrying amount of the convertible debt includes an unamortized discount of $17.8 million and $24.7 million as of December 31, 2016 and 2015. | |||||
[2] | The convertible debt includes the conversion option and is based on the last broker quote available. | |||||
[3] | Notes payable and other debt are based on the last broker quote available. | |||||
[4] | The fair market value of level 3 loans is calculated using discounted cash flows. |
Receivables from and Payable 71
Receivables from and Payable to Brokers (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Brokers and Dealers [Abstract] | ||
Receivable from brokers | $ 87,837 | $ 117,757 |
Payable to brokers | $ 210,309 | $ 131,789 |
Fixed Assets (Details)
Fixed Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Intangible assets, accumulated amortization (in dollars) | $ 29,418 | $ 28,301 | |
Other Depreciation and Amortization | 7,700 | 6,800 | $ 6,600 |
Property, Plant and Equipment, Gross | 66,275 | 57,184 | |
Less: Accumulated depreciation and amortization | (23,867) | (29,953) | |
Fixed assets, net | 42,408 | 27,231 | |
Telephone and computer equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 2,787 | 6,521 | |
Computer software | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 2,167 | 1,680 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 1,204 | 6,131 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 35,092 | 35,215 | |
Assets acquired under capital leases-equipment | |||
Property, Plant and Equipment [Line Items] | |||
Intangible assets, accumulated amortization (in dollars) | 2,400 | ||
Property, Plant and Equipment, Gross | 4,075 | 7,637 | |
Depreciation | 1,200 | 1,500 | $ 1,500 |
Aircraft and related equipment | |||
Property, Plant and Equipment [Line Items] | |||
Intangible assets, accumulated amortization (in dollars) | 1,700 | ||
Property, Plant and Equipment, Gross | 20,893 | 0 | |
Depreciation | 1,700 | ||
Other | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 57 | $ 0 |
Goodwill and Intangibles Schedu
Goodwill and Intangibles Schedule of Goodwill by Segment (Details) (Annual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Goodwill, Gross | $ 80,363 | $ 78,046 | $ 54,591 |
Goodwill | 58,361 | 34,906 | |
Goodwill, Acquired During Period | 3,519 | 23,455 | |
Goodwill, Other Changes | (1,202) | ||
Goodwill impairment | 0 | 0 | (2,334) |
Goodwill, Impaired, Accumulated Impairment Loss | 19,685 | 19,685 | 19,685 |
Goodwill | 60,678 | 58,361 | 34,906 |
Alternative Investment | |||
Goodwill [Roll Forward] | |||
Goodwill, Gross | 29,026 | 30,228 | 30,228 |
Goodwill | 20,028 | 20,028 | |
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill, Other Changes | (1,202) | ||
Goodwill impairment | 0 | 0 | |
Goodwill, Impaired, Accumulated Impairment Loss | 10,200 | 10,200 | 10,200 |
Goodwill | 18,826 | 20,028 | 20,028 |
Broker-Dealer | |||
Goodwill [Roll Forward] | |||
Goodwill, Gross | 51,337 | 47,818 | 24,363 |
Goodwill | 38,333 | 14,878 | |
Goodwill, Acquired During Period | 3,519 | 23,455 | |
Goodwill, Other Changes | 0 | ||
Goodwill impairment | 0 | 0 | |
Goodwill, Impaired, Accumulated Impairment Loss | 9,485 | 9,485 | 9,485 |
Goodwill | 41,852 | $ 38,333 | $ 14,878 |
CRT business | Broker-Dealer | |||
Goodwill [Roll Forward] | |||
Goodwill, Acquired During Period | 3,500 | ||
Alternative Solutions [Member] | Alternative Investment | |||
Goodwill [Roll Forward] | |||
Goodwill, Other Changes | $ 1,200 |
Goodwill and Intangibles Sche74
Goodwill and Intangibles Schedule of Intangible Assets (Details) (Annual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 55,187 | $ 53,964 | |
Intangible assets, accumulated amortization (in dollars) | (29,418) | (28,301) | |
Intangible Assets, Net | 25,769 | 25,663 | |
Amortization of Intangible Assets | 5,000 | 2,700 | $ 3,600 |
Impairment of Intangible Assets, Finite-lived | 0 | 0 | |
Investment Contracts [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 0 | 3,900 | |
Finite-Lived Intangible Asset, Useful Life | 5 years | ||
Intangible assets, accumulated amortization (in dollars) | $ 0 | (3,900) | |
Intangible Assets, Net | 0 | 0 | |
Trade Names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 9,962 | 9,712 | |
Intangible assets, accumulated amortization (in dollars) | (9,689) | (8,897) | |
Intangible Assets, Net | 273 | 815 | |
Customer Relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 33,874 | 29,484 | |
Intangible assets, accumulated amortization (in dollars) | (12,948) | (10,338) | |
Intangible Assets, Net | 20,926 | 19,146 | |
Customer Contracts [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 800 | 800 | |
Finite-Lived Intangible Asset, Useful Life | 1 year 2 months 12 days | ||
Intangible assets, accumulated amortization (in dollars) | $ (800) | (800) | |
Intangible Assets, Net | 0 | 0 | |
Noncompete Agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 2,268 | 1,831 | |
Intangible assets, accumulated amortization (in dollars) | (818) | (172) | |
Intangible Assets, Net | 1,450 | 1,659 | |
Developed Technology Rights [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 8,283 | 8,237 | |
Intangible assets, accumulated amortization (in dollars) | (5,163) | (4,194) | |
Intangible Assets, Net | $ 3,120 | 4,043 | |
Cowen Equity Finance [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Impairment of Intangible Assets, Finite-lived | $ 900 | ||
Minimum | Trade Names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 1 year | ||
Minimum | Customer Relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Minimum | Noncompete Agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Minimum | Developed Technology Rights [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Maximum | Trade Names [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 7 years 6 months | ||
Maximum | Customer Relationships [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 14 years | ||
Maximum | Noncompete Agreements [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||
Maximum | Developed Technology Rights [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||
Broker-Dealer | CRT business | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 5,100 | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years 1 month 6 days | ||
Broker-Dealer | Minimum | CRT business | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 1 year | ||
Broker-Dealer | Maximum | CRT business | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 9 years |
Goodwill and Intangibles Amorti
Goodwill and Intangibles Amortization of Intangible Assets (Details) (Annual) $ in Thousands | Dec. 31, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $ 4,681 |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 3,688 |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 2,929 |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 2,733 |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 2,674 |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 9,064 |
Finite-Lived Intangible Assets, Net | $ 25,769 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Prepaid Expense | $ 10,669 | $ 7,783 | |
Deposits | 5,322 | 674 | |
Reinsurance Receivables, net | [1] | 5,187 | 0 |
Loan Receivable | [2] | 3,700 | 8,000 |
Tax receivables | 3,267 | 2,855 | |
Miscellaneous Receivables | 1,313 | 2,788 | |
Interest and dividends receivable | 718 | 2,006 | |
Deferred acquisition costs | [1] | 677 | 0 |
Deferred rent asset | 52 | 341 | |
Short term bridge loan | [3] | 0 | 38,000 |
Other Assets, Miscellaneous | [4] | 7,501 | 9,084 |
Other Assets | $ 38,406 | $ 71,531 | |
Bridge Loan [Member] | |||
Effective interest rate | 8.00% | ||
Hollenfels [Member] | |||
Loan Receivable | $ 4,500 | ||
Loans | |||
Effective interest rate | 12.00% | ||
Loans | Hollenfels [Member] | Minimum | |||
Effective interest rate | 8.00% | ||
Loans | Hollenfels [Member] | Maximum | |||
Effective interest rate | 8.50% | ||
[1] | Balances relate to the Company's reinsurance business entered into during 2016 (See Note 13 ). | ||
[2] | As of December 31, 2016, the maturity was August 2017 with interest rate of 12%. | ||
[3] | As of December 31, 2015, the maturity was February 2016, was secured by the real estate assets and had an effective annualized interest rate of 8%. | ||
[4] | Included in this amount is $4.5 million, due January 2024, with interest rate of 8% for the first five years and 8.5% for the remainder of the term, related to the Company's commercial reinsurance activities. |
Accounts Payable Accrued Expe77
Accounts Payable Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounts Payable, Accrued Expenses and Other Liabilities [Abstract] | |||
Deferred rent obligations | $ 10,335 | $ 11,979 | |
Contingent consideration payable | 5,997 | 6,158 | |
Equity in RCG Longview partners II, LLC | 5,948 | 5,969 | |
Interest and Dividends Payable | 3,541 | 3,574 | |
Loss reserves and claims incurred but not reported | [1] | 3,455 | 0 |
Professional fees payable | 3,143 | 4,811 | |
Unearned Premiums | [1] | 2,375 | 0 |
Fees payable | 1,093 | 1,555 | |
Accrued tax liabilities | 456 | 1,236 | |
Deferred Revenue | 353 | 428 | |
Litigation reserve | 0 | 1,300 | |
Accrued expenses and accounts payable | 14,419 | 15,223 | |
Accounts payable, accrued expenses and other liabilities | $ 51,115 | $ 52,233 | |
[1] | Balances relate to the Company's reinsurance business entered into during 2016 (See Note 13 ). |
Redeemable Non-Controlling In78
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Noncontrolling Interest [Line Items] | |||||||||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | $ 379,205 | $ 186,911 | $ 379,205 | $ 186,911 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 9,406 | $ 18,478 | $ (16,705) | $ (4,297) | 4,266 | $ 4,344 | $ 3,916 | $ 2,720 | 6,882 | 15,246 | $ 15,564 |
Operating Entities | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | 7,638 | 10,906 | 7,638 | 10,906 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 3,717 | 9,503 | 10,094 | ||||||||
Consolidated Funds | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | $ 371,567 | $ 176,005 | 371,567 | 176,005 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | $ 3,165 | $ 5,743 | $ 5,470 |
Reinsurance (Details)
Reinsurance (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Reinsurance [Abstract] | |
Short-duration Insurance Contracts, Cumulative Paid Claims and Allocated Claim Adjustment Expense, Net | $ 10.9 |
Liability for Unpaid Claims and Claims Adjustment Expense, Net | $ 3.5 |
Historical Average Claims Ratios, Period, Minimum | 5 years |
Historical Average Claims Ratios, Period, Maximum | 10 years |
Other Revenues and Expenses (De
Other Revenues and Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Other revenues and expenses | |||
Net gain on sale of divested business | $ 15,638 | $ 0 | $ 0 |
Contingent liability adjustment | $ (2,139) | $ 200 | 2,055 |
Cowen Equity Finance [Member] | |||
Other revenues and expenses | |||
Contingent liability adjustment | (2,100) | ||
Orchard Square Partners [Member] | |||
Other revenues and expenses | |||
Net gain on sale of divested business | $ 4,500 |
Share-Based Compensation and 81
Share-Based Compensation and Employee Ownership Plans Narrative (Details) $ in Millions | Dec. 05, 2016 | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | ||||
Equity Plans | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for issuance under compensation plan, in shares | shares | 100,000 | ||||
Stock-compensation expense recognized in connection with compensation plan | $ 26 | $ 21.7 | $ 18.3 | ||
Tax benefit of stock-compensation expense recognized in connection with compensation plan | $ 11.4 | $ 5 | $ 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 | $ 60.6 | ||||
Vested, shares | shares | [1] | 1,487,092 | 1,047,072 | ||
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 | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
SAR's, initial term | 5 years | ||||
Unrecognized compensation expense | $ 0.1 | $ 0.1 | |||
Vested, shares | shares | [2] | 0 | 0 | ||
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 | $ 32.9 | ||||
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] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||
[2] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Share-Based Compensation and 82
Share-Based Compensation and Employee Ownership Plans Deferred Cash (Details) - Cowen Group, Inc. 2010 Equity and Incentive Plan - Deferred Cash Award $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Deferred cash awards granted | $ 25.9 |
Deferred cash awards, vesting period | 4 years |
Deferred cash awards, unrecognized compensation expense | $ 32.9 |
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 83
Share-Based Compensation and Employee Ownership Plans Stock Options (Details) $ / shares in Units, $ in Thousands | Dec. 05, 2016 | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||||
Weighted Average Exercise Price/Share | |||||
Weighted average remaining term, options outstanding | 1 year 7 months 6 days | ||||
Weighted average remaining term, options exercisable | 1 year 1 month 6 days | ||||
Aggregate Intrinsic Value | |||||
Closing stock price, in dollars per share | $ 15.50 | $ 15.32 | |||
Equity Plans | |||||
Shares Subject to Option | |||||
Balance outstanding, beginning of period, shares | shares | [1] | 4,167 | 54,168 | ||
Options granted, shares | shares | [1] | 0 | 0 | ||
Stock Options exercised, shares | shares | [1] | 0 | (25,000) | ||
Options expired, shares | shares | [1] | 0 | (25,001) | ||
Balance outstanding, end of period, shares | shares | [1] | 4,167 | 4,167 | 54,168 | |
Options exercisable, shares | shares | [1] | 4,167 | 4,167 | ||
Weighted Average Exercise Price/Share | |||||
Balance outstanding, beginning of period, in dollars per share | [1] | $ 19.56 | $ 22.60 | ||
Options granted, in dollars per share | [1] | 0 | 0 | ||
Options exercised, in dollars per share | [1] | 0 | 15.84 | ||
Options expired, in dollars per share | [1] | 0 | 29.96 | ||
Balance outstanding, end of period, in dollars per share | [1] | 19.56 | 19.56 | $ 22.60 | |
Options exercisable, in dollars per share | [1] | $ 19.56 | $ 19.56 | ||
Weighted average remaining term, options outstanding | 1 month 5 days | 1 year 1 month 6 days | |||
Weighted average remaining term, options exercisable | 1 month 5 days | ||||
Aggregate Intrinsic Value | |||||
Balance outstanding, beginning of period | $ | [2] | $ 0 | $ 87 | ||
Balance outstanding, end of period | $ | [2] | 0 | $ 0 | $ 87 | |
Options exercisable | $ | [2] | $ 0 | |||
[1] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||
[2] | Based on the Company's closing stock price of $15.50 on December 31, 2016 and $15.32 on December 31, 2015. |
Share-Based Compensation and 84
Share-Based Compensation and Employee Ownership Plans SARs (Details) $ / shares in Units, $ in Thousands | Dec. 05, 2016 | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | ||||
Aggregate Intrinsic Value | |||||
Closing stock price, in dollars per share | $ 15.50 | $ 15.32 | |||
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 | shares | [2] | 100,000 | 100,000 | ||
Granted, shares | shares | [2] | 0 | 0 | ||
Acquired, shares | shares | [2] | 0 | 0 | ||
Expired, shares | shares | [2] | 0 | 0 | ||
Balance outstanding, end of period, shares | shares | [2] | 100,000 | 100,000 | 100,000 | |
Balance exercisable, shares | shares | [2] | 0 | |||
Weighted Average Exercise Price/Share | |||||
Balance outstanding, beginning of period, in dollars per share | [2] | $ 11.60 | $ 11.60 | ||
Granted, in dollars per share | [2] | 0 | 0 | ||
Acquired, in dollars per share | [2] | 0 | 0 | ||
Expired, in dollars per share | [2] | 0 | 0 | ||
Balance outstanding, end of period, in dollars per share | [2] | $ 11.60 | $ 11.60 | $ 11.60 | |
Weighted Average Remaining Term Outstanding | 1 year 2 months 16 days | 2 years 2 months 16 days | 3 years 2 months 16 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | $ | [3] | $ 435 | $ 558 | ||
Aggregate Intrinsic Value | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ | [3] | $ 913 | |||
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 | [2] | $ 0 | |||
[1] | Based on the Company's closing stock price of $15.50 on December 31, 2016 and $15.32 on December 31, 2015. | ||||
[2] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||
[3] | Based on the Company's closing stock price of $15.50 on December 31, 2016 and $15.32 on December 31, 2015. |
Share-Based Compensation and 85
Share-Based Compensation and Employee Ownership Plans Restricted Shares and Restricted Stock Units (Details) $ / shares in Units, $ in Millions | Dec. 05, 2016 | Mar. 31, 2016shares | Jan. 31, 2014shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015$ / sharesshares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | ||||||
Equity Plans | Restricted Shares and Restricted Stock Units (RSUs) | |||||||
Nonvested Restricted Shares and Restricted Stock Units | |||||||
Balance outstanding, beginning of period, shares | [1] | 5,370,091 | 4,413,646 | ||||
Granted, shares | [1],[2] | 2,157,403 | 2,260,901 | ||||
Vested, shares | [1] | (1,487,092) | (1,047,072) | ||||
Canceled, shares | [1] | 0 | 0 | ||||
Forfeited, shares | [1] | (322,470) | (257,384) | ||||
Balance outstanding, end of period, shares | [1] | 5,717,932 | [2] | 5,370,091 | |||
Weighted-Average Grant Date Fair Value | |||||||
Balance outstanding, beginning of period, in dollars per share | $ / shares | [1] | $ 16.68 | $ 14.80 | ||||
Granted, in dollars per share | $ / shares | [1],[2] | 14.02 | 17.96 | ||||
Vested, in dollars per share | $ / shares | [1] | 14.95 | 12.32 | ||||
Canceled, in dollars per share | $ / shares | [1] | 0 | 0 | ||||
Forfeited, in dollars per share | $ / shares | [1] | 14.89 | 13.68 | ||||
Balance outstanding, end of period, in dollars per share | $ / shares | [1] | $ 16.23 | [2] | $ 16.68 | |||
Unrecognized compensation expense | $ | $ 60.6 | ||||||
Weighted-average recognition period for unrecognized compensation expense | 2 years 5 months 25 days | ||||||
Equity Plans | Performance based restricted stock | |||||||
Nonvested Restricted Shares and Restricted Stock Units | |||||||
Granted, shares | 700,000 | 481,438 | |||||
Forfeited, shares | (96,875) | ||||||
Non-employee Director | Equity Plans | Restricted Stock Units (RSUs) | |||||||
Nonvested Restricted Shares and Restricted Stock Units | |||||||
Balance outstanding, end of period, shares | 162,176 | ||||||
Weighted-Average Grant Date Fair Value | |||||||
Granted, shares | 56,100 | ||||||
Maximum | |||||||
Nonvested Restricted Shares and Restricted Stock Units | |||||||
Percent of RSU's earned | 150.00% | ||||||
Minimum | |||||||
Nonvested Restricted Shares and Restricted Stock Units | |||||||
Percent of RSU's earned | 0.00% | ||||||
[1] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||||
[2] | Performance linked restricted stock units of 481,438 were awarded to employees of the Company in December 2013 and January 2014. An additional 700,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 96,875 have been forfeited through December 31, 2016. The remaining awards, included in the outstanding balance as of December 31, 2016, will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market conditions 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 0, 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. |
Defined Contribution Plans (Det
Defined Contribution Plans (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Contribution Plans [Abstract] | ||
Defined Contribution Plan, Cost Recognized | $ 0.5 | $ 0.5 |
Income Taxes Income Tax Expense
Income Taxes Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current tax expense/(benefit) | |||||||||||
Federal | $ 1,268 | $ (635) | $ 2,247 | ||||||||
State and local | 1,972 | 313 | 573 | ||||||||
Foreign | 262 | 348 | 341 | ||||||||
Total | 3,502 | 26 | 3,161 | ||||||||
Deferred tax expense/(benefit) | |||||||||||
Federal | (22,834) | (37,979) | (99,284) | ||||||||
Foreign | (1,900) | (7,420) | (28,825) | ||||||||
Foreign | 2,140 | (2,123) | 4 | ||||||||
Total | 22,594 | 47,522 | 128,105 | ||||||||
Total Tax expense/(benefit) | $ (12,539) | $ 8,759 | $ (11,992) | $ (3,320) | $ (52,708) | $ (5,081) | $ 3,346 | $ 6,947 | (19,092) | (47,496) | (124,944) |
Income (Loss) from Continuing Operations before Income Taxes, Domestic | (29,500) | 8,000 | 56,700 | ||||||||
Income (Loss) from Continuing Operations before Income Taxes, Foreign | $ (2,000) | $ 3,500 | $ 1,100 |
Income Taxes Income Tax Rate Re
Income Taxes Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Pre-tax loss at U.S. statutory rate | 35.00% | 35.00% | 35.00% |
Deferred asset recognition | 0.00% | (323.80%) | 0.00% |
Unrecognized gains on foreign subsidiaries | 38.70% | 0.00% | 0.00% |
Change in valuation allowance | (6.70%) | 0.00% | (252.70%) |
Impact of change in NY tax law | 0.00% | (27.90%) | 0.00% |
State and foreign tax | 1.30% | (39.60%) | 5.80% |
Minority interest reversal | 1.30% | (46.50%) | (9.40%) |
Other, net | (9.00%) | (11.00%) | 5.30% |
Total | 60.60% | (413.80%) | (216.00%) |
Income Taxes Deferred Tax Asset
Income Taxes Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets, net of valuation allowance | ||
Net operating loss | $ 126,037 | $ 110,904 |
Deferred compensation | 44,966 | 65,162 |
Goodwill | 4,758 | 7,009 |
Fixed assets | 3,541 | 2,003 |
Tax credits | 2,898 | 1,630 |
Acquired lease liability | 4,111 | 4,843 |
Other | 2,238 | 2,317 |
Valuation allowance | 188,549 | 193,868 |
Valuation allowance | 2,119 | 0 |
Deferred tax assets, net of valuation allowance | 186,430 | 193,868 |
Deferred tax liabilities | ||
Basis difference on investments | 0 | 15,352 |
Unrealized gains on investments | 20,774 | 34,613 |
Intangible assets | 0 | 296 |
Other | 0 | 47 |
Total deferred tax liabilities | 20,774 | 50,308 |
Deferred tax assets/(liabilities), net | $ 165,656 | $ 143,560 |
Income Taxes Summary of Operati
Income Taxes Summary of Operating Loss Carryforwards (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | |||
Income Taxes Receivable | $ 2,000 | ||
Accrued Income Taxes | 20 | ||
Valuation allowance | 2,119 | $ 0 | |
Deferred Tax Assets, Gross | 188,549 | 193,868 | |
Deferred Tax Liabilities, Gross | 20,774 | 50,308 | |
Deferred Income Tax Expense (Benefit) | (22,594) | (47,522) | $ (128,105) |
Operating Loss Carryforwards | 6,600 | ||
Other | 2,238 | 2,317 | |
Deferred tax asset, deduction limitation | 2,400 | ||
Undistributed Earnings of Foreign Subsidiaries | 800 | 1,000 | |
Tax Liabilities, Undistributed Foreign Earnings | 100 | $ 100 | |
State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 142,800 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2036 | ||
Inland Revenue, Hong Kong [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 12,800 | ||
Internal Revenue Service (IRS) [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 296,700 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2036 | ||
California Franchise Tax Board [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 61,800 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2036 | ||
MASSACHUSETTS | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 31,500 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2036 | ||
ILLINOIS | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 12,300 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2028 | ||
New York State Division of Taxation and Finance [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 95,600 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2036 | ||
Luxembourg Reinsurance Companies | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | $ 113,800 | ||
Other | 113,800 | ||
Deferred Tax Liabilities, Gross, Current | 357,100 | ||
LaBranche and Co Inc. [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | 57,200 | ||
Deferred tax asset, deduction limitation | $ 6,700 |
Commitments and Contingencies91
Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Lease Obligations | ||||
Net rent expense | $ 20,300,000 | $ 18,500,000 | $ 16,800,000 | |
Future minimum annual lease and service payments | ||||
Sublease income related to operating leases | 2,200,000 | 2,300,000 | $ 1,800,000 | |
Clawback Obligation | ||||
Future minimum annual lease and service payments | ||||
Contractual obligation | 6,200,000 | 6,200,000 | ||
RCG Longview Partners II, LLC | Clawback Obligation | ||||
Future minimum annual lease and service payments | ||||
Contractual obligation | 6,200,000 | $ 6,200,000 | ||
Equipment Leases | ||||
Future minimum annual lease and service payments | ||||
Contractual Obligation, Due in next fiscal year | [1] | 2,417,000 | ||
Contractual Obligation, Due in Second Year | [1] | 2,359,000 | ||
Contractual Obligation, Due in Third Year | [1] | 928,000 | ||
Contractual Obligation, Due in Fourth Year | [1] | 6,000 | ||
Contractual Obligation, Due in Fifth Year | [1] | 0 | ||
Thereafter | [1] | 0 | ||
Future minimum annual lease and service payments | [1] | 5,710,000 | ||
Service Payments | ||||
Future minimum annual lease and service payments | ||||
Contractual Obligation, Due in next fiscal year | 15,674,000 | |||
Contractual Obligation, Due in Second Year | 8,550,000 | |||
Contractual Obligation, Due in Third Year | 2,766,000 | |||
Contractual Obligation, Due in Fourth Year | 740,000 | |||
Contractual Obligation, Due in Fifth Year | 676,000 | |||
Thereafter | 0 | |||
Future minimum annual lease and service payments | 28,406,000 | |||
Facility Leases | ||||
Future minimum annual lease and service payments | ||||
Contractual Obligation, Due in next fiscal year | [2] | 16,745,000 | ||
Contractual Obligation, Due in Second Year | [2] | 17,002,000 | ||
Contractual Obligation, Due in Third Year | [2] | 15,470,000 | ||
Contractual Obligation, Due in Fourth Year | [2] | 15,305,000 | ||
Contractual Obligation, Due in Fifth Year | [2] | 15,589,000 | ||
Thereafter | [2] | 17,294,000 | ||
Future minimum annual lease and service payments | [2] | $ 97,405,000 | ||
[1] | Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 19 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 $2.2 million, $2.3 million, and $1.8 million and for the years ended December 31, 2016, 2015, and 2014, respectively. |
Commitments and Contingencies S
Commitments and Contingencies Schedules of Unfunded Commitments (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2016USD ($)cowenfund | ||
Unfunded Commitments | ||
Other Commitments [Line Items] | ||
Number of Real Estate Investments | cowenfund | 5 | |
Real Estate Funds | ||
Other Commitments [Line Items] | ||
Other commitments, unfunded amount | $ 7.6 | [1] |
Real Estate Funds | Commitment to Invest | ||
Other Commitments [Line Items] | ||
Term of capital commitment | 3 years | |
Healthcare Royalty Partners | ||
Other Commitments [Line Items] | ||
Other commitments, unfunded amount | $ 7.3 | [2] |
Healthcare Royalty Partners | Commitment to Invest | ||
Other Commitments [Line Items] | ||
Term of capital commitment | 2 years | |
Formation 8 Partners Hardware Fund I, L.P. [Member] | ||
Other Commitments [Line Items] | ||
Other commitments, unfunded amount | $ 0.8 | |
Formation 8 Partners Hardware Fund I, L.P. [Member] | Commitment to Invest | ||
Other Commitments [Line Items] | ||
Term of capital commitment | 7 years | |
Lagunita Biosciences, LLC | ||
Other Commitments [Line Items] | ||
Other commitments, unfunded amount | $ 3 | |
Lagunita Biosciences, LLC | Commitment to Invest | ||
Other Commitments [Line Items] | ||
Term of capital commitment | 3 years | |
Eclipse Fund II, L.P. [Member] | ||
Other Commitments [Line Items] | ||
Other commitments, unfunded amount | $ 0.9 | |
Eclipse Fund II, L.P. [Member] | Commitment to Invest | ||
Other Commitments [Line Items] | ||
Term of capital commitment | 8 years | |
Eclipse Continuity Fund I, L.P. [Member] | ||
Other Commitments [Line Items] | ||
Other commitments, unfunded amount | $ 0.9 | |
Eclipse Continuity Fund I, L.P. [Member] | Commitment to Invest | ||
Other Commitments [Line Items] | ||
Term of capital commitment | 9 years | |
[1] | five real estate investments held by the Company, all of which pertain to related party investments. Such commitments can be called at any time up to | |
[2] | The Company is a limited partner of the HealthCare Royalty Partners funds (which are managed by Healthcare Royalty Management) and is a member of HealthCare Royalty Partners General Partners. The Company will make its pro-rata investment in the HealthCare Royalty Partners funds along with the other limited partners. |
Convertible Debt and Notes Pa93
Convertible Debt and Notes Payable (Details) | Dec. 05, 2016 | Dec. 31, 2016USD ($)letters_of_credit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 31, 2014USD ($) | Sep. 29, 2016USD ($) | Jan. 31, 2016 | Oct. 10, 2014USD ($) | Mar. 10, 2014USD ($)$ / shares | |
Debt and Capital Lease Obligations [Line Items] | ||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | |||||||||
Components of short-term borrowings and other debt | ||||||||||
Convertible debt | [1] | $ 130,029,000 | $ 122,401,000 | |||||||
Note payable | 60,953,000 | 60,831,000 | ||||||||
Other Notes Payable | 14,237,000 | 0 | ||||||||
Capital lease obligations | 1,840,000 | 2,734,000 | ||||||||
Debt, Long-term and Short-term, Combined Amount | 207,059,000 | 190,966,000 | ||||||||
Amortization of debt discount | 6,885,000 | 6,302,000 | $ 4,685,000 | |||||||
Cash convertible note hedge transaction | 0 | 0 | 149,500,000 | |||||||
Capital Lease Obligations Incurred | $ 7,600,000 | |||||||||
Capital Leases, Income Statement, Interest Expense | 100,000 | 200,000 | 200,000 | |||||||
Future minimum lease payments for capital lease obligations | ||||||||||
2,017 | 938,000 | |||||||||
2,018 | 938,000 | |||||||||
2,019 | 78,000 | |||||||||
2,020 | 0 | |||||||||
2,021 | 0 | |||||||||
Thereafter | 0 | |||||||||
Subtotal | 1,954,000 | |||||||||
Less: Amount representing interest | [2] | (114,000) | ||||||||
Capital lease obligations | $ 1,840,000 | 2,734,000 | ||||||||
Number of Letters of Credit | letters_of_credit | 9 | |||||||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 0 | 5,000,000 | ||||||||
Revolving Credit Facility | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | $ 25,000,000 | $ 25,000,000 | ||||||||
Line of Credit Facility, Current Borrowing Capacity | $ 15,000,000 | |||||||||
Line of Credit Facility, Commitment Fee Percentage | 3.00% | |||||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.38% | |||||||||
Interest Expense, Debt | $ 400,000 | 200,000 | ||||||||
Minimum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Capital Lease Obligation, Initial Term | 48 months | |||||||||
Capital leases, interest rate | 0.60% | |||||||||
Maximum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Capital Lease Obligation, Initial Term | 60 months | |||||||||
Capital leases, interest rate | 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, San Francisco Office, Expires January 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | $ 710,000 | |||||||||
Letter of Credit, Connecticut Office, Expires January 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | 65,000 | |||||||||
Letter of Credit, NY Office 6, Expires February 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | 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, max borrowing capacity | 382,000 | |||||||||
Letter of Credit, NY Office 1, Expires May 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | 355,000 | |||||||||
Letter of Credit, NY Office 2, Expires May 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | 70,000 | |||||||||
Letter of Credit, NY Office 3, Expires October 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | 695,000 | |||||||||
Letter of Credit, NY Office 4, Expires October 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | 2,811,000 | |||||||||
Letter of Credit, NY Office 5, Expires November 2017 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, max borrowing capacity | 1,600,000 | |||||||||
Convertible Debt | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Note payable | $ 149,500,000 | |||||||||
Interest rate | 3.00% | |||||||||
Principal amount of notes being converted | $ 1,000 | |||||||||
Interest on Convertible Debt, Net of Tax | 4,500,000 | 4,500,000 | 3,600,000 | |||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 21.32 | |||||||||
Convertible debt, unamortized discount | 17,800,000 | 24,700,000 | $ 35,700,000 | |||||||
Amortization of debt discount | 6,900,000 | 6,300,000 | $ 4,700,000 | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.89% | |||||||||
Debt Issuance Costs, Gross | $ 3,700,000 | |||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,017 | 4,485,000 | |||||||||
2,018 | 4,485,000 | |||||||||
2,019 | 151,743,000 | |||||||||
2,020 | 0 | |||||||||
2,021 | 0 | |||||||||
Thereafter | 0 | |||||||||
Subtotal | 160,713,000 | |||||||||
Less: Amount representing interest | [2] | (30,684,000) | ||||||||
Senior Notes | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Note payable | 60,953,000 | $ 63,300,000 | ||||||||
Interest rate | 8.25% | |||||||||
Interest on Convertible Debt, Net of Tax | 5,200,000 | $ 5,200,000 | ||||||||
Debt Issuance Costs, Gross | $ 2,900,000 | |||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,017 | 4,912,000 | |||||||||
2,018 | 5,218,000 | |||||||||
2,019 | 5,218,000 | |||||||||
2,020 | 5,218,000 | |||||||||
2,021 | 68,468,000 | |||||||||
Thereafter | 0 | |||||||||
Subtotal | 89,034,000 | |||||||||
Less: Amount representing interest | [2] | (28,081,000) | ||||||||
Insurance Note | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Interest rate | 1.38% | |||||||||
Debt Instrument, Periodic Payment, Principal | 200,000 | |||||||||
Short-term Debt, Maximum Amount Outstanding During Period | 2,000,000 | |||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,017 | 4,225,000 | |||||||||
2,018 | 2,225,000 | |||||||||
2,019 | 3,702,000 | |||||||||
2,020 | 1,805,000 | |||||||||
2,021 | 4,723,000 | |||||||||
Thereafter | 0 | |||||||||
Subtotal | 16,680,000 | |||||||||
Less: Amount representing interest | [2] | (2,443,000) | ||||||||
Aircraft and related equipment | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Other Notes Payable | 14,400,000 | |||||||||
Interest Expense, Debt | 800,000 | |||||||||
Aircraft and related equipment | Minimum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Interest rate | 4.80% | |||||||||
Aircraft and related equipment | 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, max borrowing capacity | $ 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 | $ 28.72 | |||||||||
[1] | The carrying amount of the convertible debt includes an unamortized discount of $17.8 million and $24.7 million as of December 31, 2016 and 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. |
Stockholders Equity - Annual (D
Stockholders Equity - Annual (Details) $ / shares in Units, $ in Thousands | Dec. 05, 2016 | Dec. 31, 2016USD ($)class$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($) | May 19, 2015USD ($)$ / sharesshares | |
Equity, Class of Stock [Line Items] | ||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | |||||
Adjustments to Additional Paid in Capital, Stock Split | $ 900 | |||||
Common stock, shares authorized | shares | 125,000,000 | |||||
Preferred stock, shares authorized | shares | 10,000,000 | 10,000,000 | ||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||
Number of classes | class | 2 | |||||
Proceeds from Issuance of Preferred Stock, net of issuance costs | $ 0 | $ 117,194 | $ 0 | |||
Treasury Stock, Shares [Roll Forward] | ||||||
Treasury stock, shares, beginning of period | shares | [1] | 8,628,933 | ||||
Purchase of treasury stock, shares | shares | [1] | 533,939 | ||||
Treasury stock, shares, end of period | shares | [1] | 9,810,802 | 8,628,933 | |||
Treasury Stock, Cost [Roll Forward] | ||||||
Treasury stock, cost, beginning of period | $ 137,356 | |||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | 8,835 | $ 8,907 | $ 5,649 | |||
Purchase of treasury stock, cost | 7,654 | |||||
Treasury stock, cost, end of period | $ 153,845 | $ 137,356 | ||||
Treasury Stock, Average Cost Per Share [Roll Forward] | ||||||
Treasury stock, average cost per share, beginning of period, in dollars per share | $ / shares | [1] | $ 15.92 | ||||
Purchase of treasury stock, average cost per share, in dollars per share | $ / shares | [1] | 14.33 | ||||
Treasury stock, average cost per share, end of period, in dollars per share | $ / shares | [1] | $ 15.68 | $ 15.92 | |||
Convertible Preferred Stock, Shares Issued upon Conversion | shares | 38.0619 | |||||
Convertible Preferred Stock, Threshold Percentage of Stock Price Trigger | 150.00% | |||||
Treasury Stock | ||||||
Treasury Stock, Shares [Roll Forward] | ||||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | shares | [1] | 647,930 | ||||
Treasury Stock, Cost [Roll Forward] | ||||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | $ 8,835 | |||||
Treasury Stock, Average Cost Per Share [Roll Forward] | ||||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions, Average Cost Per Share | $ / shares | [1] | $ 13.64 | ||||
Convertible Preferred Stock | ||||||
Equity, Class of Stock [Line Items] | ||||||
Preferred Stock, Dividend Rate, Percentage | 5.625% | |||||
Proceeds from Issuance of Preferred Stock, net of issuance costs | $ 117,200 | |||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ 3,600 | |||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 1,000 | |||||
Convertible Preferred Stock | Retained Earnings/(Accumulated deficit) | ||||||
Equity, Class of Stock [Line Items] | ||||||
Dividends | $ 6,792 | $ 4,075 | ||||
Common Stock Class A | ||||||
Equity, Class of Stock [Line Items] | ||||||
Common stock, shares authorized | shares | 62,500,000 | 62,500,000 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||
Treasury Stock, Shares [Roll Forward] | ||||||
Treasury stock, shares, beginning of period | shares | 8,628,933 | |||||
Treasury stock, shares, end of period | shares | 9,810,802 | 8,628,933 | ||||
Treasury Stock, Cost [Roll Forward] | ||||||
Treasury stock, cost, beginning of period | $ 137,356 | |||||
Treasury stock, cost, end of period | $ 153,845 | $ 137,356 | ||||
Common Stock Class B | ||||||
Equity, Class of Stock [Line Items] | ||||||
Common stock, shares authorized | shares | 62,500,000 | 62,500,000 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||
Call Option | ||||||
Equity, Class of Stock [Line Items] | ||||||
Option indexed to Issuer's Equity, Value | $ 15,900 | |||||
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 | $ / shares | $ 33.54 | |||||
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 | $ / shares | $ 26.27 | |||||
[1] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Accumulated Other Comprehensi95
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | |||
Beginning Balance | $ 0 | $ 17 | $ 592 |
Amortization of prior service cost | 0 | 0 | (344) |
Foreign currency translation | (2) | (17) | (231) |
Ending Balance | $ (2) | $ 0 | $ 17 |
Earnings Per Share (Details)
Earnings Per Share (Details) $ / shares in Units, $ in Thousands | Dec. 05, 2016 | Dec. 31, 2016USD ($)$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2016USD ($)$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013shares | ||||||||||||
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | ||||||||||||||||||||||||
Computation of earnings per share: | |||||||||||||||||||||||||
Net income (loss) | $ | $ (12,395) | $ 58,975 | $ 182,780 | ||||||||||||||||||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | $ | $ 9,406 | $ 18,478 | $ (16,705) | $ (4,297) | $ 4,266 | $ 4,344 | $ 3,916 | $ 2,720 | 6,882 | 15,246 | 15,564 | ||||||||||||||
Net income (loss) attributable to Cowen Group, Inc. | $ | (1,904) | (3,219) | (10,456) | (3,698) | 30,661 | (10,346) | 6,716 | 16,698 | (19,277) | 43,729 | 167,216 | ||||||||||||||
Preferred stock dividends | $ | 1,698 | 1,698 | 1,698 | 1,698 | 1,717 | 1,603 | 755 | 0 | 6,792 | 4,075 | 0 | ||||||||||||||
Net income (loss) attributable to Cowen Group, Inc. common stockholders | $ | $ (3,602) | $ (4,917) | $ (12,154) | $ (5,396) | $ 28,944 | $ (11,949) | $ 5,961 | $ 16,698 | $ (26,069) | $ 39,654 | $ 167,216 | ||||||||||||||
Shares for basic and diluted calculations: | |||||||||||||||||||||||||
Weighted average shares used in basic computation, shares | 26,973,000 | [1] | 26,993,000 | [1] | 26,867,000 | [1] | 26,591,000 | [1] | 26,809,000 | [1] | 27,297,000 | [1] | 27,978,000 | [1] | 28,013,000 | [1] | 26,857,000 | [2] | 27,522,000 | [2] | 28,731,000 | [2],[3] | |||
Weighted average shares used in diluted computation, shares | 26,973,000 | [1] | 26,993,000 | [1] | 26,867,000 | [1] | 26,591,000 | [1] | 28,182,000 | [1] | 27,297,000 | [1] | 29,556,000 | [1] | 29,647,000 | [1] | 26,857,000 | [2],[3] | 29,043,000 | [2],[3] | 29,871,000 | [2],[3] | |||
Earnings (loss) per share: | |||||||||||||||||||||||||
Earnings Per Share, Basic (in dollars per share) | $ / shares | $ (0.13) | [1] | $ (0.18) | [1] | $ (0.45) | [1] | $ (0.20) | [1] | $ 1.08 | [1] | $ (0.44) | [1] | $ 0.21 | [1] | $ 0.60 | [1] | $ (0.97) | [2],[3] | $ 1.44 | [2],[3] | $ 5.82 | [2],[3] | |||
Earnings Per Share, Diluted (in dollars per share) | $ / shares | $ (0.13) | [1] | $ (0.18) | [1] | $ (0.45) | [1] | $ (0.20) | [1] | $ 1.03 | [1] | $ (0.44) | [1] | $ 0.20 | [1] | $ 0.56 | [1] | $ (0.97) | [2],[3] | $ 1.37 | [2],[3] | $ 5.60 | [2],[3] | |||
Stock Options | |||||||||||||||||||||||||
Shares for basic and diluted calculations: | |||||||||||||||||||||||||
Shares attributable to share-based payment awards, shares | [2] | 0 | 3,000 | 0 | |||||||||||||||||||||
Performance based restricted stock | |||||||||||||||||||||||||
Shares for basic and diluted calculations: | |||||||||||||||||||||||||
Shares attributable to share-based payment awards, shares | [2] | 0 | 65,000 | 0 | |||||||||||||||||||||
Stock Appreciation Rights | |||||||||||||||||||||||||
Shares for basic and diluted calculations: | |||||||||||||||||||||||||
Shares attributable to share-based payment awards, shares | [2] | 0 | 35,000 | 15,000 | |||||||||||||||||||||
Restricted Stock | |||||||||||||||||||||||||
Shares for basic and diluted calculations: | |||||||||||||||||||||||||
Shares attributable to share-based payment awards, shares | [2] | 0 | 1,418,000 | 1,125,000 | |||||||||||||||||||||
Common Stock Class A | |||||||||||||||||||||||||
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items] | |||||||||||||||||||||||||
Common stock, shares outstanding, shares | 26,731,289 | 26,401,163 | 26,731,289 | 26,401,163 | 27,922,799 | 28,756,658 | |||||||||||||||||||
Common stock, restricted shares, shares | 162,176 | 124,392 | 162,176 | 124,392 | |||||||||||||||||||||
[1] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||||||||||||||||||||||
[2] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||||||||||||||||||||||
[3] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Segment Reporting (Details)
Segment Reporting (Details) | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)segmentcustomer | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |||||
Segment Reporting Information [Line Items] | |||||||||||||||
Entity-Wide Revenue, Major Customer, Number | customer | 0 | ||||||||||||||
Number of Operating Segments | segment | 2 | ||||||||||||||
Revenues | |||||||||||||||
Investment banking | $ 133,279,000 | $ 222,781,000 | $ 170,506,000 | ||||||||||||
Brokerage | 199,180,000 | 157,722,000 | 140,132,000 | ||||||||||||
Management fees | 40,612,000 | 41,906,000 | 40,627,000 | ||||||||||||
Incentive income | 8,334,000 | 1,466,000 | 2,785,000 | ||||||||||||
Investment Income | 0 | 0 | 0 | ||||||||||||
Interest and dividends | 14,732,000 | 13,796,000 | 48,870,000 | ||||||||||||
Aircraft lease revenue | 4,161,000 | 0 | 0 | ||||||||||||
Reimbursement from affiliates | 10,504,000 | 21,557,000 | 12,495,000 | ||||||||||||
Reinsurance premiums | 32,459,000 | 0 | 0 | ||||||||||||
Other revenue | 22,355,000 | 3,726,000 | 9,446,000 | ||||||||||||
Total revenues | $ 122,268,000 | $ 131,027,000 | $ 117,231,000 | $ 101,039,000 | $ 110,611,000 | $ 113,254,000 | $ 119,608,000 | $ 121,094,000 | 471,565,000 | 464,567,000 | 427,776,000 | ||||
Expenses | |||||||||||||||
Non-interest expense | 508,746,000 | 475,844,000 | 443,471,000 | ||||||||||||
Goodwill Impairment | 0 | 0 | 2,334,000 | ||||||||||||
Interest and dividends | 29,308,000 | 26,220,000 | 42,752,000 | ||||||||||||
Total expenses | 547,118,000 | 504,374,000 | 490,191,000 | ||||||||||||
Other income (loss) | |||||||||||||||
Total other income (loss) | 44,066,000 | 51,286,000 | 120,251,000 | ||||||||||||
Income tax expense (benefit) | (12,539,000) | 8,759,000 | (11,992,000) | (3,320,000) | (52,708,000) | (5,081,000) | 3,346,000 | 6,947,000 | (19,092,000) | (47,496,000) | (124,944,000) | ||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (6,882,000) | (15,246,000) | (15,564,000) | ||||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | $ (1,904,000) | $ (3,219,000) | $ (10,456,000) | $ (3,698,000) | $ 30,661,000 | $ (10,346,000) | $ 6,716,000 | $ 16,698,000 | (19,277,000) | 43,729,000 | 167,216,000 | ||||
Consolidated Funds | |||||||||||||||
Revenues | |||||||||||||||
Total revenues | 5,949,000 | 1,613,000 | 2,915,000 | ||||||||||||
Expenses | |||||||||||||||
Total expenses | 9,064,000 | 2,310,000 | 1,634,000 | ||||||||||||
Alternative Investment | |||||||||||||||
Expenses | |||||||||||||||
Goodwill Impairment | 0 | 0 | |||||||||||||
Broker-Dealer | |||||||||||||||
Expenses | |||||||||||||||
Goodwill Impairment | 0 | 0 | |||||||||||||
Operating Segments | |||||||||||||||
Revenues | |||||||||||||||
Investment banking | 133,279,000 | 222,781,000 | 170,506,000 | ||||||||||||
Brokerage | 207,040,000 | 160,436,000 | 146,247,000 | ||||||||||||
Management fees | 67,248,000 | 70,015,000 | 64,774,000 | ||||||||||||
Incentive income | 26,274,000 | (1,544,000) | 45,708,000 | ||||||||||||
Investment Income | 4,023,000 | 62,596,000 | 65,215,000 | ||||||||||||
Interest and dividends | 0 | 0 | 0 | ||||||||||||
Aircraft lease revenue | 0 | ||||||||||||||
Reimbursement from affiliates | 0 | 0 | 0 | ||||||||||||
Reinsurance premiums | 0 | 5,168,000 | |||||||||||||
Other revenue | 29,767,000 | 15,382,000 | |||||||||||||
Total revenues | 467,631,000 | 529,666,000 | 497,618,000 | ||||||||||||
Expenses | |||||||||||||||
Non-interest expense | 471,351,000 | 469,754,000 | 435,862,000 | ||||||||||||
Goodwill Impairment | 0 | ||||||||||||||
Interest and dividends | 17,190,000 | 16,584,000 | 9,798,000 | ||||||||||||
Total expenses | 488,541,000 | 486,338,000 | 445,660,000 | ||||||||||||
Other income (loss) | |||||||||||||||
Total other income (loss) | 0 | 0 | 0 | ||||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | ||||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (7,821,000) | (8,796,000) | (7,802,000) | ||||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (28,731,000) | 34,532,000 | 44,156,000 | ||||||||||||
Operating Segments | Consolidated Funds | |||||||||||||||
Revenues | |||||||||||||||
Other revenue | 0 | ||||||||||||||
Total revenues | 0 | 0 | |||||||||||||
Expenses | |||||||||||||||
Total expenses | 0 | 0 | 0 | ||||||||||||
Operating Segments | Alternative Investment | |||||||||||||||
Revenues | |||||||||||||||
Investment banking | 0 | 0 | 0 | ||||||||||||
Brokerage | 0 | 0 | 55,000 | ||||||||||||
Management fees | 64,086,000 | 68,989,000 | 64,774,000 | ||||||||||||
Incentive income | 26,274,000 | (1,544,000) | 45,708,000 | ||||||||||||
Investment Income | 3,015,000 | 49,244,000 | 45,193,000 | ||||||||||||
Interest and dividends | 0 | 0 | 0 | ||||||||||||
Aircraft lease revenue | 0 | ||||||||||||||
Reimbursement from affiliates | 0 | 0 | 0 | ||||||||||||
Reinsurance premiums | 0 | 4,645,000 | |||||||||||||
Other revenue | 29,202,000 | 14,492,000 | |||||||||||||
Total revenues | 122,577,000 | 131,181,000 | 160,375,000 | ||||||||||||
Expenses | |||||||||||||||
Non-interest expense | 102,163,000 | 107,291,000 | 115,601,000 | ||||||||||||
Goodwill Impairment | 0 | ||||||||||||||
Interest and dividends | 12,827,000 | 11,839,000 | 7,804,000 | ||||||||||||
Total expenses | 114,990,000 | 119,130,000 | 123,405,000 | ||||||||||||
Other income (loss) | |||||||||||||||
Total other income (loss) | 0 | 0 | 0 | ||||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | ||||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (7,821,000) | (8,796,000) | (7,802,000) | ||||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (234,000) | 3,255,000 | 29,168,000 | ||||||||||||
Operating Segments | Alternative Investment | Consolidated Funds | |||||||||||||||
Revenues | |||||||||||||||
Other revenue | 0 | ||||||||||||||
Total revenues | 0 | 0 | |||||||||||||
Expenses | |||||||||||||||
Total expenses | 0 | 0 | 0 | ||||||||||||
Operating Segments | Broker-Dealer | |||||||||||||||
Revenues | |||||||||||||||
Investment banking | 133,279,000 | 222,781,000 | 170,506,000 | ||||||||||||
Brokerage | 207,040,000 | 160,436,000 | 146,192,000 | ||||||||||||
Management fees | 3,162,000 | 1,026,000 | 0 | ||||||||||||
Incentive income | 0 | 0 | 0 | ||||||||||||
Investment Income | 1,008,000 | 13,352,000 | 20,022,000 | ||||||||||||
Interest and dividends | 0 | 0 | 0 | ||||||||||||
Aircraft lease revenue | 0 | ||||||||||||||
Reimbursement from affiliates | 0 | 0 | 0 | ||||||||||||
Reinsurance premiums | 0 | 523,000 | |||||||||||||
Other revenue | 565,000 | 890,000 | |||||||||||||
Total revenues | 345,054,000 | 398,485,000 | 337,243,000 | ||||||||||||
Expenses | |||||||||||||||
Non-interest expense | 369,188,000 | 362,463,000 | 320,261,000 | ||||||||||||
Goodwill Impairment | 0 | ||||||||||||||
Interest and dividends | 4,363,000 | 4,745,000 | 1,994,000 | ||||||||||||
Total expenses | 373,551,000 | 367,208,000 | 322,255,000 | ||||||||||||
Other income (loss) | |||||||||||||||
Total other income (loss) | 0 | 0 | 0 | ||||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | ||||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 0 | 0 | 0 | ||||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (28,497,000) | 31,277,000 | 14,988,000 | ||||||||||||
Operating Segments | Broker-Dealer | Consolidated Funds | |||||||||||||||
Revenues | |||||||||||||||
Other revenue | 0 | ||||||||||||||
Total revenues | 0 | 0 | |||||||||||||
Expenses | |||||||||||||||
Total expenses | 0 | 0 | 0 | ||||||||||||
Adjustments | Funds Consolidation | |||||||||||||||
Revenues | |||||||||||||||
Investment banking | 0 | 0 | 0 | ||||||||||||
Brokerage | 0 | 0 | 0 | ||||||||||||
Management fees | (1,665,000) | (1,307,000) | (963,000) | ||||||||||||
Incentive income | (714,000) | (736,000) | (281,000) | ||||||||||||
Investment Income | 0 | 0 | 0 | ||||||||||||
Interest and dividends | 0 | 0 | 0 | ||||||||||||
Aircraft lease revenue | 0 | ||||||||||||||
Reimbursement from affiliates | (303,000) | (190,000) | (342,000) | ||||||||||||
Reinsurance premiums | 0 | ||||||||||||||
Other revenue | 0 | 0 | 0 | ||||||||||||
Total revenues | 3,267,000 | (620,000) | 1,329,000 | ||||||||||||
Expenses | |||||||||||||||
Non-interest expense | (429,000) | 0 | 0 | ||||||||||||
Goodwill Impairment | 0 | ||||||||||||||
Interest and dividends | 0 | 0 | 0 | ||||||||||||
Total expenses | 8,635,000 | 2,310,000 | 1,634,000 | ||||||||||||
Other income (loss) | |||||||||||||||
Total other income (loss) | 8,532,000 | 8,781,000 | 5,775,000 | ||||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | ||||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (3,164,000) | (5,851,000) | (5,470,000) | ||||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 0 | 0 | 0 | ||||||||||||
Adjustments | Funds Consolidation | Consolidated Funds | |||||||||||||||
Revenues | |||||||||||||||
Total revenues | 5,949,000 | 1,613,000 | 2,915,000 | ||||||||||||
Expenses | |||||||||||||||
Total expenses | 9,064,000 | 2,310,000 | 1,634,000 | ||||||||||||
Adjustments | Other Adjustments | |||||||||||||||
Revenues | |||||||||||||||
Investment banking | 0 | 0 | 0 | ||||||||||||
Brokerage | (7,860,000) | (2,714,000) | (6,115,000) | ||||||||||||
Management fees | [1] | (24,971,000) | (26,802,000) | (23,184,000) | |||||||||||
Incentive income | [1] | (17,226,000) | 3,746,000 | (42,642,000) | |||||||||||
Investment Income | [2] | (4,023,000) | (62,596,000) | (65,215,000) | |||||||||||
Interest and dividends | [2] | 14,732,000 | 13,796,000 | 48,870,000 | |||||||||||
Aircraft lease revenue | [3] | 4,161,000 | |||||||||||||
Reimbursement from affiliates | [4] | 10,807,000 | 21,747,000 | 12,837,000 | |||||||||||
Reinsurance premiums | [5] | 32,459,000 | |||||||||||||
Other revenue | (7,412,000) | [3],[5] | (11,656,000) | [5] | 4,278,000 | [2] | |||||||||
Total revenues | 667,000 | (64,479,000) | (71,171,000) | ||||||||||||
Expenses | |||||||||||||||
Non-interest expense | [2],[6],[7] | 37,824,000 | 6,090,000 | 7,609,000 | |||||||||||
Goodwill Impairment | [8] | 2,334,000 | |||||||||||||
Interest and dividends | [2] | 12,118,000 | 9,636,000 | 32,954,000 | |||||||||||
Total expenses | 49,942,000 | 15,726,000 | 42,897,000 | ||||||||||||
Other income (loss) | |||||||||||||||
Total other income (loss) | [2] | 35,534,000 | 42,505,000 | 114,476,000 | |||||||||||
Income tax expense (benefit) | [6] | (19,092,000) | (47,496,000) | (124,944,000) | |||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 4,103,000 | (599,000) | (2,292,000) | ||||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 9,454,000 | 9,197,000 | 123,060,000 | ||||||||||||
Adjustments | Other Adjustments | Consolidated Funds | |||||||||||||||
Revenues | |||||||||||||||
Total revenues | 0 | 0 | 0 | ||||||||||||
Expenses | |||||||||||||||
Total expenses | $ 0 | $ 0 | $ 0 | ||||||||||||
[1] | 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. | ||||||||||||||
[2] | Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends) | ||||||||||||||
[3] | Aircraft lease revenue is shown net of expenses in other revenue for Economic Income (Loss). | ||||||||||||||
[4] | Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP. | ||||||||||||||
[5] | Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities net of expenses. | ||||||||||||||
[6] | Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment. | ||||||||||||||
[7] | 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. | ||||||||||||||
[8] | Economic Income (Loss) excludes goodwill impairment and other reorganization expenses. |
Regulatory Requirements (Detail
Regulatory Requirements (Details) | Dec. 31, 2016USD ($) |
Cowen and Company | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Net capital requirement under alternative method | $ 1,000,000 |
Net capital | 65,300,000 |
Excess capital | 64,300,000 |
Cowen Prime | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 250,000 |
Net capital | 13,900,000 |
Excess capital | 13,600,000 |
RCG Insurance Company | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 300,000 |
Net capital | 22,500,000 |
ATM Execution LLC [Member] | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 250,000 |
Net capital | 3,500,000 |
Excess capital | 3,200,000 |
U.K. Financial Services Authority | Ramius U.K., Ltd. | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Financial resources | 220,000 |
Financial resources requirement | 50,000 |
Excess financial resources | 170,000 |
U.K. Financial Services Authority | Cowen International Limited | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Financial resources | 9,600,000 |
Financial resources requirement | 2,600,000 |
Excess financial resources | $ 7,000,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||||||||||
Fees receivable, net of allowance | $ 45,883 | $ 34,413 | $ 45,883 | $ 34,413 | |||||||
Reimbursable to affiliated funds | 200 | $ 100 | |||||||||
Due from related parties | 39,629 | 39,659 | 39,629 | 39,659 | |||||||
Redeemable non-controlling interests, Related Party | 379,205 | 186,911 | 379,205 | 186,911 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (9,406) | $ (18,478) | $ 16,705 | $ 4,297 | (4,266) | $ (4,344) | $ (3,916) | $ (2,720) | (6,882) | (15,246) | (15,564) |
Employees | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Redeemable non-controlling interests, Related Party | 32,900 | 21,300 | 32,900 | 21,300 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | $ (5,700) | (10,400) | (10,600) | ||||||||
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 | 12,600 | 6,300 | $ 12,600 | 6,300 | |||||||
Affiliated Entity | Fees Payable | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fees payable to related parties | 300 | 100 | 300 | 100 | |||||||
Employees | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due from employees | 9,200 | 5,500 | 9,200 | 5,500 | |||||||
Forgivable Loan Balances | 3,300 | 1,200 | 3,300 | 1,200 | |||||||
Amortization on Forgivable Loans | 1,200 | 3,200 | $ 4,400 | ||||||||
Investor | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due to Affiliate | 700 | 300 | 700 | 300 | |||||||
Other Funds | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due from related parties | 11,800 | 19,700 | $ 11,800 | $ 19,700 | |||||||
Starboard Value LP | Equity Method Investments | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Effective interest rate | 5.00% | 5.00% | |||||||||
Interest Income, Related Party | 600 | ||||||||||
Due from related parties | $ 18,700 | $ 14,400 | $ 18,700 | $ 14,400 |
Supplemental Financial Infor100
Supplemental Financial Information (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Dec. 05, 2016 | Dec. 31, 2016USD ($)$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2016USD ($)$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | |||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | ||||||||||||||||||||||
Total revenues | $ 122,268 | $ 131,027 | $ 117,231 | $ 101,039 | $ 110,611 | $ 113,254 | $ 119,608 | $ 121,094 | $ 471,565 | $ 464,567 | $ 427,776 | ||||||||||||
Income (loss) before income taxes | (5,037) | 24,018 | (39,153) | (11,315) | (17,781) | (11,083) | 13,978 | 26,365 | (31,487) | 11,479 | 57,836 | ||||||||||||
Income tax expense (benefit) | (12,539) | 8,759 | (11,992) | (3,320) | (52,708) | (5,081) | 3,346 | 6,947 | (19,092) | (47,496) | (124,944) | ||||||||||||
Income (Loss) from Continuing Operations, Including Portion Attributable to Noncontrolling Interest | 7,502 | 15,259 | (27,161) | (7,995) | 34,927 | (6,002) | 10,632 | 19,418 | |||||||||||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 9,406 | 18,478 | (16,705) | (4,297) | 4,266 | 4,344 | 3,916 | 2,720 | 6,882 | 15,246 | 15,564 | ||||||||||||
Net income (loss) attributable to Cowen Group, Inc. | (1,904) | (3,219) | (10,456) | (3,698) | 30,661 | (10,346) | 6,716 | 16,698 | (19,277) | 43,729 | 167,216 | ||||||||||||
Preferred stock dividends | 1,698 | 1,698 | 1,698 | 1,698 | 1,717 | 1,603 | 755 | 0 | 6,792 | 4,075 | 0 | ||||||||||||
Net income (loss) attributable to Cowen Group, Inc. common stockholders | $ (3,602) | $ (4,917) | $ (12,154) | $ (5,396) | $ 28,944 | $ (11,949) | $ 5,961 | $ 16,698 | $ (26,069) | $ 39,654 | $ 167,216 | ||||||||||||
Earnings (loss) per share: | |||||||||||||||||||||||
Earnings Per Share, Basic (in dollars per share) | $ / shares | $ (0.13) | [1] | $ (0.18) | [1] | $ (0.45) | [1] | $ (0.20) | [1] | $ 1.08 | [1] | $ (0.44) | [1] | $ 0.21 | [1] | $ 0.60 | [1] | $ (0.97) | [2],[3] | $ 1.44 | [2],[3] | $ 5.82 | [2],[3] | |
Earnings Per Share, Diluted (in dollars per share) | $ / shares | $ (0.13) | [1] | $ (0.18) | [1] | $ (0.45) | [1] | $ (0.20) | [1] | $ 1.03 | [1] | $ (0.44) | [1] | $ 0.20 | [1] | $ 0.56 | [1] | $ (0.97) | [2],[3] | $ 1.37 | [2],[3] | $ 5.60 | [2],[3] | |
Weighted average common shares outstanding: | |||||||||||||||||||||||
Basic (in shares) | shares | 26,973 | [1] | 26,993 | [1] | 26,867 | [1] | 26,591 | [1] | 26,809 | [1] | 27,297 | [1] | 27,978 | [1] | 28,013 | [1] | 26,857 | [3] | 27,522 | [3] | 28,731 | [2],[3] | |
Diluted (in shares) | shares | 26,973 | [1] | 26,993 | [1] | 26,867 | [1] | 26,591 | [1] | 28,182 | [1] | 27,297 | [1] | 29,556 | [1] | 29,647 | [1] | 26,857 | [2],[3] | 29,043 | [2],[3] | 29,871 | [2],[3] | |
[1] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||||||||||||||||||||
[2] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. | ||||||||||||||||||||||
[3] | Share and per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016. |
Uncategorized Items - cown-2016
Label | Element | Value |
Convertible Preferred Stock [Member] | ||
Stock Issued During Period, Shares, Other | us-gaap_StockIssuedDuringPeriodSharesOther | 120,750 |