Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 12, 2018 | Jun. 30, 2017 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | MN | ||
Entity Registrant Name | Manning & Napier, Inc. | ||
Entity Central Index Key | 1,524,223 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 64,462,058 | ||
Class A common stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 15,263,565 | ||
Class B common stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 0 |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Assets | ||
Cash and cash equivalents | $ 78,262 | $ 100,819 |
Accounts receivable | 9,831 | 15,434 |
Accounts receivable—affiliated mutual funds | 5,506 | 6,761 |
Investment securities | 70,404 | 36,475 |
Investment securities - consolidated funds | 0 | 995 |
Prepaid expenses and other assets | 4,870 | 4,883 |
Total current assets | 168,873 | 165,367 |
Property and equipment, net | 5,407 | 5,680 |
Net deferred tax assets, non-current | 23,298 | 41,905 |
Goodwill | 4,829 | 4,829 |
Other long-term assets | 2,773 | 2,818 |
Total assets | 205,180 | 220,599 |
Liabilities | ||
Accounts payable | 1,612 | 2,053 |
Accrued expenses and other liabilities | 32,347 | 35,115 |
Deferred revenue | 10,213 | 10,210 |
Total current liabilities | 44,172 | 47,378 |
Other long-term liabilities | 3,370 | 4,034 |
Amounts payable under tax receivable agreement, non-current | 19,278 | 34,709 |
Total liabilities | 66,820 | 86,121 |
Commitments and contingencies | ||
Shareholders’ equity | ||
Additional paid-in capital | 198,641 | 200,158 |
Retained deficit | (38,424) | (37,383) |
Accumulated other comprehensive income | (86) | (13) |
Total shareholders’ equity | 160,281 | 162,912 |
Noncontrolling interests | (21,921) | (28,434) |
Total shareholders’ equity and noncontrolling interests | 138,360 | 134,478 |
Total liabilities, shareholders’ equity and noncontrolling interests | 205,180 | 220,599 |
Class A common stock | ||
Shareholders’ equity | ||
Common Stock | 150 | 150 |
Class B common stock | ||
Shareholders’ equity | ||
Common Stock | $ 0 | $ 0 |
Consolidated Statements of Fin3
Consolidated Statements of Financial Condition (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Class A common stock | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 15,039,347 | 14,982,880 |
Common stock, shares outstanding | 15,039,347 | 14,982,880 |
Class B common stock | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 2,000 | 2,000 |
Common stock, shares issued | 0 | 1,000 |
Common stock, shares outstanding | 0 | 1,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues | |||
Investment management services revenue, net | $ 201,527 | $ 248,937 | $ 318,043 |
Expenses | |||
Compensation and related costs | 91,730 | 88,622 | 103,992 |
Distribution, servicing and custody expenses | 27,750 | 34,468 | 49,238 |
Other operating costs | 30,279 | 36,639 | 36,261 |
Total operating expenses | 149,759 | 159,729 | 189,491 |
Operating income | 51,768 | 89,208 | 128,552 |
Non-operating income (loss) | |||
Interest expense | (36) | (806) | (323) |
Interest and dividend income | 845 | 617 | 595 |
Change in liability under tax receivable agreement | 12,859 | 1,536 | (2,810) |
Net gains (losses) on investments | 2,441 | 227 | (4,423) |
Total non-operating income (loss) | 16,109 | 1,574 | (6,961) |
Income before provision for income taxes | 67,877 | 90,782 | 121,591 |
Provision for income taxes | 19,352 | 8,374 | 4,639 |
Net income attributable to controlling and noncontrolling interests | 48,525 | 82,408 | 116,952 |
Less: net income attributable to noncontrolling interests | 44,938 | 73,134 | 103,738 |
Net income attributable to Manning & Napier, Inc. | $ 3,587 | $ 9,274 | $ 13,214 |
Net income per share available to Class A common stock | |||
Basic (dollars per share) | $ 0.25 | $ 0.63 | $ 0.91 |
Earnings Per Share, Diluted | $ 0.25 | $ 0.62 | $ 0.90 |
Weighted average shares of Class A common stock outstanding | |||
Basic (in shares) | 14,164,037 | 13,948,433 | 13,736,042 |
Diluted (in shares) | 14,237,025 | 14,161,782 | 13,964,846 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income attributable to controlling and noncontrolling interests | $ 48,525 | $ 82,408 | $ 116,952 |
Net unrealized holding loss on investment securities, net of tax | (73) | (9) | (5) |
Reclassification adjustment for realized (gains) losses on investment securities included in net income | 0 | (1) | 2 |
Comprehensive income | 48,452 | 82,398 | 116,949 |
Less: Comprehensive income attributable to noncontrolling interest | 44,865 | 73,124 | 103,735 |
Comprehensive income attributable to Manning & Napier, Inc. | $ 3,587 | $ 9,274 | $ 13,214 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders Equity - USD ($) $ in Thousands | Total | Additional Paid-In Capital | Retained Deficit | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest | Class A common stockCommon Stock | Class B common stockCommon Stock |
Balance at Dec. 31, 2014 | $ 148,711 | $ 209,284 | $ (41,087) | $ 0 | $ (19,623) | $ 137 | $ 0 |
Balance, Shares at Dec. 31, 2014 | 13,713,540 | 1,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 116,952 | 13,214 | 103,738 | ||||
Distributions to noncontrolling interests | (89,338) | (89,338) | |||||
Net changes in unrealized investment securities gains or losses | (3) | (3) | |||||
Common stock issued under equity compensation plan, shares | 1,041,590 | ||||||
Common stock issued under equity compensation plan, net of forfeitures | 0 | (11) | 0 | $ 11 | |||
Equity-based compensation | 5,454 | 881 | 4,573 | ||||
Dividends declared on Class A common stock | (9,276) | (9,276) | |||||
Impact of changes in ownership of Manning & Napier Group, LLC (Note 4) | (37,720) | (4,394) | 0 | (33,326) | |||
Balance at Dec. 31, 2015 | 134,780 | 205,760 | (37,149) | (3) | (33,976) | $ 148 | $ 0 |
Balance, Shares at Dec. 31, 2015 | 14,755,130 | 1,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 82,408 | 9,274 | 73,134 | ||||
Distributions to noncontrolling interests | (58,981) | 58,981 | |||||
Net changes in unrealized investment securities gains or losses | (10) | (10) | |||||
Common stock issued under equity compensation plan, shares | 227,750 | ||||||
Common stock issued under equity compensation plan, net of forfeitures | 0 | (2) | $ 2 | ||||
Equity-based compensation | 2,877 | 494 | 2,383 | ||||
Dividends declared on Class A common stock | (9,508) | (9,508) | |||||
Shares withheld to satisfy tax withholding requirements related to restricted stock units vested | (953) | (162) | (791) | ||||
Impact of changes in ownership of Manning & Napier Group, LLC (Note 4) | (16,135) | (5,932) | (10,203) | ||||
Balance at Dec. 31, 2016 | 134,478 | 200,158 | (37,383) | (13) | (28,434) | $ 150 | $ 0 |
Balance, Shares at Dec. 31, 2016 | 14,982,880 | 1,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 48,525 | 3,587 | 44,938 | ||||
Distributions to noncontrolling interests | (32,173) | (32,173) | |||||
Net changes in unrealized investment securities gains or losses | (73) | (73) | |||||
Common stock issued under equity compensation plan, shares | 56,467 | ||||||
Common stock issued under equity compensation plan, net of forfeitures | 0 | ||||||
Cancellation of Class B common stock, Shares | (1,000) | ||||||
Equity-based compensation | 2,305 | 408 | 1,897 | ||||
Dividends declared on Class A common stock | (4,628) | (4,628) | |||||
Shares withheld to satisfy tax withholding requirements related to restricted stock units vested | (272) | (48) | (224) | ||||
Impact of changes in ownership of Manning & Napier Group, LLC (Note 4) | (9,802) | (1,877) | (7,925) | ||||
Balance at Dec. 31, 2017 | $ 138,360 | $ 198,641 | $ (38,424) | $ (86) | $ (21,921) | $ 150 | $ 0 |
Balance, Shares at Dec. 31, 2017 | 15,039,347 | 0 |
Consolidated Statements of Sha7
Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash dividends declared per share of Class A common stock (dollars per share) | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.16 | $ 0.16 | $ 0.16 | $ 0.16 | |||
Class A common stock | |||||||||||
Cash dividends declared per share of Class A common stock (dollars per share) | $ 0.32 | $ 0.64 | $ 0.64 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net income | $ 48,525 | $ 82,408 | $ 116,952 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Equity-based compensation | 2,305 | 2,877 | 5,454 |
Depreciation and amortization | 1,763 | 2,481 | 2,472 |
Change in amounts payable under tax receivable agreement | (12,859) | (1,536) | 2,810 |
Change in contingent consideration liability | 0 | (3,500) | 0 |
Impairment losses | 0 | 6,575 | 0 |
Gain on sale of intangible assets | (1,043) | 0 | 0 |
Net (gains) losses on investment securities | (2,441) | (227) | 4,423 |
Deferred income taxes | 18,612 | 4,761 | (666) |
Amortization of debt issuance costs | 0 | 519 | 104 |
(Increase) decrease in operating assets and increase (decrease) in operating liabilities: | |||
Accounts receivable | 5,283 | 3,816 | 7,897 |
Accounts receivable—affiliated mutual funds | 1,255 | 1,732 | 7,106 |
Due from broker - consolidated funds | 0 | 3,812 | (5,000) |
Investment securities - consolidated funds | 0 | 0 | (1,150) |
Prepaid expenses and other assets | 13 | (475) | 1,887 |
Accounts payable | (441) | (819) | (1,765) |
Accrued expenses and other liabilities | (3,924) | (12,058) | (9,609) |
Deferred revenue | 3 | (729) | (1,874) |
Other long-term liabilities | (630) | 61 | (323) |
Net cash provided by operating activities | 56,421 | 89,698 | 128,718 |
Cash flows from investing activities: | |||
Purchase of property and equipment | (1,352) | (311) | (854) |
Sale of investments | 17,314 | 10,267 | 12,552 |
Purchase of investments | (87,380) | (27,434) | (11,730) |
Due from broker | 0 | 4,022 | 0 |
Sale of intangible assets | 1,043 | 0 | 0 |
Acquisitions, net of cash received | 320 | (9,321) | 0 |
Proceeds from maturity of investments | 39,496 | 2,105 | 2,105 |
Net cash (used in) provided by investing activities | (30,559) | (20,672) | 2,073 |
Cash flows from financing activities: | |||
Distributions to noncontrolling interests | (32,173) | (58,981) | (89,338) |
Dividends paid on Class A common stock | (6,005) | (9,529) | (10,215) |
Payment of shares withheld to satisfy withholding requirements | (272) | (953) | (64) |
Payment of capital lease obligations | (167) | (200) | (233) |
Purchase of Class A units of Manning & Napier Group, LLC | (9,802) | (16,135) | (37,720) |
Payment of debt issuance costs | 0 | 0 | (622) |
Net cash used in financing activities | (48,419) | (85,798) | (138,192) |
Net decrease in cash and cash equivalents | (22,557) | (16,772) | (7,401) |
Cash and cash equivalents: | |||
Beginning of period | 100,819 | 117,591 | 124,992 |
End of period | 78,262 | 100,819 | 117,591 |
Supplemental disclosures: | |||
Cash paid during the period for interest | 36 | 287 | 323 |
Cash paid during the period for taxes, net of refunds | 1,058 | 3,905 | 4,758 |
Non-cash investing and financing activities: | |||
Capital expenditures in accounts payable and accruals | 238 | 19 | 121 |
Equipment acquired through capital lease obligation | 94 | 142 | 227 |
Accrued dividends | $ 1,203 | $ 2,397 | $ 2,361 |
Organization and Nature of the
Organization and Nature of the Business | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of the Business | Organization and Nature of the Business Manning & Napier, Inc. ("Manning & Napier" or the "Company") provides a broad range of investment solutions through separately managed accounts, mutual funds, and collective investment trust funds, as well as a variety of consultative services that complement its investment process. Founded in 1970, the Company offers equity, fixed income and alternative strategies, as well as a range of blended asset portfolios, such as life cycle funds. Headquartered in Fairport, New York, the Company serves a diversified client base of high net worth individuals and institutions, including 401(k) plans, pension plans, Taft-Hartley plans, endowments and foundations. The Company was incorporated in 2011 as a Delaware corporation, and is the sole managing member of Manning & Napier Group, LLC and its subsidiaries (“Manning & Napier Group”), a holding company for the investment management businesses conducted by its operating subsidiaries. The diagram below depicts the Company's organization structure as of December 31, 2017 . _____________________ (1) The operating subsidiaries of Manning & Napier Group are Manning & Napier Advisors, LLC, Perspective Partners, LLC, Manning & Napier Information Services, LLC, Manning & Napier Benefits, LLC, Manning & Napier Investor Services, Inc., Exeter Trust Company and Rainier Investment Management, LLC. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and related rules and regulations of the U.S. Securities and Exchange Commission (the "SEC"). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates or assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results could differ from these estimates or assumptions. Principles of Consolidation As of December 31, 2017 , Manning & Napier holds an economic interest of approximately 17.8% in Manning & Napier Group, but as managing member controls all of the business and affairs of Manning & Napier Group. As a result, the Company consolidates the financial results of Manning & Napier Group and records a noncontrolling interest on its consolidated statements of financial condition with respect to the remaining economic interest in Manning & Napier Group held by M&N Group Holdings, LLC (“M&N Group Holdings”) and Manning & Napier Capital Company, LLC (“MNCC”). All material intercompany transactions have been eliminated in consolidation. In accordance with Accounting Standards Update ("ASU") 2015-02, Consolidation (Topic 810) – Amendments to the Consolidation Analysis , the determination of whether a company is required to consolidate an entity is based on, among other things, an entity’s purpose and design, a company’s ability to direct the activities of the entity that most significantly impact the entity’s economic performance, and whether a company is obligated to absorb losses or receive benefits that could potentially be significant to the entity. The standard also requires ongoing assessments of whether a company is the primary beneficiary of a variable interest entity (“VIE”). When utilizing the voting interest entity (“VOE”) model, controlling financial interest is generally defined as majority ownership of voting interests. The Company provides seed capital to its investment teams to develop new products and services for its clients. The original seed investment may be held in a separately managed account, comprised solely of the Company's investments or within a mutual fund, where the Company's investments may represent all or only a portion of the total equity invested in the mutual fund. Pursuant to U.S. GAAP, the Company evaluates its investments in mutual funds on a regular basis and consolidates such mutual funds for which it holds a controlling financial interest. When no longer deemed to hold a controlling financial interest, the Company would deconsolidate the fund and classify the remaining investment as either an equity method investment or as trading securities, as applicable. The Company serves as the investment adviser for Manning & Napier Fund, Inc. series of mutual funds (the “Fund”), Exeter Trust Company Collective Investment Trusts (“CIT”), Rainier Investment Management Mutual Funds and Rainier Multiple Investment Trust. The Fund, CIT, Rainier Investment Management Mutual Funds and Rainier Multiple Investment Trust are legal entities, the business and affairs of which are managed by their respective boards of directors. As a result, each of these entities is a voting interest entity (“VOE”). The Company holds, in limited cases, direct investments in a fund (which are made on the same terms as are available to other investors) and consolidates each of these entities where it has a controlling financial interest or a majority voting interest. The Company's investments in the Fund amounted to approximately $2.6 million and $1.3 million at December 31, 2017 and 2016 , respectively. As of December 31, 2016 , the Company maintained a controlling financial interest in one mutual fund, Manning & Napier Fund, Inc. Quality Equity Series, and consolidated the mutual fund. As of December 31, 2017 , the Company did not maintain a controlling financial interest, but did retain significant influence in the mutual fund, which was accounted for as an equity method investment. Operating Segments The Company operates in one segment, the investment management industry. The Company primarily provides investment management services to separately managed accounts, mutual funds and collective investment trust funds. Management assesses the financial performance of these vehicles on a combined basis. Revenue The majority of the Company’s revenues are based on fees charged to manage customers’ portfolios. Investment management fees are generally computed as a percentage of assets under management ("AUM") and recognized as earned. Fees for providing investment advisory services are computed and billed in accordance with the provisions of the applicable investment management agreements. For the Company’s separately managed accounts, clients either pay investment management fees in advance, typically for a semi-annual or quarterly period, or in arrears, typically for a monthly or quarterly period. When investment management fees are paid in advance, the Company defers the revenue and recognizes it over the applicable period. When investment management fees are paid in arrears, the Company estimates revenues based on AUM market values as of the most recent month end date, and adjusts to actual when billed. For mutual funds and collective investment trust vehicles, the Company’s fees are calculated and earned daily based on AUM. Investment management fees are presented net of cash rebates and fees waived pursuant to contractual expense limitations of the funds. The Company is contractually obligated to make payments to certain advisory clients with the intent of providing those clients a discounted fee. In accordance with Accounting Standard Codification ("ASC") 605-50, Revenue Recognition - Customer Payments and Incentives, these payments are presented as a reduction to revenue. Incentives reported as a reduction to revenue for the years ended December 31, 2017 , 2016 and 2015 were approximately $3.4 million , $12.1 million and $9.8 million , respectively. The Company has agreements with third parties who provide distribution and administrative services for its mutual funds, collective investment trusts and certain separately managed accounts. Third party agreements are evaluated against Financial Accounting Standards Board ("FASB") ASC 605-45 Revenue Recognition - Principal Agent Considerations to determine whether revenue should be reported gross or net of payments to third-party service providers. In management's judgment there are various indicators that support gross revenue reporting, the most notable being the Company acts as primary obligor and therefore principal service provider. Based on this evaluation, investment management service revenue is recorded gross of distribution and administrative fees paid to third parties. Advisory Agreements The Company derives significant revenue from its role as advisor to affiliated mutual funds and collective investment trusts. Fees earned for advisory related services provided were approximately $81.6 million , $112.7 million and $156.6 million for the years ended December 31, 2017 , 2016 and 2015 , respectively, which represents greater than 10% of revenue in each period. Cash and Cash Equivalents The Company generally considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents are primarily held in operating accounts at major financial institutions and also in money market securities. Cash equivalents are stated at cost, which approximates market value due to the short-term maturity of these investments. The fair value of cash equivalents have been classified as Level 1 in accordance with the fair value hierarchy. Investment Securities Investment securities are classified as either trading, equity method investments or available-for-sale and are carried at fair value. Fair value is determined based on quoted market prices in active markets for identical or similar instruments. Investment securities classified as trading consist of equity securities, fixed income securities, and investments in mutual funds for which the Company provides advisory services. Realized and unrealized gains and losses on trading securities are recorded in net gains (losses) on investments in the consolidated statements of operations. At December 31, 2017 and 2016 , trading securities consist solely of investments held by the Company for the purpose of providing initial cash seeding for product development purposes. Investments classified as equity method investments represent seed investments in which the Company owns between 20 - 50% of the outstanding voting interests in the affiliated fund or when it is determined that the Company is able to exercise significant influence but not control over the investments. If the seed investment results in significant influence, but not control, the investment will be accounted for as an equity method investment. When using the equity method, the Company recognizes its share of the investee's net income or loss for the period which is recorded in net gains (losses) on investments in the consolidated statements of operations. Investment securities classified as available-for-sale consist of U.S. Treasury notes, corporate bonds and other short-term investments. Unrealized gains and losses on available-for-sale securities are excluded from earnings and are reported, net of deferred income tax, as a separate component of accumulated other comprehensive income in stockholders’ equity until realized. The Company periodically reviews each individual security position that has an unrealized loss, or impairment, to determine if that impairment is other-than-temporary. If impairment is determined to be other-than-temporary, the carrying value of the security will be written down to fair value and the loss will be recognized in earnings. Realized gains and losses on sales of available-for-sale securities are computed on a specific identification basis and are recorded in net gains (losses) on investments in the consolidated statements of operations. Accounts Receivable Accounts receivable includes investment management and custodial fees receivable from clients. The Company’s accounts receivable balances do not include any significant allowance for doubtful accounts nor has any significant bad debt expense attributable to accounts receivable been recorded for the years ended December 31, 2017 , 2016 or 2015 . Accounts receivable are stated at cost, which approximates market value due to the short-term collection of balances. The fair value of accounts receivable have been classified as Level 1 in accordance with the fair value hierarchy. Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Property and equipment are depreciated on a straight-line basis over the applicable life of the asset class. Depreciation is calculated for computer software, office equipment, and furniture and fixtures using useful lives of 3 , 5 , and 7 years, respectively. Internal and external costs incurred in connection with developing or obtaining software for internal use are capitalized and amortized over the estimated useful lives of the software, which range from three to five years, beginning when the software project is complete and the application is put into production. Leasehold improvements are depreciated over the shorter of the estimated useful life of the asset or the remaining expected lease term. Gains or losses upon sale or other disposition of fixed assets, are included in the consolidated statements of operations. Goodwill Goodwill represents the excess cost over the fair value of the identifiable net assets of acquired companies. The Company attributes all goodwill to its single reporting unit. Goodwill is tested for impairment annually during the fourth quarter or more frequently if events or circumstances indicate that the carrying value may not be recoverable. There were no facts or circumstances occurring during 2017 suggesting possible impairment. Intangible Assets Amortizing identifiable intangible assets generally represent the cost of client relationships and trademarks acquired. In valuing these assets, the Company makes assumptions regarding useful lives and projected growth rates, and significant judgment is required. The Company periodically reviews its identifiable intangible assets for impairment as events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If the carrying amounts of those assets exceed their respective fair values, additional impairment tests are performed to measure the amount of the impairment losses, if any. Non-amortizing intangible assets generally represent the cost of mutual fund management contracts acquired. Non-amortizing intangible assets are tested for impairment in the fourth quarter of each fiscal year, or more frequently if events or circumstances indicate that the carrying value may not be recoverable, by comparing the fair values of the management contracts acquired to their carrying values. The Company establishes fair value for purposes of impairment test using the income approach. If the carrying value of a management contract acquired exceeds its fair value, an impairment loss is recognized equal to that excess. There were no facts or circumstances occurring during the year ended December 31, 2017 suggesting possible impairment. During the year ended December 31, 2016 , the Company recorded an impairment loss of approximately $6.6 million . Leases Rent under non-cancelable operating leases with scheduled rent increases is accounted for on a straight-line basis over the lease term, beginning on the date of initial possession or the effective date of the lease agreement. Allowances and other lease incentives provided by the Company’s landlords are amortized on a straight-line basis as a reduction of rent expense. The difference between straight-line rent expense and rent paid and the unamortized deferred lease costs and build-out allowances are recorded as deferred rent liability in the consolidated statements of financial condition. Equity-Based Compensation The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. The Company recognizes this cost over the period during which an employee is required to provide service in exchange for the award, and accounts for forfeitures as they occur. See Note 13 for additional information on equity-based compensation. Income Taxes The Company records a tax provision for the anticipated tax consequences of the reported results of operations. The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets are expected to be realized or settled (see FN 14 for impacts to the Company related to the enactment of the Tax Cuts and Jobs Act ("U.S. tax reform") during the year ended December 31, 2017 ). The Company records a valuation allowance, if necessary, to reduce deferred tax assets to the amount that is believed more likely than not to be realized. The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Comprehensive Income (Loss) Comprehensive income is a measure of income which includes net income (loss) and other comprehensive income (loss). Other comprehensive income (loss) consists of the change in unrealized gains and losses on available-for-sale investments. The changes in the balances of components comprising other comprehensive income (loss) are presented in the accompanying consolidated statements of comprehensive income for the years ended December 31, 2017 , 2016 and 2015 . Loss Contingencies The Company accrues for estimated costs, including legal costs related to existing lawsuits, claims and proceedings when it is probable that a liability has been incurred and the costs can be reasonably estimated. Potential loss contingencies and related accruals are reviewed at least quarterly and are adjusted to reflect the impact and status of settlements, rulings, advice of counsel and other information pertinent to a particular matter. Significant differences could exist between the actual cost required to investigate, litigate and/or settle a claim or the ultimate outcome of a suit and management’s estimate. These differences could have a material impact on the Company’s consolidated financial statements. No loss accruals were recorded as of December 31, 2017 , 2016 and 2015 . Recent Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which supersedes existing accounting standards for revenue recognition and creates a single framework. The revenue standard contains principals that will be applied to determine the measurement of revenue and timing of recognition and also impacts the accounting for incremental costs to obtain a contract. The Company will adopt the new standard on its effective date of January 1, 2018 using the modified retrospective approach with the cumulative effect of initial application recognized at the date of initial application. Upon the adoption of Topic 606 revenue will be further disaggregated. Generally, for each of the disaggregated revenue streams, the services performed represent a series of services that form part of a single performance obligation. The performance obligation is satisfied over time and therefore revenue is recognized over time. As a result of these conclusions, the Company has not identified changes in the timing of revenue recognition. The Company has evaluated the presentation of certain revenue related costs on a gross versus net basis under Topic 606 and anticipates changes to the treatment of service provider costs upon the adoption of the new standard. These changes are expected to decrease revenue with a corresponding decrease to operating expenses. While these changes are not expected to have a material impact to consolidated operating income, they will impact the components of revenue and operating expenses. With the adoption of Topic 606 incremental first year commissions directly associated with new separate account and CIT investment management contracts will be capitalized and amortized over an estimated customer contract period. The estimated separate account and CIT contract period is 7 and 3 years , respectively. These changes are not expected to have a material impact to the consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) , Recognition and Measurement of Financial Assets and Financial Liabilities, which requires all equity investments to be measured at fair value with changes in the fair value recognized through net income. ASU 2016-01 will be effective on January 1, 2018 and will result in a cumulative-effect adjustment to the balance sheet upon adoption. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which is intended to increase transparency and comparability among organizations by recognizing all lease transactions (with terms in excess of 12 months) on the balance sheet as a lease liability and a right-of-use asset (as defined). The new guidance will be effective for fiscal years beginning after December 15, 2018, with earlier application permitted. Upon adoption, the lessee will apply the new standard retrospectively to all periods presented or retrospectively using a cumulative effect adjustment in the year of adoption. The Company is currently evaluating the impact that ASU 2016-02 will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting , which is intended to simplify several aspects of the accounting for share-based payment award transactions. The guidance is effective for fiscal years beginning after December 15, 2016. The Company's adoption of these amendments on January 1, 2017 did not have a material impact on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments , to clarify guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. The FASB issued the ASU with the intent of reducing diversity in practice regarding eight types of cash flows. The ASU is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual reporting periods. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment , which simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. The ASU requires goodwill impairments to be measured on the basis of the fair value of the reporting unit relative to the reporting unit's carrying amount rather than on the basis of the implied amount of goodwill relative to the goodwill balance of the reporting unit. The ASU is effective for annual and interim impairment tests for periods beginning after December 15, 2021. Early adoption is allowed for annual and interim impairment tests occurring after January 1, 2017. The Company is evaluating the effect of adopting this new accounting standard. In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . The ASU requires a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the newly enacted federal corporate income tax rate as a result of the Tax Cuts and Jobs Act. The amount of the reclassification is the difference between the historical corporate income tax rate and the newly enacted twenty-one percent corporate income tax rate. The ASU will be effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is evaluating the effect of adopting this new accounting standard. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Rainier Investment Management, LLC On April 30, 2016 , the Company acquired a majority ownership interest in Rainier Investment Management, LLC ("Rainier”), an active investment management firm. Rainier specializes in capitalization-based equity strategies and is headquartered in Seattle, Washington. Under the terms of the transaction, the Company acquired a 75% ownership interest in Rainier, with the remaining 25% ownership maintained by certain employees at Rainier. As of December 31, 2017 , the Company owned 100% of Rainier as a result of the forfeiture of unvested ownership interests subsequent to the acquisition. Consideration transferred included an upfront cash payment on the transaction closing date of $13.0 million , a portion of which was held in escrow. During the year ended December 31, 2017 , the Company received approximately $0.3 million from amounts held in escrow for post closing adjustments. Additional cash payments of up to $32.5 million over a four year period through calendar year ended December 31, 2019, are contingent upon Rainier’s achievement of certain annual financial targets. The fair value of the liability for this contingent consideration recognized on the acquisition date was $3.5 million . As of December 31, 2017 and 2016 , the fair value of this contingent liability was $0 . The transaction was accounted for by the Company using the acquisition method under ASC 805, Business Combinations . During the second quarter of 2016, the Company completed a preliminary allocation of the April 30, 2016 purchase price to the assets acquired and liabilities assumed. During the first quarter of 2017, certain adjustments were recorded to liabilities assumed and the purchase price allocation was finalized as of March 31, 2017. The final purchase price was allocated as follows (in thousands): Assets acquired Current assets $ 6,998 Property and equipment, net 783 Intangible assets Client relationships 9,320 Trademarks 270 Goodwill 3,958 Total assets acquired 21,329 Liabilities assumed Accounts payable and accrued expenses 4,023 Other liabilities 1,204 Total liabilities assumed 5,227 Purchase price $ 16,102 |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | Noncontrolling Interests Manning & Napier holds an economic interest of approximately 17.8% in Manning & Napier Group, but as managing member controls all of the business and affairs of Manning & Napier Group. As a result, the Company consolidates the financial results of Manning & Napier Group and records a noncontrolling interest on its consolidated statement of financial conditions with respect to the remaining approximately 82.2% economic interest in Manning & Napier Group held by M&N Group Holdings and MNCC. Net income attributable to noncontrolling interests on the consolidated statements of operations represents the portion of earnings attributable to the economic interest in Manning & Napier Group held by the noncontrolling interests. The following provides a reconciliation from “Income before provision for income taxes” to “Net income attributable to Manning & Napier, Inc.”: Year Ended December 31, 2017 2016 2015 (in thousands) Income before provision for income taxes $ 67,877 $ 90,782 $ 121,591 Less: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 12,847 1,516 (2,826 ) Income before provision for income taxes, as adjusted 55,030 89,266 124,417 Controlling interest percentage (2) 17.7 % 17.2 % 16.1 % Net income attributable to controlling interest 9,750 15,319 20,083 Plus: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 12,847 1,516 (2,826 ) Income before income taxes attributable to Manning & Napier, Inc. 22,597 16,835 17,257 Less: provision for income taxes of Manning & Napier, Inc. (3) 19,010 7,561 4,043 Net income attributable to Manning & Napier, Inc. $ 3,587 $ 9,274 $ 13,214 __________________________ (1) Manning & Napier, Inc. incurs certain income or expenses that are only attributable to it and are therefore excluded from the net income attributable to noncontrolling interests. (2) Income before provision for income taxes is allocated to the controlling interest based on the percentage of units of Manning & Napier Group held by Manning & Napier, Inc. The amount represents the Company's weighted ownership of Manning & Napier Group for the respective periods. (3) The consolidated provision for income taxes is equal to the sum of (i) the provision for income taxes for entities other than Manning & Napier, Inc. and (ii) the provision for income taxes of Manning & Napier, Inc. which includes all U.S. federal and state income taxes. The consolidated provision for income taxes totaled approximately $19.4 million , $8.4 million and $4.6 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. A total of 63,931,065 units of Manning & Napier Group are held by the noncontrolling interests as of December 31, 2017 . Pursuant to the terms of the exchange agreement entered into at the time of the Company's initial public offering, such units may be exchangeable for shares of the Company's Class A common stock. For any units exchanged, the Company will (i) pay an amount of cash equal to the number of units exchanged multiplied by the value of one share of the Company's Class A common stock less a market discount and expected expenses, or, at the Company's election, (ii) issue shares of the Company's Class A common stock on a one-for-one basis, subject to customary adjustments. As the Company receives units of Manning & Napier Group that are exchanged, the Company's ownership of Manning & Napier Group will increase. During the year ended December 31, 2017 , M&N Group Holdings and MNCC exchanged a total of 1,853,506 Class A units of Manning & Napier Group for approximately $9.8 million in cash. Subsequent to the exchange, the Class A units were retired. In addition, during the year ended December 31, 2017 , Class A common stock was issued under the 2011 Equity Compensation Plan (the "Equity Plan") for which Manning & Napier, Inc. acquired an equivalent number of Class A units of Manning & Napier Group, net of forfeitures of unvested restricted stock awards. The following provides a summary of the transactions that have impacted the Company's equity ownership interest in Manning & Napier Group during the years ended December 31, 2017 , 2016 and 2015 : Manning & Napier Group Class A Units Held Manning & Napier Total Manning & Napier Ownership % As of January 1, 2015 12,507,235 73,574,338 86,081,573 14.5% Class A Units issued 1,071,590 — 1,071,590 1.1% Class A Units exchanged (1) — (5,677,854 ) (5,677,854 ) 1.1% As of December 31, 2015 13,578,825 67,896,484 81,475,309 16.7% Class A Units issued 247,750 — 247,750 0.2% Class A Units exchanged — (2,111,913 ) (2,111,913 ) 0.5% As of December 31, 2016 13,826,575 65,784,571 79,611,146 17.4% Class A Units issued (2) 46,467 — 46,467 —% Class A Units exchanged — (1,853,506 ) (1,853,506 ) 0.4% As of December 31, 2017 13,873,042 63,931,065 77,804,107 17.8% _____________________ (1) Total ownership activity shown includes multiple unit issuances or exchanges that occurred during the respective year which are combined above for presentation purposes. (2) The impact of the transaction of Manning & Napier's ownership was less than 0.1% . Since the Company continues to have a controlling interest in Manning & Napier Group, the aforementioned changes in ownership of Manning & Napier Group were accounted for as equity transactions under ASC 810, Consolidation. Additional paid-in capital and noncontrolling interests in the Consolidated Statements of Financial Position are adjusted to reallocate the Company's historical equity to reflect the change in ownership of Manning & Napier Group. During the years ended December 31, 2017 , 2016 and 2015 , the Company made approximately $32.2 million , $59.0 million and $89.3 million , respectively, in distributions to noncontrolling interests. None of these distributions were payments pursuant to the tax receivable agreement (Note 14). |
Investment Securities
Investment Securities | 12 Months Ended |
Dec. 31, 2017 | |
Investments [Abstract] | |
Investment Securities | Investment Securities The following table represents the Company’s investment securities holdings at December 31, 2017 and December 31, 2016 : December 31, 2017 Cost Unrealized Gains Unrealized Losses Fair Value (in thousands) Available-for-sale securities Fixed income securities $ 19,589 $ — $ (29 ) $ 19,560 U.S. Treasury notes 22,428 — (42 ) 22,386 Short-term investments 22,323 — — 22,323 64,269 Trading securities Equity securities 3,548 Mutual funds 1,409 4,957 Equity method investments Mutual funds 1,178 Total investment securities $ 70,404 December 31, 2016 Cost Unrealized Gains Unrealized Losses Fair Value (in thousands) Available-for-sale securities U.S. Treasury notes $ 7,093 $ 13 $ (6 ) $ 7,100 Short-term investments 14,744 — — 14,744 21,844 Trading securities Equity securities 7,176 Fixed income securities 7,167 Mutual funds 288 Mutual funds - consolidated funds 995 15,626 Total investment securities $ 37,470 Investment securities are classified as either trading, equity method investments or available-for-sale and are carried at fair value. Fair value is determined based on quoted market prices in active markets for identical or similar instruments. Investment securities classified as trading consist of equity securities, fixed income securities, and investments in mutual funds for which the Company provides advisory services. At December 31, 2017 and 2016 , trading securities consist solely of investments held by the Company to provide initial cash seeding for product development purposes. The Company recognized approximately $1.8 million and $0.8 million of net unrealized gains and $1.8 million of net unrealized losses related to investments classified as trading securities for the years ended December 31, 2017 , 2016 and 2015 , respectively. Investments classified as equity method investments represent seed investments in which the Company owns between 20% - 50% of the outstanding voting interests in the affiliated fund or when it is determined that the Company is able to exercise significant influence but not control over the investments. Investment securities classified as available-for-sale consist of U.S. Treasury notes, corporate bonds and other short-term investments to optimize cash management opportunities and for compliance with certain regulatory requirements. As of December 31, 2017 and 2016 , approximately $0.6 million of the U.S. Treasury notes is considered restricted. The Company periodically reviews each individual security position that has an unrealized loss, or impairment, to determine if that impairment is other-than-temporary. No other-than-temporary impairment charges have been recognized by the Company during the years ended December 31, 2017 , 2016 , or 2015 . The table below presents realized gains and losses on the sale of all securities for the years ended December 31, 2017 , 2016 , and 2015 : Year ended December 31, 2017 2016 2015 (in thousands) Gross realized investment gains $ 1,670 $ 1,502 $ 473 Gross realized investment losses (1,069 ) (2,443 ) (1,194 ) Net realized gains (losses) $ 601 $ (941 ) $ (721 ) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that the Company would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A fair value hierarchy is provided that gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The following three-tier fair value hierarchy prioritizes the inputs used in measuring fair value: • Level 1—observable inputs such as quoted prices in active markets for identical securities; • Level 2—other significant observable inputs (including but not limited to quoted prices for similar securities, interest rates, prepayment rates, credit risk, etc.); and • Level 3—significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments). The following provides the hierarchy of inputs used to derive the fair value of the Company’s assets as of December 31, 2017 and 2016 : December 31, 2017 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 3,548 $ — $ — $ 3,548 Fixed income securities — 19,560 — 19,560 Mutual funds 2,587 — — 2,587 U.S. Treasury notes — 22,386 — 22,386 Short-term investments 22,323 — — 22,323 Total assets at fair value $ 28,458 $ 41,946 $ — $ 70,404 Contingent consideration liability $ — $ — $ — $ — Total liabilities at fair value $ — $ — $ — $ — December 31, 2016 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 7,176 $ — $ — $ 7,176 Fixed income securities 1,071 6,096 — 7,167 Mutual funds 288 — — 288 Mutual funds - consolidated funds 995 — — 995 U.S. Treasury notes — 7,100 — 7,100 Short-term investments 14,744 — — 14,744 Total assets at fair value $ 24,274 $ 13,196 $ — $ 37,470 Contingent consideration liability $ — $ — $ — $ — Total liabilities at fair value $ — $ — $ — $ — Valuations of investments in fixed income securities and U.S. Treasury notes can generally be obtained through independent pricing services. For most bond types, the pricing service utilizes matrix pricing, which considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type and current day trade information, as well as dealer supplied prices. These valuations are categorized as Level 2 in the hierarchy. Contingent consideration was a component of the purchase price of Rainier. The fair value of the contingent consideration is calculated on a quarterly basis by forecasting Rainier’s adjusted earnings before interest, taxes and amortization ("EBITA") as defined by the purchase agreement over the contingency period with changes in the fair value included in other operating costs in the consolidated statements of operations. Significant unobservable inputs include projected revenue growth, projected EBITDA margins and discount rates over the earn-out period, which are Level 3 measurements. As of December 31, 2017 and 2016 , the fair value of the contingent liability was $0 . There were no changes to the fair value of the contingent liability during the year ended December 31, 2017 . The changes in financial assets and (liabilities) measured at fair value using significant unobservable inputs (Level 3) for the year ended December 31, 2016 are presented in the table below: December 31, 2015 Purchases Sales Redemptions/ Settlements/ Other Transfers Realized and unrealized gains/(losses), net December 31, 2016 (in thousands) Contingent consideration liability $ — $ (3,500 ) n/a $ 3,500 n/a $ — $ — The Company’s policy is to recognize transfers in and transfers out of the valuation levels as of the beginning of the reporting period. There were no significant transfers between Levels during the year ended December 31, 2017 or 2016 . |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment as of December 31, 2017 and 2016 consisted of the following: December 31, 2017 2016 (in thousands) Furniture and fixtures $ 2,519 $ 2,864 Office equipment 4,841 5,436 Computer software 3,816 3,403 Leasehold improvements 5,607 5,607 16,783 17,310 Less: Accumulated depreciation (11,376 ) (11,630 ) Property and equipment, net $ 5,407 $ 5,680 Depreciation expense is included in other operating costs and totaled approximately $1.7 million , $1.9 million and $2.2 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. The Company has evaluated its property and equipment for impairment under the current accounting standards and has concluded that no impairment loss has occurred as of December 31, 2017 and 2016 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The changes in the carrying value of goodwill for the years ended December 31, 2017 and 2016 are as follows: December 31, 2017 2016 (in thousands) Balance, beginning of period $ 4,829 $ 871 Goodwill acquired — 3,958 Balance, end of period $ 4,829 $ 4,829 The Company completed its goodwill impairment testing in the fourth quarter of 2017 and determined that there was no impairment in the carrying value as of December 31, 2017 . No impairment of the value of goodwill was recognized during the years ended December 31, 2017 , 2016 or 2015 . Intangible assets The following table reflects the components of intangible assets as of December 31, 2017 and 2016 : December 31, 2017 2016 (in thousands) Intangible assets subject to amortization: Cost - Separately managed account client relationships $ 897 $ 2,230 Accumulated amortization - Separately managed account client relationships (897 ) (897 ) Impairment - Separately managed account client relationships — (1,333 ) Cost - Trademark 340 340 Accumulated amortization - Trademark (145 ) (100 ) Intangible assets subject to amortization, net 195 240 Indefinite-lived intangible assets: Cost - Mutual fund and collective trust contracts 2,578 7,820 Impairment - Mutual fund and collective trust contracts — (5,242 ) Mutual fund and collective trust contracts 2,578 2,578 Total intangible assets, net $ 2,773 $ 2,818 There were no facts or circumstances occurring during the year ended December 31, 2017 suggesting possible impairment. During the year ended December 31, 2016, the Company identified certain indicators that the carrying value of its intangible assets for client relationships, including those for separately managed accounts, mutual funds, and collective investment trusts, may not be recoverable and exceed their fair value. The impairment indicators identified included management turnover, a decrease in AUM and increased client cancellations, all resulting in declining revenues and net income. The fair value of the intangible assets was determined using expected cash flow estimates. Based on the results of the impairment review, the Company recognized an impairment loss of approximately $6.6 million related to its separately managed client relationships and mutual fund and collective trust contracts to write-down the carrying value of the intangible assets to their respective fair values. The impairment was included in other operating costs in the consolidated statements of operations for the year ended December 31, 2016. Amortization expense was less than $0.1 million , $0.6 million and $0.2 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. As of December 31, 2017 , intangible assets subject to amortization are being amortized over a weighted-average remaining life of 2.2 years . The estimated amortization expense to be recognized over the next 5 years is as follows: Year Ending December 31, Estimated Amortization Expense (in thousands) 2018 $ 45 2019 45 2020 45 2021 45 2022 15 Thereafter — Total $ 195 During 2017, the Company entered into an agreement to sell certain Rainier U.S. mutual funds to a third party, with the selling price based on total assets under management on the respective transaction closing dates. The carrying value of the intangible assets for client relationships associated with these products was zero as a result of the impairment loss recognized in 2016. During the fourth quarter of 2017, the Company recognized a gain of approximately $1.0 million for the sale of certain of these funds, as included in other operating costs in the consolidated statements of operations. The sale of the remaining fund is expected to close during the first quarter of 2018. As of December 31, 2017, the assets under management for this mutual fund was approximately $0.3 billion (Note 18). |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities Accrued expenses and other liabilities as of December 31, 2017 and 2016 consisted of the following: December 31, 2017 2016 (in thousands) Accrued bonuses and sales commissions $ 19,153 $ 18,342 Accrued payroll and benefits 3,877 3,430 Accrued sub-transfer agent fees 2,445 4,785 Dividends payable on Class A common stock 1,203 2,397 Amounts payable under tax receivable agreement 2,549 2,364 Other accruals and liabilities 3,120 3,797 $ 32,347 $ 35,115 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company may from time to time enter into agreements that contain certain representations and warranties and which provide general indemnifications. The Company may also serve as a guarantor of such obligations. 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. The Company expects any risk of liability associated with such guarantees to be remote. Regulation As an investment adviser to a variety of investment products, the Company and its affiliated broker-dealer are subject to routine reviews and inspections by the SEC, Financial Industry Regulatory Authority, Inc., National Futures Association and U.S. Commodity Futures Trading Commission. From time to time the Company may also be subject to claims, be involved in various legal proceedings arising in the ordinary course of its business and other contingencies. The Company does not believe that the outcome of any of these reviews, inspections or other legal proceedings will have a material impact on its consolidated financial statements; however, litigation is subject to many uncertainties, and the outcome of individual litigated matters is difficult to predict. The Company will establish accruals for matters that are probable, can be reasonably estimated, and may take into account any related insurance recoveries to the extent of such recoveries. As of December 31, 2017 and 2016 , the Company has not accrued for any such claims, legal proceedings, or other contingencies. Lease Commitments The Company has several operating leases for office space, and leases its primary office facilities in Fairport, New York under an operating lease. The Company also rents additional office space in various other locations throughout the United States. Total rental expense for all leases amounted to approximately $4.2 million for the year ended December 31, 2017 and $3.9 million and $3.5 million for the years ended December 31, 2016 and 2015 , respectively. As of December 31, 2017 , minimum rent payments relating to the office leases for years subsequent to 2017 , are as follows: Year Ending December 31, Minimum Payments (in thousands) 2018 $ 4,368 2019 3,878 2020 3,784 2021 3,806 2022 3,830 Thereafter 2,211 $ 21,877 Certain of the Company's operating leases have been subleased for which the Company will receive amounts totaling approximately $0.7 million over the term of such leases. As of December 31, 2017 , the Company's contractual obligation for its primary office facilities was approximately $14.5 million , or $2.9 million annually, under an operating lease expiring on December 31, 2022 . Subsequent to December 31, 2017 , the Company entered into an amended lease agreement for these facilities, expiring on January 31, 2028 with a revised total contractual obligation of approximately $26.3 million , or $2.6 million annually. At both December 31, 2017 and 2016 , the Company had approximately $0.3 million of total capital lease obligations. |
Shareholders' Equity and Capita
Shareholders' Equity and Capital Structure | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Shareholders’ Equity and Capital Structure | Shareholders’ Equity and Capital Structure The authorized capital stock of Manning & Napier consists of 300,000,000 shares of Class A common stock, par value $0.01 per share, and 2,000 shares of Class B common stock, par value $0.01 per share, and are further described below. In addition to the Class A and Class B common stock, the Company has the authority to issue 100,000 shares of preferred stock, par value $0.01 per share. Class A Common Stock The holders of the Company’s Class A common stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. The holders of the Company’s Class A common stock are entitled to receive dividends, if declared by the Company’s board of directors, out of funds legally available therefore, subject to any statutory or contractual restrictions on the payment of dividends. The holders of the Company’s Class A common stock do not have preemptive, subscription, redemption or conversion rights. Class B Common Stock Pursuant to the Company's Amended and Restated Certificate of Incorporation the Company's Class B common stock entitles the holder thereof to a majority of the vote on all matters submitted to a vote of stockholders. The Company's Class B common stock does not entitle the holder thereof to any right to receive dividends or to receive a distribution upon the dissolution, liquidation or sale of all or substantially all of the Company's assets. On November 17, 2017, all outstanding shares of the Company’s Class B common stock were cancelled and reverted to the status of authorized but unissued shares of Class B common stock. The 1,000 shares of Class B common stock represented non-economic interests in the Company, were issued in connection with the Company's initial public offering on November 17, 2011, and were held by William Manning, the Company's Chairman of the Board. Voting Generally, all matters to be voted on by stockholders must be approved by a majority of the votes entitled to be cast by all shares of Class A common stock. Shares Eligible for Future Sale Upon the completion of the initial public offering, the Company entered into an exchange agreement with M&N Group Holding and MNCC, the other direct holders of all of the units of Manning & Napier Group that are not held by the Company. During the year ended December 31, 2017 , M&N Group Holdings and MNCC exchanged a total of 1,853,506 Class A units of Manning & Napier Group (Note 4). As of December 31, 2017 , a total of 63,931,065 Class A units of Manning & Napier Group are held by the noncontrolling interests. Pursuant to the terms of the exchange agreement entered into at the time of the Company's initial public offering, subject to certain restrictions, these units may be exchangeable on an annual basis for shares of the Company’s Class A common stock. As of December 31, 2017 , approximately 62.2 million Class A units of Manning & Napier Group are eligible for exchange, of which approximately 60.0 million are held by William Manning. In the event that William Manning maximizes his participation, certain restrictions are removed such that the total amount eligible would increase to approximately 63.9 million to allow for other owners to participate in a similar proportion. For any units of Manning & Napier Group exchanged, the Company will (i) pay an amount of cash equal to the number of units exchanged multiplied by the value of one share of the Company’s Class A common stock less a market discount and expected expenses, or, at the Company’s election, (ii) issue shares of the Company’s Class A common stock on a one-for-one basis, subject, in each case, to customary adjustments. As the Company receives units of Manning & Napier Group that are exchanged, the Company’s ownership of Manning & Napier Group will increase. The decision whether to pay cash or issue shares will be made by the independent members of the Company’s board of directors. |
Earnings per Common Share
Earnings per Common Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Earnings per Common Share Basic earnings per share (“basic EPS”) is computed using the two-class method to determine net income available to Class A common stock. The two-class method includes an earnings allocation formula that determines earnings per share for each participating security according to dividends declared and undistributed earnings for the period. The Company's restricted Class A common shares granted under the 2011 Equity Compensation Plan (the "Equity Plan") have non-forfeitable dividend rights during their vesting period and are therefore considered participating securities under the two-class method. Under the two-class method, the Company's net income available to Class A common stock is reduced by the earnings allocated to the unvested restricted Class A common stock. Basic EPS is calculated by dividing net income available to Class A common stock by the weighted average number of common shares outstanding during the period. Diluted earnings per share (“diluted EPS”) is computed under the more dilutive of either the treasury method or the two-class method. For the diluted calculation, the weighted average number of common shares outstanding during the period is increased by the assumed conversion into Class A common stock of the unvested equity awards and the exchangeable units of Manning & Napier Group, to the extent that such conversion would dilute earnings per share. The following is a reconciliation of the income and share data used in the basic and diluted earnings per share computations for the years ended December 31, 2017 , 2016 and 2015 under the two-class method: Year Ended December 31, 2017 2017 2016 2015 (in thousands, except share data) Net income attributable to controlling and noncontrolling interests $ 48,525 $ 82,408 $ 116,952 Less: net income attributable to noncontrolling interests 44,938 73,134 103,738 Net income attributable to Manning & Napier, Inc. $ 3,587 $ 9,274 $ 13,214 Less: allocation to participating securities 70 544 685 Net income available to Class A common stock $ 3,517 $ 8,730 $ 12,529 Weighted average shares of Class A common stock outstanding - basic 14,164,037 13,948,433 13,736,042 Dilutive effect from unvested equity awards 72,988 213,349 228,804 Weighted average shares of Class A common stock outstanding - diluted 14,237,025 14,161,782 13,964,846 Net income available to Class A common stock per share - basic $ 0.25 $ 0.63 $ 0.91 Net income available to Class A common stock per share - diluted $ 0.25 $ 0.62 $ 0.90 The Company’s Class B common stock represent voting interests and do not participate in the earnings of the Company. Accordingly, there are no earnings per share related to the Company’s Class B common stock. On November 17, 2017, all previously outstanding shares of Class B common stock were cancelled and reverted to the status of authorized but unissued shares. of Class B common stock (Note 11). For the years ended December 31, 2017 , 2016 and 2015 , there were unvested equity awards of 790,000 , 940,000 , and 1,285,357 respectively, excluded from the calculation of diluted earnings per common share because the effect would have been anti-dilutive. For the year ended December 31, 2015 , an additional 120,919 unvested equity awards were excluded from the calculation of diluted earnings per common share because the performance conditions required for their vesting were not satisfied. At December 31, 2017 , 2016 and 2015 there were 63,931,065 , 65,784,571 , and 67,896,484 , respectively, Class A units of Manning & Napier Group which for each period, subject to certain restrictions, may be exchangeable for up to an equivalent number of the Company’s Class A common shares. These units were not included in the calculation of diluted earnings per common share for the respective periods because the effect would have been anti-dilutive. |
Equity Based Compensation
Equity Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Share-based Compensation [Abstract] | |
Equity Based Compensation | Equity Based Compensation 2011 Equity Compensation Plan The Equity Plan was adopted by the Company's board of directors and approved by the Company's stockholders prior to the consummation of the IPO. A total of 13,142,813 equity interests are authorized for issuance. The equity interests may be issued in the form of the Company's Class A common stock, restricted stock units, units of Manning & Napier Group, or certain classes of membership interests in the Company which may convert into units of Manning & Napier Group. During the year ended December 31, 2017 , 70,399 equity awards were granted under the Equity Plan. These awards consisted of Class A common stock that vested immediately. The following table summarizes equity award activity for the year ended December 31, 2017 under the Company's Equity Plan: Restricted Stock Awards Weighted Average Grant Date Fair Value Stock awards outstanding at January 1, 2017 1,207,788 $ 12.56 Granted 70,399 $ 5.55 Vested (276,064 ) $ 12.41 Forfeited (150,000 ) $ 12.20 Stock awards outstanding at December 31, 2017 852,123 $ 12.09 The weighted average fair value of Equity Plan awards granted during the years ended December 31, 2017 , 2016 and 2015 was $5.55 , $8.38 , and $11.89 , respectively, based on the closing sale price of Manning & Napier Inc.'s Class A common stock as reported on the New York Stock Exchange on the date of grant, and, when applicable, reduced by the present value of the dividends expected to be paid on the underlying shares during the requisite service period. Restricted stock unit awards are not entitled to dividends declared on the underlying shares of Class A common stock until the awards vest. For the years ended December 31, 2017 , 2016 , and 2015 , the Company recorded approximately $2.3 million , $2.9 million , and $5.5 million of compensation expense, respectively, related to awards under the Equity Plan. The aggregate intrinsic value of awards that vested during the years ended December 31, 2017 , 2016 and 2015 was approximately $1.2 million , $3.5 million , and $0.4 million , respectively. As of December 31, 2017 , there was unrecognized compensation expense related to 2011 Plan awards of approximately $5.3 million , which the Company expects to recognize over a weighted average period of approximately 3.3 years . During the years ended December 31, 2017 and 2016 , the Company withheld a total of 69,597 and 111,729 restricted shares, respectively, as a result of net share settlements to satisfy employee tax withholding obligations. The Company paid approximately $0.3 million and $1.0 million in employee tax withholding obligations related to these settlements during the years ended December 31, 2017 and 2016 , respectively. These net share settlements had the effect of shares repurchased and retired by the Company, as they reduced the number of shares outstanding. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is comprised of entities that have elected to be treated as either a limited liability company ("LLC"), or a “C-Corporation”. As such, the entities functioning as LLCs are not liable for or able to benefit from U.S. federal and most state income taxes on their earnings, and earnings (losses) will be included in the personal income tax returns of each entity’s unit holders. The entities functioning as C-Corporations are liable for or able to benefit from U.S. federal, state and local income taxes on their earnings and losses, respectively. On December 22, 2017, the President of the United States signed into law U.S. tax reform which reduces the federal corporate income tax rate from 35% to 21%, among other things. As of December 31, 2017, the Company has not completed the accounting for the tax effects of the enactment of U.S. tax reform; however, has made a reasonable estimate, in accordance with the rules issued by the SEC Staff Accounting Bulletin No. 118 (“SAB 118”). The Company has recognized provisional tax impacts related to the revaluation of the Company's net deferred tax assets of approximately $16.5 million . As a result, the Company decreased its deferred tax asset related to the TRA, resulting in a $12.9 million reduction of the liability, representing 85% of the applicable cash savings. The other changes related to U.S. tax reform do not have a material impact on the consolidated financial statements. The accounting is expected to be completed when the U.S. corporate income tax return is filed in 2018. Components of the provision for income taxes consist of the following: Year Ended December 31, 2017 2016 2015 (in thousands) Current Federal $ 556 $ 2,797 $ 4,525 State and local 184 816 780 Current tax expense 740 3,613 5,305 Deferred Federal 16,137 4,543 (618 ) State and local 2,475 218 (48 ) Deferred tax expense (benefit) 18,612 4,761 (666 ) Provision for income tax expense $ 19,352 $ 8,374 $ 4,639 The differences between income taxes computed using the U.S. federal income tax rate of 34% for the years ended December 31, 2017 and 2016 and 35% for the year ended December 31, 2015 and the provision for income taxes for continuing operations are as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Amount computed using the statutory rate $ 23,078 $ 30,866 $ 42,557 Increase (reduction) in taxes resulting from: State and local taxes, including settlements and adjustments, net of federal benefit 408 835 689 Impact of enacted tax law changes 16,512 — — Net adjustment to deferred tax asset — 1,901 (3,247 ) Net adjustment to amounts payable under TRA (4,372 ) (522 ) 983 Benefit from the flow-through entities (15,163 ) (24,723 ) (36,265 ) Other, net (1,111 ) 17 (78 ) Provision for income taxes $ 19,352 $ 8,374 $ 4,639 The provision for income taxes includes a benefit attributable to the fact that the Company’s operations include a series of flow-through entities which are generally not subject to federal and most state income taxes. Accordingly, a portion of the Company’s earnings are not subject to corporate level taxes. This favorable impact is offset by the enactment of U.S. tax reform, which resulted in a $16.5 million provision due to the revaluing of the Company’s net deferred tax assets that was partially offset by the changes in the tax receivable agreement and the corresponding decrease in the payment of such tax benefit. For the year ended December 31, 2016, the Company recognized a $1.9 million provision for the reduction in its effective tax rate. For the year ended December 31, 2015, the Company received a benefit of approximately $3.2 million resulting from the release of uncertain tax positions that increased the future tax benefits under the tax receivable agreement. Deferred Tax Assets and Liabilities As a result of Manning & Napier's purchase of Class A units of Manning & Napier Group or exchange for Class A common stock of Manning & Napier for Class A units of Manning & Napier Group and Manning & Napier Group's election under Section 754 of the Internal Revenue Code, the Company expects to benefit from depreciation and amortization deductions from an increase in tax basis of tangible and intangible assets of Manning & Napier Group. Those deductions allocated to the Company will be taken into account in reporting the Company's taxable income. In connection with the IPO, a tax receivable agreement ("TRA") was entered into between Manning & Napier and the holders of Manning & Napier Group, pursuant to which Manning & Napier is required to pay to such holders 85% of the applicable cash savings, if any, in U.S. federal, state, local and foreign income tax that Manning & Napier actually realizes, or is deemed to realize in certain circumstances, as a result of (i) certain tax attributes of their units sold to Manning & Napier or exchanged (for shares of Class A common stock) and that are created as a result of the sales or exchanges and payments under the TRA and (ii) tax benefits related to imputed interest. Under the TRA, Manning & Napier generally will retain the benefit of the remaining 15% of the applicable tax savings. There is a possibility that not all of the 85% of the applicable cash savings will be paid to the selling or exchanging holder of Class A units. If it is determined that all or a portion of such applicable tax savings is in doubt, payment to such holders of Class A units will be the amount attributable to the portion of the applicable tax savings that are determined not to be in doubt and the payment of the remainder at such time as it is reasonably determined that the actual tax savings or that the amount is no longer in doubt. At December 31, 2017 and 2016 , the Company had recorded a total liability of approximately $21.8 million and $37.1 million , respectively, representing the payments due to the selling unit holders under the TRA. Of these amounts, approximately $2.5 million and $2.4 million were included in accrued expenses and other liabilities at December 31, 2017 and 2016 , respectively. Payments are anticipated to be made annually commencing from the date of each event that gives rise to the TRA benefits. The timing of the payments is subject to certain contingencies including the Company having sufficient taxable income to utilize all of the tax benefits defined in the TRA. The Company made payments pursuant to the TRA of approximately $2.4 million , $3.4 million and $2.1 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Components of net deferred tax assets consist of the following: December 31, 2017 2016 (in thousands) Deferred tax assets Tax receivable agreement $ 22,680 $ 40,834 Bonus and commissions 641 910 Other 197 345 Total deferred tax assets 23,518 42,089 Deferred tax liabilities Depreciation and amortization 131 51 Prepaid items 89 133 Total deferred tax liabilities 220 184 Net deferred tax assets $ 23,298 $ 41,905 As of December 31, 2017 , the Company had no available net operating loss carryforwards for income tax purposes. The Company has assessed the recoverability of the deferred tax assets and believes it is more likely than not that the assets will be realized. The Company has not recorded a valuation allowance as of December 31, 2017 and 2016 . Accounting for Uncertainty in Income Taxes A reconciliation of the beginning and ending amount of the Company's liability for income taxes associated with unrecognized tax benefits is as follows: December 31, 2017 2016 (in thousands) Balance as of January 1, $ 135 $ 6 Increase related to current year tax positions 27 129 Decrease related to prior year tax positions (129 ) — Balance as of December 31, $ 33 $ 135 The Company’s policy regarding interest and penalties related to uncertain tax positions is to recognize such items as a component of the provision for income taxes. The Company recorded less than $0.1 million in interest and penalties in the consolidated statements of operations for the years ended December 31, 2017 , 2016 and 2015 . The Company does not expect that changes in the liability for unrecognized tax benefits during the next twelve months will have a significant impact on the Company's financial position or results of operations. The Company files income tax returns with Federal, state and local jurisdictions. The Company’s U.S. Federal and state tax matters for the years 2014 through 2016 remain subject to examination by the respective tax authorities. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Transactions with noncontrolling members From time to time, the Company may be asked to provide certain services, including accounting, legal and other administrative functions for the noncontrolling members of Manning & Napier Group. While immaterial, the Company has not received any reimbursement for such services. Transactions with officers and directors The Company manages the personal funds and funds of affiliated entities of certain of the Company's executive officers and directors. Pursuant to the respective investment management agreements, in some instances the Company waives or reduces its regular advisory fees for these accounts. The aggregate value of the fees earned was approximately $0.2 million , $0.2 million and $0.3 million in the years ended December 31, 2017 , 2016 and 2015 , respectively. The aggregate value of fees waived was approximately $0.1 million in 2017 , 2016 and 2015 . Affiliated mutual fund and collective investment trust transactions The Company earns investment advisory fees and administrative service fees under agreements with affiliated mutual funds and collective investment trusts. The aggregate value of revenue earned was $81.6 million , $112.7 million , and $156.6 million in the years ended December 31, 2017 , 2016 and 2015 , respectively. As of December 31, 2017 and 2016 , amounts due from the affiliated mutual funds was approximately $5.5 million and $6.8 million , respectively. As of December 31, 2017 and 2016 , amounts due from affiliated collective investment trusts was approximately $1.8 million and $4.5 million , respectively. The Company incurs certain expenses on behalf of the collective investment trusts and has contractually agreed to limit its fees and reimburse expenses to limit operating expenses incurred by certain affiliated fund series. The aggregate value of fees waived, and expenses reimbursed or incurred for affiliated mutual funds and collective investment trusts was $6.5 million , $4.3 million and $3.8 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan The Company offers the Manning & Napier Advisors, LLC 401(k) and Profit Sharing Plan (the “MNA Plan”) to all employees who meet the plan criteria. With respect to the 401(k) portion of the MNA Plan, participants may voluntarily contribute up to 75% of their regular salary subject to annual limitations determined by the IRS. The Company matches an amount equivalent to 50% of a participant’s contribution, not to exceed 2% of their total compensation. Matching contributions vest to the participants after three years of service. These contributions by the Company amounted to approximately $1.0 million , $1.0 million and $0.9 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. With respect to the profit sharing portion of the MNA Plan, the Company may make annual profit sharing contributions, subject to certain limitations, which vest immediately to individuals who are eligible. These contributions by the Company amounted to approximately $1.0 million , $1.0 million and $1.3 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | Selected Quarterly Financial Data (Unaudited) The following is a summary of the quarterly results of operations of the Company for the years ended December 31, 2017 and 2016 . 2017 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except share data) Revenue $ 55,485 $ 51,536 $ 48,838 $ 45,668 Operating income $ 16,715 $ 14,985 $ 11,744 $ 8,324 Net income attributable to the controlling and noncontrolling interests $ 16,514 $ 14,589 $ 11,852 $ 5,570 Net income (loss) attributable to Manning & Napier, Inc. $ 1,897 $ 1,685 $ 1,521 $ (1,516 ) Net income (loss) available to Class A common stock - diluted $ 0.13 $ 0.12 $ 0.10 $ (0.11 ) Weighted average shares of Class A common stock - diluted 14,216,988 14,298,834 78,210,019 14,249,347 Cash dividends declared per share of Class A common stock $ 0.08 $ 0.08 $ 0.08 $ 0.08 2016 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except share data) Revenue $ 62,042 $ 64,505 $ 63,305 $ 59,085 Operating income $ 22,780 $ 22,963 $ 21,692 $ 21,773 Net income attributable to the controlling and noncontrolling interests $ 22,184 $ 21,698 $ 19,985 $ 18,541 Net income attributable to Manning & Napier, Inc. $ 2,418 $ 2,605 $ 2,258 $ 1,993 Net income available to Class A common stock - diluted $ 0.16 $ 0.17 $ 0.15 $ 0.13 Weighted average shares of Class A common stock - diluted 14,084,903 14,243,579 14,175,321 14,212,655 Cash dividends declared per share of Class A common stock $ 0.16 $ 0.16 $ 0.16 $ 0.16 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Distribution and Dividend On March 6, 2018 , the Board of Directors approved a distribution from Manning & Napier Group to Manning & Napier and the noncontrolling interests of Manning & Napier Group. The amount of the distribution will be based on earnings for the quarter ended March 31, 2018, with a maximum amount of $8.0 million . Concurrently, the Board of Directors declared a $0.08 per share dividend to the holders of Class A common stock. The dividend is payable on May 1, 2018 to shareholders of record as of April 13, 2018 . Sale of Mutual Funds On January 16, 2018, the Company sold a Rainier U.S. mutual fund to a third party for approximately $2.1 million . The assets under management on the transaction closing date was approximately $ 0.3 billion . The carrying value of the intangible assets for client relationships associated with these products was zero as of December 31, 2017. Exchange of Class A units of Manning & Napier Group The Company is nearing the completion of the 2018 exchange period whereby eligible Class A units of Manning & Napier Group held by M&N Group Holdings and MNCC may be tendered for exchange. In connection with the exchange, the Company has the ability to pay an amount of cash equal to the number of units exchanged multiplied by the value of one share of the Company's Class A common stock less a market discount and expected expenses, or at the Company's election issue shares of Class A common stock on a one -for-one basis. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and related rules and regulations of the U.S. Securities and Exchange Commission (the "SEC"). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates or assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results could differ from these estimates or assumptions. |
Principles of Consolidation | Principles of Consolidation As of December 31, 2017 , Manning & Napier holds an economic interest of approximately 17.8% in Manning & Napier Group, but as managing member controls all of the business and affairs of Manning & Napier Group. As a result, the Company consolidates the financial results of Manning & Napier Group and records a noncontrolling interest on its consolidated statements of financial condition with respect to the remaining economic interest in Manning & Napier Group held by M&N Group Holdings, LLC (“M&N Group Holdings”) and Manning & Napier Capital Company, LLC (“MNCC”). All material intercompany transactions have been eliminated in consolidation. In accordance with Accounting Standards Update ("ASU") 2015-02, Consolidation (Topic 810) – Amendments to the Consolidation Analysis , the determination of whether a company is required to consolidate an entity is based on, among other things, an entity’s purpose and design, a company’s ability to direct the activities of the entity that most significantly impact the entity’s economic performance, and whether a company is obligated to absorb losses or receive benefits that could potentially be significant to the entity. The standard also requires ongoing assessments of whether a company is the primary beneficiary of a variable interest entity (“VIE”). When utilizing the voting interest entity (“VOE”) model, controlling financial interest is generally defined as majority ownership of voting interests. The Company provides seed capital to its investment teams to develop new products and services for its clients. The original seed investment may be held in a separately managed account, comprised solely of the Company's investments or within a mutual fund, where the Company's investments may represent all or only a portion of the total equity invested in the mutual fund. Pursuant to U.S. GAAP, the Company evaluates its investments in mutual funds on a regular basis and consolidates such mutual funds for which it holds a controlling financial interest. When no longer deemed to hold a controlling financial interest, the Company would deconsolidate the fund and classify the remaining investment as either an equity method investment or as trading securities, as applicable. The Company serves as the investment adviser for Manning & Napier Fund, Inc. series of mutual funds (the “Fund”), Exeter Trust Company Collective Investment Trusts (“CIT”), Rainier Investment Management Mutual Funds and Rainier Multiple Investment Trust. The Fund, CIT, Rainier Investment Management Mutual Funds and Rainier Multiple Investment Trust are legal entities, the business and affairs of which are managed by their respective boards of directors. As a result, each of these entities is a voting interest entity (“VOE”). The Company holds, in limited cases, direct investments in a fund (which are made on the same terms as are available to other investors) and consolidates each of these entities where it has a controlling financial interest or a majority voting interest. The Company's investments in the Fund amounted to approximately $2.6 million and $1.3 million at December 31, 2017 and 2016 , respectively. As of December 31, 2016 , the Company maintained a controlling financial interest in one mutual fund, Manning & Napier Fund, Inc. Quality Equity Series, and consolidated the mutual fund. As of December 31, 2017 , the Company did not maintain a controlling financial interest, but did retain significant influence in the mutual fund, which was accounted for as an equity method investment. |
Operating Segments | Operating Segments The Company operates in one segment, the investment management industry. The Company primarily provides investment management services to separately managed accounts, mutual funds and collective investment trust funds. Management assesses the financial performance of these vehicles on a combined basis. |
Revenue | Revenue The majority of the Company’s revenues are based on fees charged to manage customers’ portfolios. Investment management fees are generally computed as a percentage of assets under management ("AUM") and recognized as earned. Fees for providing investment advisory services are computed and billed in accordance with the provisions of the applicable investment management agreements. For the Company’s separately managed accounts, clients either pay investment management fees in advance, typically for a semi-annual or quarterly period, or in arrears, typically for a monthly or quarterly period. When investment management fees are paid in advance, the Company defers the revenue and recognizes it over the applicable period. When investment management fees are paid in arrears, the Company estimates revenues based on AUM market values as of the most recent month end date, and adjusts to actual when billed. For mutual funds and collective investment trust vehicles, the Company’s fees are calculated and earned daily based on AUM. Investment management fees are presented net of cash rebates and fees waived pursuant to contractual expense limitations of the funds. The Company is contractually obligated to make payments to certain advisory clients with the intent of providing those clients a discounted fee. In accordance with Accounting Standard Codification ("ASC") 605-50, Revenue Recognition - Customer Payments and Incentives, these payments are presented as a reduction to revenue. Incentives reported as a reduction to revenue for the years ended December 31, 2017 , 2016 and 2015 were approximately $3.4 million , $12.1 million and $9.8 million , respectively. The Company has agreements with third parties who provide distribution and administrative services for its mutual funds, collective investment trusts and certain separately managed accounts. Third party agreements are evaluated against Financial Accounting Standards Board ("FASB") ASC 605-45 Revenue Recognition - Principal Agent Considerations to determine whether revenue should be reported gross or net of payments to third-party service providers. In management's judgment there are various indicators that support gross revenue reporting, the most notable being the Company acts as primary obligor and therefore principal service provider. Based on this evaluation, investment management service revenue is recorded gross of distribution and administrative fees paid to third parties. |
Advisory Agreements | Advisory Agreements The Company derives significant revenue from its role as advisor to affiliated mutual funds and collective investment trusts. Fees earned for advisory related services provided were approximately $81.6 million , $112.7 million and $156.6 million for the years ended December 31, 2017 , 2016 and 2015 , respectively, which represents greater than 10% of revenue in each period. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company generally considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents are primarily held in operating accounts at major financial institutions and also in money market securities. Cash equivalents are stated at cost, which approximates market value due to the short-term maturity of these investments. The fair value of cash equivalents have been classified as Level 1 in accordance with the fair value hierarchy. |
Investment Securities | Investment Securities Investment securities are classified as either trading, equity method investments or available-for-sale and are carried at fair value. Fair value is determined based on quoted market prices in active markets for identical or similar instruments. Investment securities classified as trading consist of equity securities, fixed income securities, and investments in mutual funds for which the Company provides advisory services. Realized and unrealized gains and losses on trading securities are recorded in net gains (losses) on investments in the consolidated statements of operations. At December 31, 2017 and 2016 , trading securities consist solely of investments held by the Company for the purpose of providing initial cash seeding for product development purposes. Investments classified as equity method investments represent seed investments in which the Company owns between 20 - 50% of the outstanding voting interests in the affiliated fund or when it is determined that the Company is able to exercise significant influence but not control over the investments. If the seed investment results in significant influence, but not control, the investment will be accounted for as an equity method investment. When using the equity method, the Company recognizes its share of the investee's net income or loss for the period which is recorded in net gains (losses) on investments in the consolidated statements of operations. Investment securities classified as available-for-sale consist of U.S. Treasury notes, corporate bonds and other short-term investments. Unrealized gains and losses on available-for-sale securities are excluded from earnings and are reported, net of deferred income tax, as a separate component of accumulated other comprehensive income in stockholders’ equity until realized. The Company periodically reviews each individual security position that has an unrealized loss, or impairment, to determine if that impairment is other-than-temporary. If impairment is determined to be other-than-temporary, the carrying value of the security will be written down to fair value and the loss will be recognized in earnings. Realized gains and losses on sales of available-for-sale securities are computed on a specific identification basis and are recorded in net gains (losses) on investments in the consolidated statements of operations. |
Accounts Receivable | Accounts Receivable Accounts receivable includes investment management and custodial fees receivable from clients. The Company’s accounts receivable balances do not include any significant allowance for doubtful accounts nor has any significant bad debt expense attributable to accounts receivable been recorded for the years ended December 31, 2017 , 2016 or 2015 . Accounts receivable are stated at cost, which approximates market value due to the short-term collection of balances. The fair value of accounts receivable have been classified as Level 1 in accordance with the fair value hierarchy. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Property and equipment are depreciated on a straight-line basis over the applicable life of the asset class. Depreciation is calculated for computer software, office equipment, and furniture and fixtures using useful lives of 3 , 5 , and 7 years, respectively. Internal and external costs incurred in connection with developing or obtaining software for internal use are capitalized and amortized over the estimated useful lives of the software, which range from three to five years, beginning when the software project is complete and the application is put into production. Leasehold improvements are depreciated over the shorter of the estimated useful life of the asset or the remaining expected lease term. Gains or losses upon sale or other disposition of fixed assets, are included in the consolidated statements of operations. |
Goodwill | Goodwill Goodwill represents the excess cost over the fair value of the identifiable net assets of acquired companies. The Company attributes all goodwill to its single reporting unit. Goodwill is tested for impairment annually during the fourth quarter or more frequently if events or circumstances indicate that the carrying value may not be recoverable. There were no facts or circumstances occurring during 2017 suggesting possible impairment. |
Intangible Assets | Intangible Assets Amortizing identifiable intangible assets generally represent the cost of client relationships and trademarks acquired. In valuing these assets, the Company makes assumptions regarding useful lives and projected growth rates, and significant judgment is required. The Company periodically reviews its identifiable intangible assets for impairment as events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If the carrying amounts of those assets exceed their respective fair values, additional impairment tests are performed to measure the amount of the impairment losses, if any. Non-amortizing intangible assets generally represent the cost of mutual fund management contracts acquired. Non-amortizing intangible assets are tested for impairment in the fourth quarter of each fiscal year, or more frequently if events or circumstances indicate that the carrying value may not be recoverable, by comparing the fair values of the management contracts acquired to their carrying values. The Company establishes fair value for purposes of impairment test using the income approach. If the carrying value of a management contract acquired exceeds its fair value, an impairment loss is recognized equal to that excess. There were no facts or circumstances occurring during the year ended December 31, 2017 suggesting possible impairment. During the year ended December 31, 2016 , the Company recorded an impairment loss of approximately $6.6 million . |
Leases | Leases Rent under non-cancelable operating leases with scheduled rent increases is accounted for on a straight-line basis over the lease term, beginning on the date of initial possession or the effective date of the lease agreement. Allowances and other lease incentives provided by the Company’s landlords are amortized on a straight-line basis as a reduction of rent expense. The difference between straight-line rent expense and rent paid and the unamortized deferred lease costs and build-out allowances are recorded as deferred rent liability in the consolidated statements of financial condition. |
Equity-Based Compensation | Equity-Based Compensation The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. The Company recognizes this cost over the period during which an employee is required to provide service in exchange for the award, and accounts for forfeitures as they occur. See Note 13 for additional information on equity-based compensation. |
Income Taxes | Income Taxes The Company records a tax provision for the anticipated tax consequences of the reported results of operations. The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets are expected to be realized or settled (see FN 14 for impacts to the Company related to the enactment of the Tax Cuts and Jobs Act ("U.S. tax reform") during the year ended December 31, 2017 ). The Company records a valuation allowance, if necessary, to reduce deferred tax assets to the amount that is believed more likely than not to be realized. The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income is a measure of income which includes net income (loss) and other comprehensive income (loss). Other comprehensive income (loss) consists of the change in unrealized gains and losses on available-for-sale investments. The changes in the balances of components comprising other comprehensive income (loss) are presented in the accompanying consolidated statements of comprehensive income for the years ended December 31, 2017 , 2016 and 2015 . |
Loss Contingencies | Loss Contingencies The Company accrues for estimated costs, including legal costs related to existing lawsuits, claims and proceedings when it is probable that a liability has been incurred and the costs can be reasonably estimated. Potential loss contingencies and related accruals are reviewed at least quarterly and are adjusted to reflect the impact and status of settlements, rulings, advice of counsel and other information pertinent to a particular matter. Significant differences could exist between the actual cost required to investigate, litigate and/or settle a claim or the ultimate outcome of a suit and management’s estimate. These differences could have a material impact on the Company’s consolidated financial statements. No loss accruals were recorded as of December 31, 2017 , 2016 and 2015 . |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which supersedes existing accounting standards for revenue recognition and creates a single framework. The revenue standard contains principals that will be applied to determine the measurement of revenue and timing of recognition and also impacts the accounting for incremental costs to obtain a contract. The Company will adopt the new standard on its effective date of January 1, 2018 using the modified retrospective approach with the cumulative effect of initial application recognized at the date of initial application. Upon the adoption of Topic 606 revenue will be further disaggregated. Generally, for each of the disaggregated revenue streams, the services performed represent a series of services that form part of a single performance obligation. The performance obligation is satisfied over time and therefore revenue is recognized over time. As a result of these conclusions, the Company has not identified changes in the timing of revenue recognition. The Company has evaluated the presentation of certain revenue related costs on a gross versus net basis under Topic 606 and anticipates changes to the treatment of service provider costs upon the adoption of the new standard. These changes are expected to decrease revenue with a corresponding decrease to operating expenses. While these changes are not expected to have a material impact to consolidated operating income, they will impact the components of revenue and operating expenses. With the adoption of Topic 606 incremental first year commissions directly associated with new separate account and CIT investment management contracts will be capitalized and amortized over an estimated customer contract period. The estimated separate account and CIT contract period is 7 and 3 years , respectively. These changes are not expected to have a material impact to the consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) , Recognition and Measurement of Financial Assets and Financial Liabilities, which requires all equity investments to be measured at fair value with changes in the fair value recognized through net income. ASU 2016-01 will be effective on January 1, 2018 and will result in a cumulative-effect adjustment to the balance sheet upon adoption. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which is intended to increase transparency and comparability among organizations by recognizing all lease transactions (with terms in excess of 12 months) on the balance sheet as a lease liability and a right-of-use asset (as defined). The new guidance will be effective for fiscal years beginning after December 15, 2018, with earlier application permitted. Upon adoption, the lessee will apply the new standard retrospectively to all periods presented or retrospectively using a cumulative effect adjustment in the year of adoption. The Company is currently evaluating the impact that ASU 2016-02 will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting , which is intended to simplify several aspects of the accounting for share-based payment award transactions. The guidance is effective for fiscal years beginning after December 15, 2016. The Company's adoption of these amendments on January 1, 2017 did not have a material impact on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments , to clarify guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. The FASB issued the ASU with the intent of reducing diversity in practice regarding eight types of cash flows. The ASU is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual reporting periods. The Company does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350), Simplifying the Test for Goodwill Impairment , which simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. The ASU requires goodwill impairments to be measured on the basis of the fair value of the reporting unit relative to the reporting unit's carrying amount rather than on the basis of the implied amount of goodwill relative to the goodwill balance of the reporting unit. The ASU is effective for annual and interim impairment tests for periods beginning after December 15, 2021. Early adoption is allowed for annual and interim impairment tests occurring after January 1, 2017. The Company is evaluating the effect of adopting this new accounting standard. In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . The ASU requires a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the newly enacted federal corporate income tax rate as a result of the Tax Cuts and Jobs Act. The amount of the reclassification is the difference between the historical corporate income tax rate and the newly enacted twenty-one percent corporate income tax rate. The ASU will be effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is evaluating the effect of adopting this new accounting standard. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The final purchase price was allocated as follows (in thousands): Assets acquired Current assets $ 6,998 Property and equipment, net 783 Intangible assets Client relationships 9,320 Trademarks 270 Goodwill 3,958 Total assets acquired 21,329 Liabilities assumed Accounts payable and accrued expenses 4,023 Other liabilities 1,204 Total liabilities assumed 5,227 Purchase price $ 16,102 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Reconciliation from Income Before Provision for Income Taxes to Net Income Attributable to Manning & Napier, Inc. | The following provides a reconciliation from “Income before provision for income taxes” to “Net income attributable to Manning & Napier, Inc.”: Year Ended December 31, 2017 2016 2015 (in thousands) Income before provision for income taxes $ 67,877 $ 90,782 $ 121,591 Less: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 12,847 1,516 (2,826 ) Income before provision for income taxes, as adjusted 55,030 89,266 124,417 Controlling interest percentage (2) 17.7 % 17.2 % 16.1 % Net income attributable to controlling interest 9,750 15,319 20,083 Plus: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 12,847 1,516 (2,826 ) Income before income taxes attributable to Manning & Napier, Inc. 22,597 16,835 17,257 Less: provision for income taxes of Manning & Napier, Inc. (3) 19,010 7,561 4,043 Net income attributable to Manning & Napier, Inc. $ 3,587 $ 9,274 $ 13,214 __________________________ (1) Manning & Napier, Inc. incurs certain income or expenses that are only attributable to it and are therefore excluded from the net income attributable to noncontrolling interests. (2) Income before provision for income taxes is allocated to the controlling interest based on the percentage of units of Manning & Napier Group held by Manning & Napier, Inc. The amount represents the Company's weighted ownership of Manning & Napier Group for the respective periods. (3) The consolidated provision for income taxes is equal to the sum of (i) the provision for income taxes for entities other than Manning & Napier, Inc. and (ii) the provision for income taxes of Manning & Napier, Inc. which includes all U.S. federal and state income taxes. The consolidated provision for income taxes totaled approximately $19.4 million , $8.4 million and $4.6 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
Impact to the Company's ownership interest in Manning & Napier Group | The following provides a summary of the transactions that have impacted the Company's equity ownership interest in Manning & Napier Group during the years ended December 31, 2017 , 2016 and 2015 : Manning & Napier Group Class A Units Held Manning & Napier Total Manning & Napier Ownership % As of January 1, 2015 12,507,235 73,574,338 86,081,573 14.5% Class A Units issued 1,071,590 — 1,071,590 1.1% Class A Units exchanged (1) — (5,677,854 ) (5,677,854 ) 1.1% As of December 31, 2015 13,578,825 67,896,484 81,475,309 16.7% Class A Units issued 247,750 — 247,750 0.2% Class A Units exchanged — (2,111,913 ) (2,111,913 ) 0.5% As of December 31, 2016 13,826,575 65,784,571 79,611,146 17.4% Class A Units issued (2) 46,467 — 46,467 —% Class A Units exchanged — (1,853,506 ) (1,853,506 ) 0.4% As of December 31, 2017 13,873,042 63,931,065 77,804,107 17.8% _____________________ (1) Total ownership activity shown includes multiple unit issuances or exchanges that occurred during the respective year which are combined above for presentation purposes. (2) The impact of the transaction of Manning & Napier's ownership was less than 0.1% . |
Investment Securities (Tables)
Investment Securities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Investments [Abstract] | |
Schedule of investment securities holdings | The following table represents the Company’s investment securities holdings at December 31, 2017 and December 31, 2016 : December 31, 2017 Cost Unrealized Gains Unrealized Losses Fair Value (in thousands) Available-for-sale securities Fixed income securities $ 19,589 $ — $ (29 ) $ 19,560 U.S. Treasury notes 22,428 — (42 ) 22,386 Short-term investments 22,323 — — 22,323 64,269 Trading securities Equity securities 3,548 Mutual funds 1,409 4,957 Equity method investments Mutual funds 1,178 Total investment securities $ 70,404 December 31, 2016 Cost Unrealized Gains Unrealized Losses Fair Value (in thousands) Available-for-sale securities U.S. Treasury notes $ 7,093 $ 13 $ (6 ) $ 7,100 Short-term investments 14,744 — — 14,744 21,844 Trading securities Equity securities 7,176 Fixed income securities 7,167 Mutual funds 288 Mutual funds - consolidated funds 995 15,626 Total investment securities $ 37,470 |
Realized gains and losses on the sale of securities | The table below presents realized gains and losses on the sale of all securities for the years ended December 31, 2017 , 2016 , and 2015 : Year ended December 31, 2017 2016 2015 (in thousands) Gross realized investment gains $ 1,670 $ 1,502 $ 473 Gross realized investment losses (1,069 ) (2,443 ) (1,194 ) Net realized gains (losses) $ 601 $ (941 ) $ (721 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Hierarchy of Inputs Used to Derive the Fair Value of Company's Assets | The following provides the hierarchy of inputs used to derive the fair value of the Company’s assets as of December 31, 2017 and 2016 : December 31, 2017 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 3,548 $ — $ — $ 3,548 Fixed income securities — 19,560 — 19,560 Mutual funds 2,587 — — 2,587 U.S. Treasury notes — 22,386 — 22,386 Short-term investments 22,323 — — 22,323 Total assets at fair value $ 28,458 $ 41,946 $ — $ 70,404 Contingent consideration liability $ — $ — $ — $ — Total liabilities at fair value $ — $ — $ — $ — December 31, 2016 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 7,176 $ — $ — $ 7,176 Fixed income securities 1,071 6,096 — 7,167 Mutual funds 288 — — 288 Mutual funds - consolidated funds 995 — — 995 U.S. Treasury notes — 7,100 — 7,100 Short-term investments 14,744 — — 14,744 Total assets at fair value $ 24,274 $ 13,196 $ — $ 37,470 Contingent consideration liability $ — $ — $ — $ — Total liabilities at fair value $ — $ — $ — $ — |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The changes in financial assets and (liabilities) measured at fair value using significant unobservable inputs (Level 3) for the year ended December 31, 2016 are presented in the table below: December 31, 2015 Purchases Sales Redemptions/ Settlements/ Other Transfers Realized and unrealized gains/(losses), net December 31, 2016 (in thousands) Contingent consideration liability $ — $ (3,500 ) n/a $ 3,500 n/a $ — $ — |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment Components | Property and equipment as of December 31, 2017 and 2016 consisted of the following: December 31, 2017 2016 (in thousands) Furniture and fixtures $ 2,519 $ 2,864 Office equipment 4,841 5,436 Computer software 3,816 3,403 Leasehold improvements 5,607 5,607 16,783 17,310 Less: Accumulated depreciation (11,376 ) (11,630 ) Property and equipment, net $ 5,407 $ 5,680 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying value of goodwill for the years ended December 31, 2017 and 2016 are as follows: December 31, 2017 2016 (in thousands) Balance, beginning of period $ 4,829 $ 871 Goodwill acquired — 3,958 Balance, end of period $ 4,829 $ 4,829 |
Schedule of Finite-Lived Intangible Assets | The following table reflects the components of intangible assets as of December 31, 2017 and 2016 : December 31, 2017 2016 (in thousands) Intangible assets subject to amortization: Cost - Separately managed account client relationships $ 897 $ 2,230 Accumulated amortization - Separately managed account client relationships (897 ) (897 ) Impairment - Separately managed account client relationships — (1,333 ) Cost - Trademark 340 340 Accumulated amortization - Trademark (145 ) (100 ) Intangible assets subject to amortization, net 195 240 Indefinite-lived intangible assets: Cost - Mutual fund and collective trust contracts 2,578 7,820 Impairment - Mutual fund and collective trust contracts — (5,242 ) Mutual fund and collective trust contracts 2,578 2,578 Total intangible assets, net $ 2,773 $ 2,818 |
Schedule of Indefinite-Lived Intangible Assets | The following table reflects the components of intangible assets as of December 31, 2017 and 2016 : December 31, 2017 2016 (in thousands) Intangible assets subject to amortization: Cost - Separately managed account client relationships $ 897 $ 2,230 Accumulated amortization - Separately managed account client relationships (897 ) (897 ) Impairment - Separately managed account client relationships — (1,333 ) Cost - Trademark 340 340 Accumulated amortization - Trademark (145 ) (100 ) Intangible assets subject to amortization, net 195 240 Indefinite-lived intangible assets: Cost - Mutual fund and collective trust contracts 2,578 7,820 Impairment - Mutual fund and collective trust contracts — (5,242 ) Mutual fund and collective trust contracts 2,578 2,578 Total intangible assets, net $ 2,773 $ 2,818 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated amortization expense to be recognized over the next 5 years is as follows: Year Ending December 31, Estimated Amortization Expense (in thousands) 2018 $ 45 2019 45 2020 45 2021 45 2022 15 Thereafter — Total $ 195 |
Accrued Expenses and Other Li34
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accrued expenses and other liabilities | Accrued expenses and other liabilities as of December 31, 2017 and 2016 consisted of the following: December 31, 2017 2016 (in thousands) Accrued bonuses and sales commissions $ 19,153 $ 18,342 Accrued payroll and benefits 3,877 3,430 Accrued sub-transfer agent fees 2,445 4,785 Dividends payable on Class A common stock 1,203 2,397 Amounts payable under tax receivable agreement 2,549 2,364 Other accruals and liabilities 3,120 3,797 $ 32,347 $ 35,115 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of minimum rent payments relating to the office leases for subsequent years | As of December 31, 2017 , minimum rent payments relating to the office leases for years subsequent to 2017 , are as follows: Year Ending December 31, Minimum Payments (in thousands) 2018 $ 4,368 2019 3,878 2020 3,784 2021 3,806 2022 3,830 Thereafter 2,211 $ 21,877 |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Earnings Per Share | The following is a reconciliation of the income and share data used in the basic and diluted earnings per share computations for the years ended December 31, 2017 , 2016 and 2015 under the two-class method: Year Ended December 31, 2017 2017 2016 2015 (in thousands, except share data) Net income attributable to controlling and noncontrolling interests $ 48,525 $ 82,408 $ 116,952 Less: net income attributable to noncontrolling interests 44,938 73,134 103,738 Net income attributable to Manning & Napier, Inc. $ 3,587 $ 9,274 $ 13,214 Less: allocation to participating securities 70 544 685 Net income available to Class A common stock $ 3,517 $ 8,730 $ 12,529 Weighted average shares of Class A common stock outstanding - basic 14,164,037 13,948,433 13,736,042 Dilutive effect from unvested equity awards 72,988 213,349 228,804 Weighted average shares of Class A common stock outstanding - diluted 14,237,025 14,161,782 13,964,846 Net income available to Class A common stock per share - basic $ 0.25 $ 0.63 $ 0.91 Net income available to Class A common stock per share - diluted $ 0.25 $ 0.62 $ 0.90 |
Equity Based Compensation (Tabl
Equity Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Share-based Compensation [Abstract] | |
Schedule of Share-based Compensation, Equity Award Activity [Table Text Block] | The following table summarizes equity award activity for the year ended December 31, 2017 under the Company's Equity Plan: Restricted Stock Awards Weighted Average Grant Date Fair Value Stock awards outstanding at January 1, 2017 1,207,788 $ 12.56 Granted 70,399 $ 5.55 Vested (276,064 ) $ 12.41 Forfeited (150,000 ) $ 12.20 Stock awards outstanding at December 31, 2017 852,123 $ 12.09 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of the provision for income taxes | Components of the provision for income taxes consist of the following: Year Ended December 31, 2017 2016 2015 (in thousands) Current Federal $ 556 $ 2,797 $ 4,525 State and local 184 816 780 Current tax expense 740 3,613 5,305 Deferred Federal 16,137 4,543 (618 ) State and local 2,475 218 (48 ) Deferred tax expense (benefit) 18,612 4,761 (666 ) Provision for income tax expense $ 19,352 $ 8,374 $ 4,639 |
Differences between income taxes computed using the U.S. federal income tax rate and the provision for income taxes for continuing operations | The differences between income taxes computed using the U.S. federal income tax rate of 34% for the years ended December 31, 2017 and 2016 and 35% for the year ended December 31, 2015 and the provision for income taxes for continuing operations are as follows: Year Ended December 31, 2017 2016 2015 (in thousands) Amount computed using the statutory rate $ 23,078 $ 30,866 $ 42,557 Increase (reduction) in taxes resulting from: State and local taxes, including settlements and adjustments, net of federal benefit 408 835 689 Impact of enacted tax law changes 16,512 — — Net adjustment to deferred tax asset — 1,901 (3,247 ) Net adjustment to amounts payable under TRA (4,372 ) (522 ) 983 Benefit from the flow-through entities (15,163 ) (24,723 ) (36,265 ) Other, net (1,111 ) 17 (78 ) Provision for income taxes $ 19,352 $ 8,374 $ 4,639 |
Schedule of deferred tax assets and liabilities | Components of net deferred tax assets consist of the following: December 31, 2017 2016 (in thousands) Deferred tax assets Tax receivable agreement $ 22,680 $ 40,834 Bonus and commissions 641 910 Other 197 345 Total deferred tax assets 23,518 42,089 Deferred tax liabilities Depreciation and amortization 131 51 Prepaid items 89 133 Total deferred tax liabilities 220 184 Net deferred tax assets $ 23,298 $ 41,905 |
Summary of the Company's liability for income taxes associated with unrecognized tax benefits | A reconciliation of the beginning and ending amount of the Company's liability for income taxes associated with unrecognized tax benefits is as follows: December 31, 2017 2016 (in thousands) Balance as of January 1, $ 135 $ 6 Increase related to current year tax positions 27 129 Decrease related to prior year tax positions (129 ) — Balance as of December 31, $ 33 $ 135 |
Selected Quarterly Financial 39
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of quarterly results of operations | The following is a summary of the quarterly results of operations of the Company for the years ended December 31, 2017 and 2016 . 2017 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except share data) Revenue $ 55,485 $ 51,536 $ 48,838 $ 45,668 Operating income $ 16,715 $ 14,985 $ 11,744 $ 8,324 Net income attributable to the controlling and noncontrolling interests $ 16,514 $ 14,589 $ 11,852 $ 5,570 Net income (loss) attributable to Manning & Napier, Inc. $ 1,897 $ 1,685 $ 1,521 $ (1,516 ) Net income (loss) available to Class A common stock - diluted $ 0.13 $ 0.12 $ 0.10 $ (0.11 ) Weighted average shares of Class A common stock - diluted 14,216,988 14,298,834 78,210,019 14,249,347 Cash dividends declared per share of Class A common stock $ 0.08 $ 0.08 $ 0.08 $ 0.08 2016 First Quarter Second Quarter Third Quarter Fourth Quarter (in thousands, except share data) Revenue $ 62,042 $ 64,505 $ 63,305 $ 59,085 Operating income $ 22,780 $ 22,963 $ 21,692 $ 21,773 Net income attributable to the controlling and noncontrolling interests $ 22,184 $ 21,698 $ 19,985 $ 18,541 Net income attributable to Manning & Napier, Inc. $ 2,418 $ 2,605 $ 2,258 $ 1,993 Net income available to Class A common stock - diluted $ 0.16 $ 0.17 $ 0.15 $ 0.13 Weighted average shares of Class A common stock - diluted 14,084,903 14,243,579 14,175,321 14,212,655 Cash dividends declared per share of Class A common stock $ 0.16 $ 0.16 $ 0.16 $ 0.16 |
Organization and Nature of th40
Organization and Nature of the Business (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Outside ownership interest in limited liability and limited partnership companies | 1.00% |
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 17.80% |
Majority Outside Ownership Interest in limited liability and limited partnership companies | 81.20% |
Summary of Significant Accoun41
Summary of Significant Accounting Policies (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)Segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Deferred Tax Assets, Net, Current | $ 23,298 | $ 41,905 | |
Number of segments | Segment | 1 | ||
Incentive payments | $ 3,400 | 12,100 | $ 9,800 |
Investments in the funds | 4,957 | 15,626 | |
Investment Advisory Fees | $ 81,600 | 112,700 | $ 156,600 |
Intangible Asset impairment loss | 6,600 | ||
Amortization period for first year commissions directly associated with new separate account | 7 years | ||
Amortization period for first year commissions directly associated with CIT investment management contracts | 3 years | ||
Computer software | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Property and Equipment useful lives (years) | 3 years | ||
Office equipment | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Property and Equipment useful lives (years) | 5 years | ||
Furniture and fixtures | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Property and Equipment useful lives (years) | 7 years | ||
Managed Mutual Funds and Managed Mutual Consolidated Funds [Member] | Manning & Napier Fund | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Investments in the funds | $ 2,600 | $ 1,300 | |
Manning & Napier Group, LLC | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Percentage of economic interest in Manning & Napier Group held by Manning & Napier, Inc (percent) | 17.80% | ||
Minimum | Computer software | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Property and Equipment useful lives (years) | 3 years | ||
Maximum | Computer software | |||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||
Property and Equipment useful lives (years) | 5 years |
Acquisitions (Details)
Acquisitions (Details) - USD ($) | Apr. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Contingent consideration liability | $ 0 | $ 0 | ||
Goodwill | 4,829,000 | 4,829,000 | $ 871,000 | |
Rainier Investment Management, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 75.00% | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 25.00% | |||
Payments to Acquire Businesses, Gross | $ 13,000,000 | |||
Refund From Amounts Held In Escrow | 300,000 | |||
Business Combination, Contingent Consideration, Liability, Term | 4 years | |||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | $ 3,500,000 | 0 | $ 0 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 6,998,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 783,000 | |||
Goodwill | 3,958,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 21,329,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Accounts Payable and Accrued Expenses | 4,023,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 1,204,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 5,227,000 | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 16,102,000 | |||
Maximum | Rainier Investment Management, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration liability | $ 32,500,000 | |||
Customer Relationships [Member] | Rainier Investment Management, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets acquired | 9,320,000 | |||
Trademarks | Rainier Investment Management, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets acquired | $ 270,000 | |||
Rainier Investment Management, LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% |
Noncontrolling Interests (Textu
Noncontrolling Interests (Textual) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Payments to Acquire Interest in Subsidiaries and Affiliates | $ 9,802 | $ 16,135 | $ 37,720 | |
Decrease from distributions to noncontrolling interest holders | $ (32,173) | $ (58,981) | $ (89,338) | |
Manning & Napier Group, LLC | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Percentage of economic interest in Manning & Napier Group held by Manning & Napier, Inc (percent) | 17.80% | |||
Payments to Acquire Interest in Subsidiaries and Affiliates | $ 9,800 | |||
Manning & Napier Group, LLC | Class A Units | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Percentage of economic interest in Manning & Napier Group held by Manning & Napier, Inc (percent) | 17.80% | 17.40% | 16.70% | 14.50% |
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests, Shares | 1,853,506 | 2,111,913 | 5,677,854 | |
Manning & Napier Group Holding, LLC | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Limited Liability Company LLC or Limited Partnership LP Remaining Ownership Interest | 82.20% | |||
Capital Unit, Class A | Class A Units | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Number of Common Units Available for Conversion | 63,931,065 | 65,784,571 | ||
Capital Unit, Class A | Manning & Napier Group, LLC | Class A Units | ||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||
Number of Common Units Available for Conversion | 67,896,484 |
Noncontrolling Interests (Recon
Noncontrolling Interests (Reconciliation of Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Noncontrolling Interest [Abstract] | |||||||||||
Income before provision for income taxes | $ 67,877 | $ 90,782 | $ 121,591 | ||||||||
Less: loss before provision for income taxes of Manning & Napier, Inc. | 12,847 | 1,516 | (2,826) | ||||||||
Income before provision for income taxes, as adjusted | $ 55,030 | $ 89,266 | $ 124,417 | ||||||||
Controlling interest percentage | 17.70% | 17.20% | 16.10% | ||||||||
Net income attributable to controlling interest | $ 9,750 | $ 15,319 | $ 20,083 | ||||||||
Plus: (loss) gain before provision for income taxes of Manning & Napier, Inc. | 12,847 | 1,516 | (2,826) | ||||||||
Income before income taxes attributable to Manning & Napier, Inc. | 22,597 | 16,835 | 17,257 | ||||||||
Less: provision (benefit) for income taxes of Manning & Napier, Inc. | 19,010 | 7,561 | 4,043 | ||||||||
Net income attributable to Manning & Napier, Inc. | $ (1,516) | $ 1,521 | $ 1,685 | $ 1,897 | $ 1,993 | $ 2,258 | $ 2,605 | $ 2,418 | 3,587 | 9,274 | 13,214 |
Provision for income taxes | $ 19,352 | $ 8,374 | $ 4,639 |
(Summary of Equity Ownership In
(Summary of Equity Ownership Interest) (Details) - Manning & Napier Group, LLC - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Noncontrolling Interest, Ownership Percentage [Roll Forward] | |||
Noncontrolling Interest, Ownership Percentage by Parent | 17.80% | ||
Class A Units | |||
Noncontrolling Interest, Shared Held by Parent [Roll Forward] | |||
Noncontrolling Interest, Shares Held by Parent | 13,826,575 | 13,578,825 | 12,507,235 |
Noncontrolling Interest, Shares Held by Parent, Issued | 46,467 | 247,750 | 1,071,590 |
Noncontrolling Interest, Shares Held by Parent, Exchanged | 0 | 0 | 0 |
Noncontrolling Interest, Shares Held by Parent | 13,873,042 | 13,826,575 | 13,578,825 |
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners [Roll Forward] | |||
Noncontrolling Interest, Shared Held by Noncontrolling Owners | 65,784,571 | 67,896,484 | 73,574,338 |
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests, Shares | (1,853,506) | (2,111,913) | (5,677,854) |
Noncontrolling Interest, Shared Held by Noncontrolling Owners | 63,931,065 | 65,784,571 | 67,896,484 |
Noncontrolling Interest, Shares Total [Roll Forward] | |||
Noncontrolling Interest, Shares, Total | 79,611,146 | 81,475,309 | 86,081,573 |
Noncontrolling Interest, Shares Total, Issued | 46,467 | 247,750 | 1,071,590 |
Noncontrolling Interest, Shares Total, Exchanged | (1,853,506) | (2,111,913) | (5,677,854) |
Noncontrolling Interest, Shares, Total | 77,804,107 | 79,611,146 | 81,475,309 |
Noncontrolling Interest, Ownership Percentage [Roll Forward] | |||
Noncontrolling Interest, Ownership Percentage by Parent | 17.80% | 17.40% | 16.70% |
Noncontrolling Interest, Ownership Percentage by Parent, Issued | 0.00% | 0.20% | 1.10% |
Noncontrolling Interest, Ownership Percentage by Parent, Exchanged | 0.40% | 0.50% | 1.10% |
Noncontrolling Interest, Ownership Percentage by Parent | 17.40% | 16.70% | 14.50% |
Class A Units | Maximum | |||
Noncontrolling Interest, Ownership Percentage [Roll Forward] | |||
Noncontrolling Interest, Ownership Percentage by Parent, Issued | 0.10% |
Investment Securities (Company'
Investment Securities (Company's Investment Securities Holdings) (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Investment Holdings [Line Items] | ||
Available-for-sale securities, at fair value | $ 64,269,000 | $ 21,844,000 |
Trading securities, at fair value | 4,957,000 | 15,626,000 |
Total assets at fair value | 70,404,000 | 37,470,000 |
Fixed income securities | ||
Investment Holdings [Line Items] | ||
Available-for-sale securities, Cost | 19,589,000 | |
Available-for-sale Debt Securities, unrealized gains | 0 | |
Available-for-sale Debt Securities, unrealized losses | (29,000) | |
Available-for-sale securities, at fair value | 19,560,000 | |
Trading securities, at fair value | 7,167,000 | |
U.S. Treasury notes | ||
Investment Holdings [Line Items] | ||
Available-for-sale securities, Cost | 22,428,000 | 7,093,000 |
Available-for-sale Debt Securities, unrealized gains | 0 | 13,000 |
Available-for-sale Debt Securities, unrealized losses | (42,000) | (6,000) |
Available-for-sale securities, at fair value | 22,386,000 | 7,100,000 |
Short-term investments | ||
Investment Holdings [Line Items] | ||
Available-for-sale securities, Cost | 22,323,000 | 14,744,000 |
Available-for-sale Debt Securities, unrealized gains | 0 | 0 |
Available-for-sale Debt Securities, unrealized losses | 0 | |
Available-for-sale securities, at fair value | 22,323,000 | 14,744,000 |
Equity securities | ||
Investment Holdings [Line Items] | ||
Trading securities, at fair value | 3,548,000 | 7,176,000 |
Mutual funds | ||
Investment Holdings [Line Items] | ||
Trading securities, at fair value | 2,587,000 | 288,000 |
Mutual funds - consolidated funds | ||
Investment Holdings [Line Items] | ||
Trading securities, at fair value | 995,000 | |
Manning & Napier Fund | Mutual funds | ||
Investment Holdings [Line Items] | ||
Trading securities, at fair value | 1,409,000 | $ 288,000 |
Equity method investments | $ 1,178,000 |
Investment Securities (Textual)
Investment Securities (Textual) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Investments [Abstract] | |||
Recognized net unrealized gain (losses) on trading securities | $ 1,800,000 | $ 800,000 | $ (1,800,000) |
Restricted Securities | 600,000 | 600,000 | |
Other than temporary impairment losses recognized | 0 | 0 | 0 |
Gross realized investment gains | 1,670,000 | 1,502,000 | 473,000 |
Gross realized investment losses | (1,069,000) | (2,443,000) | (1,194,000) |
Net realized gains (losses) | $ 601,000 | $ (941,000) | $ (721,000) |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule of Fair Value of Company's Assets) (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | Apr. 30, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | $ 4,957,000 | $ 15,626,000 | |
Available-for-sale securities, at fair value | 64,269,000 | 21,844,000 | |
Total assets at fair value | 70,404,000 | 37,470,000 | |
Contingent consideration liability | 0 | 0 | |
Total liabilities at fair value | 0 | 0 | |
Equity securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 3,548,000 | 7,176,000 | |
Fixed income securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 7,167,000 | ||
Available-for-sale securities, at fair value | 19,560,000 | ||
Mutual funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 2,587,000 | 288,000 | |
Mutual funds - consolidated funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 995,000 | ||
U.S. Treasury notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 22,386,000 | 7,100,000 | |
Short-term investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 22,323,000 | 14,744,000 | |
Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total assets at fair value | 28,458,000 | 24,274,000 | |
Contingent consideration liability | 0 | 0 | |
Total liabilities at fair value | 0 | 0 | |
Level 1 | Equity securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 3,548,000 | 7,176,000 | |
Level 1 | Fixed income securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | 1,071,000 | |
Level 1 | Mutual funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 2,587,000 | 288,000 | |
Level 1 | Mutual funds - consolidated funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 995,000 | ||
Level 1 | U.S. Treasury notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 0 | 0 | |
Level 1 | Short-term investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 22,323,000 | 14,744,000 | |
Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total assets at fair value | 41,946,000 | 13,196,000 | |
Contingent consideration liability | 0 | 0 | |
Total liabilities at fair value | 0 | 0 | |
Level 2 | Equity securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | 0 | |
Level 2 | Fixed income securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 6,096,000 | ||
Available-for-sale securities, at fair value | 19,560,000 | ||
Level 2 | Mutual funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | 0 | |
Level 2 | Mutual funds - consolidated funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | ||
Level 2 | U.S. Treasury notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 22,386,000 | 7,100,000 | |
Level 2 | Short-term investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 0 | 0 | |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total assets at fair value | 0 | 0 | |
Contingent consideration liability | 0 | 0 | |
Total liabilities at fair value | 0 | 0 | |
Level 3 | Equity securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | 0 | |
Level 3 | Fixed income securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | 0 | |
Level 3 | Mutual funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | 0 | |
Level 3 | Mutual funds - consolidated funds | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading securities, at fair value | 0 | ||
Level 3 | U.S. Treasury notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 0 | 0 | |
Level 3 | Short-term investments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Available-for-sale securities, at fair value | 0 | 0 | |
Rainier Investment Management, LLC | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | $ 0 | $ 0 | $ 3,500,000 |
Fair Value Measurements (Change
Fair Value Measurements (Changes in financial assets and (liabilities) measured at fair value using significant unobservable inputs) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
December 31, 2015 | $ 0 |
Purchases | (3,500) |
Redemptions/ Settlements/ Other | 3,500 |
Realized and unrealized gains/(losses), net | 0 |
December 31, 2016 | $ 0 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 16,783 | $ 17,310 |
Less: Accumulated depreciation | (11,376) | (11,630) |
Property and equipment, net | 5,407 | 5,680 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,519 | 2,864 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 4,841 | 5,436 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,816 | 3,403 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 5,607 | $ 5,607 |
Property and Equipment Deprecia
Property and Equipment Depreciation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 1.7 | $ 1.9 | $ 2.2 |
Goodwill and Intangible Asset52
Goodwill and Intangible Assets Goodwill (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Roll Forward] | |||
Balance, beginning of period | $ 4,829,000 | $ 871,000 | |
Goodwill acquired | 0 | 3,958,000 | |
Balance, end of period | 4,829,000 | 4,829,000 | $ 871,000 |
Goodwill impairment loss | $ 0 | $ 0 | $ 0 |
Goodwill and Intangible Asset53
Goodwill and Intangible Assets Intangible Assets (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 16, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment of Intangible Assets, Finite-lived | $ 0 | $ (1,333,000) | |||
Total | $ 195,000 | 195,000 | 240,000 | ||
Indefinite-lived Intangible Assets, Gross | 2,578,000 | 2,578,000 | 7,820,000 | ||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 0 | (5,242,000) | |||
Impairment of Intangible Assets (Excluding Goodwill) | (6,600,000) | ||||
Intangible Assets, Net (Excluding Goodwill) | 2,773,000 | 2,773,000 | 2,818,000 | ||
Gain on sale of intangible assets | 1,000,000 | 1,043,000 | 0 | $ 0 | |
Customer Relationships for Separately Managed Accounts | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 897,000 | 897,000 | 2,230,000 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (897,000) | (897,000) | (897,000) | ||
Total | 0 | 0 | |||
Trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 340,000 | 340,000 | 340,000 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (145,000) | (145,000) | (100,000) | ||
Mutual fund and collective trust contracts | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Indefinite-lived Intangible Assets, Gross | 2,578,000 | 2,578,000 | $ 2,578,000 | ||
Rainier Investment Management, LLC | Mutual funds | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Trading securities, at fair value | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 |
Goodwill and Intangible Asset54
Goodwill and Intangible Assets Amortization Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Finite-Lived Intangible Asset, Useful Life | 2 years 2 months 12 days | ||
Amortization of Intangible Assets | $ 100 | $ 600 | $ 200 |
2,017 | 45 | ||
2,018 | 45 | ||
2,019 | 45 | ||
2,010 | 45 | ||
2,021 | 15 | ||
Thereafter | 0 | ||
Total | $ 195 | $ 240 |
Accrued Expenses and Other Li55
Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accrued bonuses and sales commissions | $ 19,153 | $ 18,342 |
Accrued payroll and benefits | 3,877 | 3,430 |
Accrued sub-transfer agent fees | 2,445 | 4,785 |
Dividends payable on Class A common stock | 1,203 | 2,397 |
Amounts payable under tax receivable agreement | 2,549 | 2,364 |
Other accruals and liabilities | 3,120 | 3,797 |
Total accrued expenses and other liabilities | $ 32,347 | $ 35,115 |
Commitments and Contingencies56
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2018 | |
Commitment And Contingencies [Line Items] | ||||
Operating lease rent expense | $ 4,200 | $ 3,900 | $ 3,500 | |
Future Minimum Operating Lease Payments Due | ||||
2,018 | 4,368 | |||
2,019 | 3,878 | |||
2,020 | 3,784 | |||
2,021 | 3,806 | |||
2,022 | 3,830 | |||
Thereafter | 2,211 | |||
Total operating leases, future minimum payments due | 21,877 | |||
Sublease income | 700 | |||
Contractual obligation under operating lease | 21,877 | |||
Capital lease obligations | 300 | $ 300 | ||
Office Facilities | ||||
Future Minimum Operating Lease Payments Due | ||||
Total operating leases, future minimum payments due | 14,500 | |||
Contractual obligation under operating lease | 14,500 | |||
Annual contractual obligation under operating lease | $ 2,900 | |||
Subsequent Event | Office Facilities | ||||
Future Minimum Operating Lease Payments Due | ||||
Total operating leases, future minimum payments due | $ 26,300 | |||
Contractual obligation under operating lease | 26,300 | |||
Annual contractual obligation under operating lease | $ 2,600 |
Shareholders' Equity and Capi57
Shareholders' Equity and Capital Structure (Details) - $ / shares | Nov. 17, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Class of Stock [Line Items] | ||||
Preferred stock, shares authorized | 100,000 | |||
Preferred stock, par value (dollars per share) | $ 0.01 | |||
Class A common stock | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized (shares) | 300,000,000 | 300,000,000 | ||
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 | ||
Class B common stock | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized (shares) | 2,000 | 2,000 | ||
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 | ||
Manning & Napier Group Holding, LLC | Class A Units | ||||
Class of Stock [Line Items] | ||||
Conversion of Stock, Eligible for Exchange | 62,200,000 | |||
Manning & Napier Group, LLC | Class A Units | ||||
Class of Stock [Line Items] | ||||
Noncontrolling Interest, Decrease from Redemptions or Purchase of Interests, Shares | 1,853,506 | 2,111,913 | 5,677,854 | |
William Manning | Manning & Napier Group Holding, LLC | Class A Units | ||||
Class of Stock [Line Items] | ||||
Conversion of Stock, Eligible for Exchange | 60,000,000 | |||
Capital Unit, Class A | Class A Units | ||||
Class of Stock [Line Items] | ||||
Number of Common Units Available for Conversion | 63,931,065 | 65,784,571 | ||
Capital Unit, Class A | Manning & Napier Group, LLC | Class A Units | ||||
Class of Stock [Line Items] | ||||
Number of Common Units Available for Conversion | 67,896,484 | |||
Maximum | Manning & Napier Group Holding, LLC | Class A Units | ||||
Class of Stock [Line Items] | ||||
Conversion of Stock, Eligible for Exchange | 63,900,000 | |||
Common Stock | Class B common stock | ||||
Class of Stock [Line Items] | ||||
Cancellation of Class B common stock, Shares | 1,000 | 1,000 |
Earnings per Common Share (Deta
Earnings per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Line Items] | |||||||||||
Net income attributable to controlling and noncontrolling interests | $ 5,570 | $ 11,852 | $ 14,589 | $ 16,514 | $ 18,541 | $ 19,985 | $ 21,698 | $ 22,184 | $ 48,525 | $ 82,408 | $ 116,952 |
Less: net income attributable to noncontrolling interests | 44,938 | 73,134 | 103,738 | ||||||||
Net income attributable to Manning & Napier, Inc. | $ (1,516) | $ 1,521 | $ 1,685 | $ 1,897 | $ 1,993 | $ 2,258 | $ 2,605 | $ 2,418 | 3,587 | 9,274 | 13,214 |
Less: allocation to participating securities | 70 | 544 | 685 | ||||||||
Net income available to Class A common stock | $ 3,517 | $ 8,730 | $ 12,529 | ||||||||
Weighted average shares of Class A common stock outstanding - basic | 14,164,037 | 13,948,433 | 13,736,042 | ||||||||
Dilutive effect from unvested equity awards | 72,988 | 213,349 | 228,804 | ||||||||
Weighted average shares of Class A common stock outstanding - diluted | 14,237,025 | 14,161,782 | 13,964,846 | ||||||||
Net income available to Class A common stock per share - basic | $ 0.25 | $ 0.63 | $ 0.91 | ||||||||
Net income available to Class A common stock per share - diluted | $ (0.11) | $ 0.10 | $ 0.12 | $ 0.13 | $ 0.13 | $ 0.15 | $ 0.17 | $ 0.16 | $ 0.25 | $ 0.62 | $ 0.90 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 790,000 | 940,000 | 1,285,357 | ||||||||
Performance Based Stock Units | |||||||||||
Earnings Per Share [Line Items] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 120,919 | ||||||||||
Capital Unit, Class A | Class A Units | |||||||||||
Earnings Per Share [Line Items] | |||||||||||
Number of Common Units Available for Conversion | 63,931,065 | 65,784,571 | 63,931,065 | 65,784,571 | |||||||
Capital Unit, Class A | Class A Units | Manning & Napier Group, LLC | |||||||||||
Earnings Per Share [Line Items] | |||||||||||
Number of Common Units Available for Conversion | 67,896,484 |
Equity Based Compensation (Addi
Equity Based Compensation (Additional Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (shares) | 70,399 | ||
Granted, weighted average grant date fair value (dollars per share) | $ 5.55 | $ 8.38 | $ 11.89 |
Shares Paid for Tax Withholding for Share Based Compensation | 69,597 | 111,729 | |
Payments Related to Tax Withholding for Share-based Compensation | $ 272 | $ 953 | $ 64 |
Equity Compensation Plan 2011 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares authorized | 13,142,813 | ||
Compensation expense related to the vesting terms of ownership interests | $ 2,300 | 2,900 | 5,500 |
The aggregate intrinsic value of stock units that vested | 1,200 | $ 3,500 | $ 400 |
Unrecognized compensation expense related to unvested awards | $ 5,300 | ||
Weighted average period of unrecognized compensation expense (years) | 3 years 3 months |
Equity Based Compensation (Rest
Equity Based Compensation (Restricted Stock Awards) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock Units | |||
Stock unit awards, beginning balance (shares) | 1,207,788 | ||
Granted (shares) | 70,399 | ||
Vested (shares) | (276,064) | ||
Forfeited (shares) | (150,000) | ||
Stock unit awards, ending balance (shares) | 852,123 | 1,207,788 | |
Weighted Average Grant Date Fair Value | |||
Stock unit awards, beginning balance, weighted average grant date fair value (dollars per share) | $ 12.56 | ||
Granted, weighted average grant date fair value (dollars per share) | 5.55 | $ 8.38 | $ 11.89 |
Vested, weighted average grant date fair value (dollars per share) | 12.41 | ||
Forfeited, weighted average grant date fair value (dollars per share) | 12.20 | ||
Stock unit awards, ending balance, weighted average grant date fair value (dollars per share) | $ 12.09 | $ 12.56 |
Income Taxes (Components of the
Income Taxes (Components of the Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current | |||
Federal | $ 556 | $ 2,797 | $ 4,525 |
State and local | 184 | 816 | 780 |
Current tax expense | 740 | 3,613 | 5,305 |
Deferred | |||
Federal | 16,137 | 4,543 | (618) |
State and local | 2,475 | 218 | (48) |
Deferred tax expense (benefit) | 18,612 | 4,761 | (666) |
Provision for income taxes | $ 19,352 | $ 8,374 | $ 4,639 |
Income Taxes (Effective Tax Rat
Income Taxes (Effective Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Amount computed using the statutory rate | $ 23,078 | $ 30,866 | $ 42,557 |
State and local taxes, including settlements and adjustments, net of federal benefit | 408 | 835 | 689 |
Impact of enacted tax law changes | 16,512 | 0 | 0 |
Net adjustment to deferred tax asset | 0 | 1,901 | (3,247) |
Net adjustment to amounts payable under TRA | (4,372) | (522) | 983 |
Benefit from the flow-through entities | (15,163) | (24,723) | (36,265) |
Other, net | (1,111) | 17 | (78) |
Provision for income taxes | $ 19,352 | $ 8,374 | $ 4,639 |
Income Taxes (Deferred Tax Asse
Income Taxes (Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets | ||
Tax receivable agreement | $ 22,680 | $ 40,834 |
Bonus and commissions | 641 | 910 |
Other | 197 | 345 |
Total Deferred Tax Assets, Gross | 23,518 | 42,089 |
Deferred tax liabilities | ||
Depreciation and amortization | 131 | 51 |
Prepaid items | 89 | 133 |
Total Deferred Tax Liabilities | 220 | 184 |
Net deferred tax assets | $ 23,298 | $ 41,905 |
Income Taxes (Accounting for Un
Income Taxes (Accounting for Uncertainty in Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance as of January 1, | $ 135 | $ 6 |
Increase related to current year tax positions | 27 | 129 |
Decrease related to prior year tax positions | (129) | 0 |
Balance as of December 31, | $ 33 | $ 135 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Line Items] | |||
Impact of enacted tax law changes | $ 16,512 | $ 0 | $ 0 |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 0 | 1,901 | (3,247) |
Change in amounts payable under tax receivable agreement | $ (12,859) | $ (1,536) | $ 2,810 |
Percentage of cash savings payable under tax receivable agreement (percent) | 85.00% | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% | 34.00% | 35.00% |
Payments due to selling unit holders | $ 21,800 | $ 37,100 | |
Amounts payable under tax receivable agreement | 2,549 | 2,364 | |
Payments Pursuant To Tax Receivable Agreement | 2,400 | 3,400 | $ 2,100 |
Interest expense (less than) | $ 100 | $ 100 | $ 100 |
Manning & Napier Group, LLC | |||
Income Tax Disclosure [Line Items] | |||
Percentage of cash savings payable under tax receivable agreement (percent) | 85.00% | ||
Percentage of cash savings receivable under tax receivable agreement | 15.00% |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transactions [Line Items] | |||
Investment Advisory Fees | $ 81,600 | $ 112,700 | $ 156,600 |
Accounts receivable—affiliated mutual funds | 5,506 | 6,761 | |
Executive Officer | |||
Related Party Transactions [Line Items] | |||
Revenue from Related Parties | 200 | 200 | 300 |
Advisory Fees Waived | 100 | 100 | 100 |
Manning & Napier Fund, Inc., and Rainier Investment Management Mutual Funds | Affiliated entity | |||
Related Party Transactions [Line Items] | |||
Accounts receivable—affiliated mutual funds | 5,500 | 6,800 | |
Affiliated Collective Investment Trusts | Affiliated entity | |||
Related Party Transactions [Line Items] | |||
Accounts receivable—affiliated mutual funds | 1,800 | 4,500 | |
Affiliated Mutual Funds and Collective Trusts | |||
Related Party Transactions [Line Items] | |||
Advisory Fees Waived | $ 6,500 | $ 4,300 | $ 3,800 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |||
Maximum annual 401(k) contribution per employee (percent) | 75.00% | ||
401(k) employer matching contribution (percent) | 50.00% | ||
401(k) employer matching contribution, maximum employee compensation (percent) | 2.00% | ||
401(k) Plan vesting period (years) | 3 years | ||
401(k) Plan employer contribution amount | $ 1 | $ 1 | $ 0.9 |
Profit Sharing Plan contribution amount | $ 1 | $ 1 | $ 1.3 |
Selected Quarterly Financial 68
Selected Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 45,668 | $ 48,838 | $ 51,536 | $ 55,485 | $ 59,085 | $ 63,305 | $ 64,505 | $ 62,042 | $ 201,527 | $ 248,937 | $ 318,043 |
Operating income | 8,324 | 11,744 | 14,985 | 16,715 | 21,773 | 21,692 | 22,963 | 22,780 | 51,768 | 89,208 | 128,552 |
Net income attributable to controlling and noncontrolling interests | 5,570 | 11,852 | 14,589 | 16,514 | 18,541 | 19,985 | 21,698 | 22,184 | 48,525 | 82,408 | 116,952 |
Net income (loss) attributable to Manning & Napier, Inc. | $ (1,516) | $ 1,521 | $ 1,685 | $ 1,897 | $ 1,993 | $ 2,258 | $ 2,605 | $ 2,418 | $ 3,587 | $ 9,274 | $ 13,214 |
Net income available to Class A common stock per share - diluted | $ (0.11) | $ 0.10 | $ 0.12 | $ 0.13 | $ 0.13 | $ 0.15 | $ 0.17 | $ 0.16 | $ 0.25 | $ 0.62 | $ 0.90 |
Weighted average shares of Class A common stock - diluted (shares) | 14,249,347 | 78,210,019 | 14,298,834 | 14,216,988 | 14,212,655 | 14,175,321 | 14,243,579 | 14,084,903 | |||
Cash dividends declared per share of Class A common stock (dollars per share) | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.16 | $ 0.16 | $ 0.16 | $ 0.16 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | Mar. 06, 2018USD ($)$ / shares | Jan. 16, 2018USD ($) | Dec. 31, 2017USD ($)$ / shares | Sep. 30, 2017$ / shares | Jun. 30, 2017$ / shares | Mar. 31, 2017$ / shares | Dec. 31, 2016USD ($)$ / shares | Sep. 30, 2016$ / shares | Jun. 30, 2016$ / shares | Mar. 31, 2016$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares |
Subsequent Event [Line Items] | |||||||||||||
Cash dividends declared per share of Class A common stock (dollars per share) | $ / shares | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.16 | $ 0.16 | $ 0.16 | $ 0.16 | |||||
Sale of investments | $ 17,314 | $ 10,267 | $ 12,552 | ||||||||||
Carrying value of intangible assets | $ 195 | $ 240 | $ 195 | $ 240 | |||||||||
Conversion ratio | 1 | ||||||||||||
Class A common stock | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Cash dividends declared per share of Class A common stock (dollars per share) | $ / shares | $ 0.32 | $ 0.64 | $ 0.64 | ||||||||||
Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Sale of investments | $ 2,100 | ||||||||||||
Subsequent Event | Class A common stock | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Cash dividends declared per share of Class A common stock (dollars per share) | $ / shares | $ 0.08 | ||||||||||||
Rainier Investment Management, LLC | Mutual funds | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Trading securities, at fair value | $ 300,000 | $ 300,000 | $ 300,000 | ||||||||||
Maximum | Manning & Napier Group, LLC | Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Dividends Payable | $ 8,000 |