Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 5-May-15 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | MMI | |
Entity Registrant Name | Marcus & Millichap, Inc. | |
Entity Central Index Key | 1578732 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 37,072,361 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $124,060 | $149,159 |
Commissions receivable | 4,591 | 3,412 |
Employee notes receivable | 76 | 216 |
Prepaid expenses | 4,187 | 7,536 |
Income tax receivable | 446 | 1,711 |
Deferred tax assets, net | 12,228 | 13,600 |
Other assets, net | 3,501 | 2,839 |
Total current assets | 149,089 | 178,473 |
Prepaid rent | 3,713 | 3,645 |
Property and equipment, net | 8,038 | 7,693 |
Employee notes receivable | 142 | 162 |
Marketable securities, available for sale | 25,331 | 14,752 |
Investments held in rabbi trust | 5,631 | 4,332 |
Deferred tax assets, net | 21,089 | 21,265 |
Other assets | 4,296 | 3,282 |
Total assets | 217,329 | 233,604 |
Current liabilities: | ||
Accounts payable and accrued expenses | 10,529 | 9,488 |
Accounts payable and accrued expenses - related party, net | 273 | 97 |
Notes payable to former stockholders | 894 | 894 |
Commissions payable | 17,640 | 28,932 |
Accrued bonuses and other employee related expenses | 8,543 | 27,793 |
Total current liabilities | 37,879 | 67,204 |
Deferred compensation and commissions | 34,048 | 36,581 |
Notes payable to former stockholders | 10,610 | 10,610 |
Other liabilities | 2,332 | 2,400 |
Total liabilities | 84,869 | 116,795 |
Stockholders' equity: | ||
Preferred stock, $0.0001 par value: Authorized shares - 25,000,000; issued and outstanding shares - none at March 31, 2015 and December 31, 2014 | ||
Common Stock $0.0001 par value: Authorized shares - 150,000,000; issued and outstanding shares - 37,072,155 and 36,918,442 at March 31, 2015 and December 31, 2014, respectively | 4 | 4 |
Additional paid-in capital | 76,679 | 75,058 |
Stock notes receivable from employees | -4 | -4 |
Retained earnings | 55,261 | 41,592 |
Accumulated other comprehensive income | 520 | 159 |
Total stockholders' equity | 132,460 | 116,809 |
Total liabilities and stockholders' equity | $217,329 | $233,604 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 37,072,155 | 36,918,442 |
Common stock, shares outstanding | 37,072,155 | 36,918,442 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Net and Comprehensive Income (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues: | ||
Real estate brokerage commissions | $134,193 | $104,748 |
Financing fees | 8,031 | 6,100 |
Other revenues | 4,317 | 3,742 |
Total revenues | 146,541 | 114,590 |
Operating expenses: | ||
Cost of services | 86,158 | 68,396 |
Selling, general, and administrative expense | 35,829 | 33,357 |
Depreciation and amortization expense | 780 | 775 |
Total operating expenses | 122,767 | 102,528 |
Operating income | 23,774 | 12,062 |
Other income (expense), net | 125 | -61 |
Interest expense | -583 | -404 |
Income before provision for income taxes | 23,316 | 11,597 |
Provision for income taxes | 9,647 | 4,815 |
Net income | 13,669 | 6,782 |
Other comprehensive income: | ||
Unrealized gain on marketable securities, net of tax of $126 and $0 for the three months ended March 31, 2015 and 2014, respectively | 188 | |
Foreign currency translation gain, net of tax of $117 and $30 for the three months ended March 31, 2015 and 2014, respectively | 173 | 42 |
Total other comprehensive income | 361 | 42 |
Comprehensive income | $14,030 | $6,824 |
Earnings per share: | ||
Basic | $0.35 | $0.17 |
Diluted | $0.35 | $0.17 |
Weighted average common shares outstanding: | ||
Basic | 39,029 | 38,847 |
Diluted | 39,152 | 38,907 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Net and Comprehensive Income (Unaudited) (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Unrealized gain on marketable securities, tax | $126 | $0 |
Foreign currency translation gain, tax | $117 | $30 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) (USD $) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Stock Notes Receivable From Employees [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] |
In Thousands, except Share data | |||||||
Beginning Balance at Dec. 31, 2014 | $116,809 | $4 | $75,058 | ($4) | $41,592 | $159 | |
Beginning Balance, Shares at Dec. 31, 2014 | 36,918,442 | ||||||
Net and comprehensive income | 14,030 | 13,669 | 361 | ||||
Stock-based compensation | 1,907 | 1,907 | |||||
Stock-based compensation, Shares | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Issuance of common stock for vesting of restricted stock units | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Issuance of common stock for vesting of restricted stock units, Shares | 175,122 | ||||||
Shares withheld related to net share settlement of restricted stock units | -716 | -716 | |||||
Shares withheld related to net share settlement of restricted stock units, Shares | -21,409 | ||||||
Tax benefit from stock-based award activity | 430 | 430 | |||||
Ending Balance at Mar. 31, 2015 | $132,460 | $4 | $76,679 | ($4) | $55,261 | $520 | |
Ending Balance, Shares at Mar. 31, 2015 | 37,072,155 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities | ||
Net income | $13,669 | $6,782 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization expense | 780 | 775 |
Provision for bad debt expense | 21 | 11 |
Stock-based compensation | 1,907 | 717 |
Deferred taxes, net | 1,306 | 1,314 |
Net realized gains on marketable securities, available for sale | -74 | |
Tax benefit from stock-based award activity | 4,739 | |
Excess tax benefit from stock-based award activity | -4,739 | |
Other non-cash items | 280 | 79 |
Changes in operating assets and liabilities: | ||
Commissions receivable | -1,179 | 942 |
Prepaid expenses | 3,349 | 784 |
Prepaid rent | -68 | 598 |
Investments held in rabbi trust | -1,244 | -12 |
Other assets | -1,694 | -122 |
Accounts payable and accrued expenses | 850 | 1,071 |
Accounts payable and accrued expenses - related party, net | 176 | -73 |
Income tax receivable | -3,045 | -3,163 |
Commissions payable | -11,292 | -13,728 |
Accrued bonuses and other employee related expenses | -19,042 | -9,487 |
Deferred compensation and commissions | -2,625 | -3,236 |
Other liabilities | -68 | -328 |
Net cash used in operating activities | -17,993 | -17,076 |
Cash flows from investing activities | ||
Purchases of marketable securities, available for sale | -13,849 | |
Proceeds from sale of marketable securities, available for sale | 3,722 | |
Payments received on employee notes receivable | 56 | |
Issuances of employee notes receivable | -48 | -48 |
Purchase of property and equipment | -954 | -575 |
Net cash used in investing activities | -11,129 | -567 |
Cash flows from financing activities | ||
Taxes paid related to net share settlement of stock-based awards | -716 | |
Excess tax benefit from stock-based award activity | 4,739 | |
Payments on obligations under capital leases | -11 | |
Net cash provided by (used in) financing activities | 4,023 | -11 |
Net decrease in cash and cash equivalents | -25,099 | -17,654 |
Cash and cash equivalents at beginning of period | 149,159 | 100,952 |
Cash and cash equivalents at end of period | 124,060 | 83,298 |
Supplemental disclosures of cash flow information | ||
Interest paid during the period | 15 | 1 |
Income taxes paid | 6,648 | 6,694 |
Supplemental disclosures of noncash investing and financing activities | ||
Reduction of accrued bonuses and other employee related expenses in settlement of employee notes receivable | 208 | |
Net change in accounts payable and accrued expenses related to property and equipment additions | $191 | $198 |
Description_of_business_basis_
Description of business, basis of presentation and recent accounting pronouncements | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Description of business, basis of presentation and recent accounting pronouncements | 1. Description of business, basis of presentation and recent accounting pronouncements |
Description of Business | |
Marcus & Millichap, Inc., (the “Company”, “Marcus & Millichap”, or “MMI”), a Delaware corporation, is a brokerage firm specializing in commercial real estate investment sales, financing, research and advisory services. As of March 31, 2015, MMI operates 78 offices in the United States and Canada through its wholly-owned subsidiary, Marcus & Millichap Real Estate Investment Services, Inc. (“MMREIS”), which includes the operations of Marcus & Millichap Capital Corporation (“MMCC”). | |
Reorganization and Initial Public Offering | |
MMI was formed in June 2013 in preparation for Marcus & Millichap Company (“MMC”) to spin-off its majority owned subsidiary, MMREIS (“Spin-Off”). Prior to the initial public offering (“IPO”) of MMI stock on October 30, 2013, all of the preferred and common stockholders of MMREIS (including MMC and employees of MMREIS) contributed all of their outstanding shares to MMI, in exchange for new MMI common stock. As a result, MMREIS became a wholly-owned subsidiary of MMI. Thereafter, MMC distributed 80.0% of the shares of MMI common stock to MMC’s shareholders and exchanged the remaining portion of its shares of MMI common stock for cancellation of indebtedness of MMC. | |
Basis of Presentation | |
The financial information presented in the accompanying unaudited condensed consolidated financial statements, have been prepared in accordance with rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for quarterly reports on Form 10–Q and Article 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements and notes include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the consolidated financial position, results of operations and cash flows for the periods presented. These unaudited condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K filed on March 9, 2015 with the SEC. The results of the three months ended March 31, 2015 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2015, or for other interim periods or future years. | |
Consolidation | |
The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | |
Use of Estimates | |
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Reclassifications | |
Certain prior-period amounts in the condensed consolidated statements of cash flows have been reclassified to conform to the current period presentation. These changes had no impact on the previously reported consolidated results of operations, financial condition, stockholders’ equity or on cash flows subtotals. | |
Concentration of Credit Risk | |
Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and cash equivalents, commissions receivable, investments in marketable securities - available for sale, due from independent contractors (included under other assets, current caption), security deposits (included under other assets, non-current caption) and company owned variable life insurance policies underlying the investments held in rabbi trust. Cash is placed with high-credit quality financial institutions and invested in high-credit quality money market funds. | |
To reduce its credit risk, the Company monitors the credit standing of the financial institutions that hold the Company’s cash and cash equivalents and monitors marketable securities, available for sale for impairment. The Company historically has not experienced any losses related to cash and cash equivalents or marketable securities, available for sale. The Company derives its revenues from a broad range of real estate investors, owners, and users in the United States and Canada, none of which individually represents a significant concentration of credit risk. The Company maintains allowances, as needed, for estimated credit losses based on management’s assessment of the likelihood of collection. For the three months ended March 31, 2015 and 2014, no transaction represented 10% or more of total revenues. Further, while one or more transactions may represent 10% or more of commissions receivable at any reporting date, amounts due are typically collected within 10 days of settlement and therefore do not expose the Company to significant concentration of credit risk. | |
Recent Accounting Pronouncements | |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes virtually all of the current revenue recognition guidance under U.S. GAAP, and requires entities to recognize revenue for transfer to customer of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. ASU 2014-09 is effective for reporting periods beginning after December 15, 2016 and early adoption is not permitted. ASU 2014-09 permits two implementation approaches, one requiring retrospective application of the new standard with restatement of prior years and one requiring prospective application of the new standard with disclosure of results under old standards. In April 2015, the FASB proposed to delay the effective date one year, beginning in fiscal year 2018. The proposal will be subject to the FASB’s due process requirements, which includes a period for public comment. The Company is currently evaluating the impact of this new standard and will select a transition method when the effect is determined; however, the Company does not expect this standard to have a significant effect on the Company’s revenue recognition. | |
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). Currently, there is no guidance under U.S. GAAP regarding management’s responsibility to assess whether there is substantial doubt about an entity’s ability to continue as a going concern. Under ASU 2014-15, the Company will be required to assess its ability to continue as a going concern each interim and annual reporting period and provide certain disclosures if there is substantial doubt about the entity’s ability to continue as a going concern, including management’s plan to alleviate the substantial doubt. ASU 2014-15 is effective for reporting periods beginning after December 15, 2016 and early adoption is permitted. For the Company, the new standard will be effective January 1, 2017. The Company anticipates that this new standard will not have an impact on the Company’s condensed consolidated financial position or results of operations. |
Property_and_Equipment
Property and Equipment | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property and Equipment | 2. Property and Equipment | ||||||||
Property and equipment, net consist of the following (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Computer software and hardware equipment | $ | 8,669 | $ | 8,769 | |||||
Furniture, fixtures, and equipment | 14,808 | 14,684 | |||||||
Less: accumulated depreciation and amortization | (15,439 | ) | (15,760 | ) | |||||
$ | 8,038 | $ | 7,693 | ||||||
During the three months ended March 31, 2015, the Company wrote off approximately $1.1 million of fully depreciated computer software and hardware and furniture fixtures, and equipment no longer in use. | |||||||||
Depreciation and amortization expense on property and equipment was $780,000 and $775,000 for the three months ended March 31, 2015 and 2014, respectively. | |||||||||
As of December 31, 2014, the Company did not have any remaining capital lease obligations. | |||||||||
Payments for certain improvements to the Company’s leased office space are recorded as prepaid rent. Amortization of prepaid rent is recorded using the straight-line method over the shorter of the estimated economic life or lease term as a charge to rent expense. |
Selected_Balance_Sheet_Data
Selected Balance Sheet Data | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||
Selected Balance Sheet Data | 3. Selected Balance Sheet Data | ||||||||||||||||
Other Assets | |||||||||||||||||
Other assets consisted of the following (in thousands): | |||||||||||||||||
Current | Non-Current | ||||||||||||||||
March 31, | December 31, | March 31, | December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Due from independent contractors, net (1) (2) | $ | 1,423 | $ | 1,577 | $ | 2,926 | $ | 1,820 | |||||||||
Security deposits | — | — | 1,275 | 1,240 | |||||||||||||
Customer trust accounts and other | 2,078 | 1,262 | 95 | 222 | |||||||||||||
$ | 3,501 | $ | 2,839 | $ | 4,296 | $ | 3,282 | ||||||||||
(1) | Includes allowance for doubtful accounts related to current of $208,000 as of March 31, 2015 and $193,000 as of December 31, 2014, respectively. The Company recorded a provision for bad debt expense of $21,000 and $11,000 and wrote off $6,000 and $41,000 of these receivables for the three months ended March 31, 2015 and, 2014, respectively. | ||||||||||||||||
(2) | Represents amounts advanced, notes receivable and other receivables due from the Company’s sales and financing professionals. The notes receivable along with interest, are typically collected from future commissions and are generally due in one to five years. Any cash receipts on notes are applied first to unpaid principal balance prior to any income being recognized. | ||||||||||||||||
Deferred Compensation and Commissions | |||||||||||||||||
Deferred compensation and commissions consisted of the following (in thousands): | |||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
SARs liability | $ | 20,756 | $ | 20,542 | |||||||||||||
Commissions payable to sales and financing professionals | 8,083 | 12,176 | |||||||||||||||
Deferred compensation liability | 5,209 | 3,863 | |||||||||||||||
$ | 34,048 | $ | 36,581 | ||||||||||||||
SARs Liability | |||||||||||||||||
Prior to the IPO, certain employees of the Company were granted stock appreciation rights (“SARs”) under a stock-based compensation program assumed by MMC. In connection with the IPO, the SARs agreements were revised, and the MMC liability of $20.0 million for the SARs was frozen at March 31, 2013, and was transferred to MMI through a capital distribution. The SARs liability will be settled with each participant in installments upon retirement or departure. Under the revised agreements, MMI is required to accrue interest on the outstanding balance beginning on January 1, 2014 at a rate based on the 10-year treasury note plus 2%. The rate resets annually. The rate at January 1, 2015 and 2014 was 4.173% and 5.03%, respectively, and MMI recorded interest expense related to this liability of $214,000 and $251,000 for the three months ended March 31, 2015 and 2014, respectively. During the year ended December 31, 2014, the Company reduced the SARs liability balance in the amount of $412,000 related to a distribution for the settlement of FICA taxes payable on behalf of certain participants. | |||||||||||||||||
Commissions Payable | |||||||||||||||||
Certain investment sales professionals have the ability to earn additional commissions after meeting certain annual revenue thresholds. These commissions are recognized as cost of services in the period in which they are earned. The Company has the ability to defer payment of certain commissions, at its election, for up to three years. Commissions payable that are not expected to be paid within twelve months are classified as long-term liabilities. | |||||||||||||||||
Deferred Compensation Liability | |||||||||||||||||
A select group of management is eligible to participate in a Deferred Compensation Plan. The plan is a 409A plan and permits the participant to defer compensation up to limits as determined by the plan. The Company elected to fund the Deferred Compensation Plan through company owned variable life insurance policies. The Deferred Compensation Plan is managed by a third-party institutional fund manager, and the deferred compensation and investment earnings are held as a Company asset in a rabbi trust, which is recorded in investments held in rabbi trust in the accompanying condensed consolidated balance sheets. The assets in the trust are restricted unless the Company becomes insolvent, as defined in the Deferred Compensation Plan, in which case the trust assets are subject to the claims of MMI’s creditors. The Company may also, in its sole and absolute discretion, elect to withdraw at any time all or a portion of the trust assets by an amount by which the fair market value of the trust assets exceeds 110% of the aggregate amount in the Deferred Compensation Plan’s participants’ accounts. | |||||||||||||||||
The net change in the carrying value of the investments held in the rabbi trust is recorded in other income (expense), net in the condensed consolidated statements of net and comprehensive income and was $115,000 and $71,000 during the three months ended March 31, 2015 and 2014, respectively. The net change in the carrying value of the deferred compensation obligation (exclusive of additional contributions and distributions) is recorded in selling, general, and administrative expense in the condensed consolidated statements of net and comprehensive income and was $154,000 and $77,000 during the three months ended March 31, 2015 and 2014, respectively. |
Investments_in_Marketable_Secu
Investments in Marketable Securities | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||||||||||||||
Investments in Marketable Securities | 4. Investments in Marketable Securities | ||||||||||||||||||||||||||||||||
Amortized cost and fair value of marketable securities, available-for-sale, by type of security consisted of the following (in thousands): | |||||||||||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||||||||||
Amortized | Gross | Gross | Fair | Amortized | Gross | Gross | Fair | ||||||||||||||||||||||||||
Cost | Unrealized | Unrealized | Value | Cost | Unrealized | Unrealized | Value | ||||||||||||||||||||||||||
Gains | Losses | Gains | Losses | ||||||||||||||||||||||||||||||
Type of security – long-term: | |||||||||||||||||||||||||||||||||
U.S. government and agency debt securities | $ | 7,037 | $ | 63 | $ | (7 | ) | $ | 7,093 | $ | 4,993 | $ | 7 | $ | (3 | ) | $ | 4,997 | |||||||||||||||
Corporate debt securities | 13,940 | 252 | (5 | ) | 14,187 | 7,442 | 48 | (12 | ) | 7,478 | |||||||||||||||||||||||
Asset-backed securities | 3,999 | 52 | — | 4,051 | 2,277 | 4 | (4 | ) | 2,277 | ||||||||||||||||||||||||
$ | 24,976 | $ | 367 | $ | (12 | ) | $ | 25,331 | $ | 14,712 | $ | 59 | $ | (19 | ) | $ | 14,752 | ||||||||||||||||
As of March 31, 2015, the amortized cost and fair value of the Company’s investment in available-for-sale securities that have been in a continuous unrealized loss position for less than 12 months were $727,000 and $715,000, respectively. As of December 31, 2014, the amortized cost and fair value of the Company’s investment in available-for-sale securities that have been in a continuous unrealized loss position for less than 12 months were $5.4 million. Unrealized losses related to these investments are due to interest rate fluctuations as opposed to changes in credit quality. In addition, the Company does not intend to sell and it is not more-likely-than-not that the Company would be required to sell these investments before recovery of their amortized cost basis, which may be at maturity. As of March 31, 2015 and December 31, 2014, the Company did not have any investments in a continuous unrealized loss position for 12 months or longer. | |||||||||||||||||||||||||||||||||
For the three months ended March 31, 2015, gross realized gains and gross realized losses from the sales of the Company’s available-for-sale securities were $77,000 and $3,000, respectively and were recorded in other income (expense), net in the condensed consolidated statements of net and comprehensive income. | |||||||||||||||||||||||||||||||||
The Company regularly reviews its investment portfolio to determine if any security is other-than-temporarily impaired, which would require the Company to record an impairment charge in the period any such determination is made. In making this judgment, the Company evaluates, among other items, the duration and extent to which the fair market value of a security is less than its amortized cost and the Company’s intent and ability to sell, or whether the Company will more likely than not be required to sell, the security before recovery of its amortized cost basis. The Company has evaluated its investments in marketable securities as of March 31, 2015 and has determined that no investments with unrealized losses are other-than-temporarily impaired. | |||||||||||||||||||||||||||||||||
Amortized cost and fair value of marketable securities, available-for-sale, by contractual maturity consisted of the following (dollars in thousands): | |||||||||||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||||||||||
Amortized | Fair | Amortized | Fair | ||||||||||||||||||||||||||||||
Cost | Value | Cost | Value | ||||||||||||||||||||||||||||||
Due in one year or less | $ | — | $ | — | $ | — | $ | — | |||||||||||||||||||||||||
Due after one year through five years | 9,797 | 9,877 | 4,679 | 4,679 | |||||||||||||||||||||||||||||
Due after five years through ten years | 11,771 | 11,961 | 5,652 | 5,662 | |||||||||||||||||||||||||||||
Due after ten years | 3,408 | 3,493 | 4,381 | 4,411 | |||||||||||||||||||||||||||||
$ | 24,976 | $ | 25,331 | $ | 14,712 | $ | 14,752 | ||||||||||||||||||||||||||
Weighted average maturity date | 8.9 years | 9.6 years | |||||||||||||||||||||||||||||||
Actual maturities may differ from contractual maturities because certain borrowers may have the right to call or prepay certain obligations with or without call or prepayment penalties. |
Notes_Payable_to_Former_Stockh
Notes Payable to Former Stockholders | 3 Months Ended |
Mar. 31, 2015 | |
Payables and Accruals [Abstract] | |
Notes Payable to Former Stockholders | 5. Notes Payable to Former Stockholders |
In conjunction with the Spin-Off and IPO, notes payable to certain former stockholders of MMREIS that were issued in settlement of restricted stock and SARs awards that were redeemed by MMREIS upon the termination of employment by these former stockholders (“the Notes”), which had been previously assumed by MMC, were transferred to the Company. The Notes are unsecured and bear interest at 5% with annual principal and interest installments and a final principal payment in April 14, 2020 and June 30, 2020. Accrued interest pertaining to the Notes was $540,000 and $396,000 as of March 31, 2015 and December 31, 2014, respectively and was recorded in accounts payable and accrued expenses caption in the accompanying condensed consolidated balance sheets. During the three months ended March 31, 2015 and 2014, interest expense in the amount of $144,000 and $152,000, respectively was recorded in interest expense in the accompanying condensed consolidated statements of net and comprehensive income. |
RelatedParty_Transactions
Related-Party Transactions | 3 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 6. Related-Party Transactions |
Shared and Transition Services | |
Prior to October 2013, the Company operated under a shared services arrangement with MMC where by the Company was charged for actual costs specifically incurred on behalf of the Company or allocated to the Company on a pro rata basis. These costs included reimbursement for health insurance premiums, shared services and other general and administrative costs. Beginning in October 2013, certain services are provided to the Company under a Transition Services Agreement (“TSA”) between MMC and the Company, which replaced the pre-IPO shared services arrangement. The TSA is intended to provide certain services until the Company can acquire the services separately. During the three months ended March 31, 2015 and 2014, the Company incurred $50,000 and $1.1 million under the TSA of which $0 and $1.0 million was incurred for reimbursement of health insurance premiums. These amounts are included in selling, general and administrative expense in the accompanying condensed consolidated statements of net and comprehensive income. In April 2014, the Company established its own health insurance plan significantly reducing the reliance on the TSA. As of March 31, 2015 and December 31, 2014, $273,000 and $97,000, respectively, remains unpaid and included in accounts payable and other accrued expenses – related party, net in the accompanying condensed consolidated balance sheets. | |
Brokerage and Financing Services with the Subsidiaries of MMC | |
MMC has wholly or majority owned subsidiaries that buy and sell commercial real estate properties. The Company performs certain brokerage and financing services related to transactions of the subsidiaries of MMC. For the three months ended March 31, 2015 and 2014, the Company recorded real estate brokerage commissions and financing fees of $1.0 million and $60,000, respectively, from subsidiaries of MMC related to these services. The Company incurred cost of services of $627,000 and $36,000, respectively, related to these revenues. | |
Operating Lease with MMC | |
The Company has an operating lease with MMC for an office located in Palo Alto, California. The lease expires May 31, 2022. Rent expense for this lease totaled $109,500 for each of the three month periods ended March 31, 2015 and 2014, which is included in selling, general and administrative expense in the accompanying condensed consolidated statements of net and comprehensive income. | |
Other | |
The Company makes advances to non-executive employees from time-to-time. At March 31, 2015 and December 31, 2014, the aggregate principal amount for employee loans outstanding was $218,000 and $378,000, respectively, which is included in employee notes receivable in the accompanying condensed consolidated balance sheets. | |
As of March 31, 2015, Mr. Marcus, the Company’s founder and Co-Chairman, beneficially owns indirectly approximately 53.3% (includes shares owned by Phoenix Investments Holdings, LLC (“Phoenix”) and the George and Judy Marcus Family Foundation) of the Company’s fully diluted shares, including shares to be issued upon settlement of vested deferred stock units, or DSUs. | |
On February 6, 2015, the Company filed a shelf Registration Statement on Form S-3, registering for future sale 4,600,000 shares of common stock beneficially owned by Mr. Marcus. No new shares were offered, and the Company did not receive any proceeds from the sale of common stock by the selling stockholders. On March 13, 2015, the Company filed a Prospectus Supplement offering for sale by certain selling stockholders 4,000,000 shares of common stock including an option to sell up to an additional 600,000 shares pursuant to an option granted to the underwriters. On March 18, 2015, 4,000,000 shares were sold at a price per share of $31.9925 and the underwriters exercised their option to purchase an additional 600,000 shares at a price per share of $31.9925. In connection with the Registration Statement and Prospectus Supplement, for the three months ended March 31, 2015, the Company incurred approximately $113,000 of costs. Such costs will be reimbursed by Phoenix during the second quarter of 2015 and are recorded as a reduction in accounts payable and other accrued expenses – related party, net in the accompanying condensed consolidated balance sheets. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||
Fair Value Measurements | 7. Fair Value Measurements | ||||||||||||||||||||||||||||||||
The Company defines the fair value of a financial instrument as the amount that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date. The Company is responsible for the determination of the value of the investment carried and fair value and the supporting methodologies and assumptions. The Company uses various pricing sources to validate the values utilized. | |||||||||||||||||||||||||||||||||
The degree of judgment used in measuring the fair value of financial instruments generally inversely correlates with the level of observable valuation inputs. Financial instruments with quoted prices in active markets generally have more pricing observability and less judgment is used in measuring fair value. Financial instruments for which no quoted prices are available have less observability and are measured at fair value using valuation models or other pricing techniques that require more judgment. | |||||||||||||||||||||||||||||||||
Assets recorded at fair value are measured and classified in accordance with a fair value hierarchy consisting of the three “levels” based on the observability of inputs available in the market place used to measure the fair values as discussed below: | |||||||||||||||||||||||||||||||||
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||||||||||||||||||||
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; or | |||||||||||||||||||||||||||||||||
Level 3: Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. | |||||||||||||||||||||||||||||||||
Recurring Fair Value Measurements | |||||||||||||||||||||||||||||||||
The Company values its investments including investments held in rabbi trust, money market funds and investments in marketable securities, available for sale at fair value on a recurring basis. | |||||||||||||||||||||||||||||||||
Investments carried at fair value are categorized into one of the three categories described above and consisted of the following (in thousands): | |||||||||||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||||||||||
Fair Value | Level 1 | Level 2 | Level 3 | Fair Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||||
Investments held in rabbi trust | $ | 5,631 | $ | — | $ | 5,631 | $ | — | $ | 4,332 | $ | — | $ | 4,332 | $ | — | |||||||||||||||||
Money market funds (1) | $ | 85,248 | $ | 85,248 | — | — | $ | 25,310 | $ | 25,310 | — | — | |||||||||||||||||||||
Marketable securities, available for sale: | |||||||||||||||||||||||||||||||||
Long-term investments: | |||||||||||||||||||||||||||||||||
U.S. government and agency debt | $ | 7,093 | $ | 5,068 | $ | 2,025 | $ | — | $ | 4,997 | $ | 2,980 | $ | 2,017 | $ | — | |||||||||||||||||
securities | |||||||||||||||||||||||||||||||||
Corporate debt securities | 14,187 | — | 14,187 | — | 7,478 | — | 7,478 | — | |||||||||||||||||||||||||
Asset-backed securities | 4,051 | — | 4,051 | — | 2,277 | — | 2,277 | — | |||||||||||||||||||||||||
$ | 25,331 | $ | 5,068 | $ | 20,263 | $ | — | $ | 14,752 | $ | 2,980 | $ | 11,772 | $ | — | ||||||||||||||||||
(1) | Included in cash and cash equivalents. | ||||||||||||||||||||||||||||||||
There were no transfers in or out of Level 1 and Level 2 during the three months ended March 31, 2015 and 2014. | |||||||||||||||||||||||||||||||||
Non-Recurring Fair Value Measurements | |||||||||||||||||||||||||||||||||
The Company’s cash and cash equivalents, commissions receivable, amounts due from employees (included in employee notes receivable caption) and sales and financing professionals (included in other assets caption), accounts payable and accrued expenses and commissions payable are carried at cost, which approximates fair value based on their immediate or short-term maturities and terms, which approximate current market rates, and are considered to be in the Level 1 classification. | |||||||||||||||||||||||||||||||||
As the Company’s obligations under notes payable to former stockholders bear fixed interest rates that approximate current interest rates for debt instruments with similar terms and maturities, the Company has determined that the carrying value on these instruments approximates fair value. As the Company’s obligations under SARs liability (included in deferred compensation and commission’s caption) bear interest at a variable rate based on U.S. Treasuries, the Company has determined that the carrying value approximates the fair value. These are considered to be in the Level 2 classification. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Stockholders' Equity | 8. Stockholders’ Equity | ||||||||||||
Common Stock | |||||||||||||
As of March 31, 2015 and December 31, 2014, there were 37,072,155 and 36,918,442 shares of common stock, $0.0001 par value, issued and outstanding, including 42,882 and 42,882 of unvested restricted stock awards issued to non-employee directors, respectively. | |||||||||||||
The Company currently does not intend to pay a regular dividend. The Company will evaluate its dividend policy in the future. Any declaration and payment of future dividends to holders of the Company’s common stock will be at the discretion of the board of directors and will depend on many factors, including the Company’s financial condition, earnings, cash flows, capital requirements, level of indebtedness, statutory and contractual restrictions applicable to the payment of dividends and other considerations that the board of directors deems relevant. | |||||||||||||
Preferred Stock | |||||||||||||
The Company has 25,000,000 authorized shares of preferred stock with a par value $0.0001 per share. At March 31, 2015 and December 31, 2014, there were no preferred shares issued or outstanding. | |||||||||||||
Accumulated Other Comprehensive Income | |||||||||||||
The changes in accumulated other comprehensive income as of March 31, 2015, by component, net of income taxes consisted of the following (in thousands): | |||||||||||||
Unrealized | Foreign | Total | |||||||||||
gains and losses | currency | ||||||||||||
of available-for- | translation (1) | ||||||||||||
sale securities (1) | |||||||||||||
Beginning balance, December 31, 2014 | $ | 24 | $ | 135 | $ | 159 | |||||||
Other comprehensive income before reclassifications | 193 | 173 | 366 | ||||||||||
Amounts reclassified from accumulated other comprehensive loss (2) | (5 | ) | — | (5 | ) | ||||||||
Net current-period other comprehensive income | 188 | 173 | 361 | ||||||||||
Ending balance, March 31, 2015 | $ | 212 | $ | 308 | $ | 520 | |||||||
(1) | Amounts in parentheses indicate debits. | ||||||||||||
(2) | Amount represents gain on the sale of marketable securities, available for sale and is included as a component of other income (expense), net in the condensed consolidated statements of net and comprehensive income. |
StockBased_Compensation_Plans
Stock-Based Compensation Plans | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Stock-Based Compensation Plans | 9. Stock-Based Compensation Plans | ||||||||||||||||||||
2013 Omnibus Equity Incentive Plan | |||||||||||||||||||||
In October 2013, the board of directors adopted the 2013 Omnibus Equity Incentive Plan (“2013 Plan”), which became effective upon the Company’s IPO. The 2013 Plan, in general, authorizes the granting of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards (RSAs), restricted stock units (RSUs), performance units and performance shares to the Company and subsidiary corporations’ employees, independent contractors, directors and consultants. Grants are made from time to time at the discretion of the Company’s board of directors. | |||||||||||||||||||||
The following limits apply to any awards granted under the 2013 Plan: | |||||||||||||||||||||
• | Options and stock appreciation rights – no employee or independent contractor can be granted, within any fiscal year, one or more options or stock appreciation rights, which in the aggregate cover more than 500,000 shares; provided, however, that in connection with an employee or independent contractor’s initial service as an employee or independent contractor, an employee or independent contractor’s aggregate limit may be increased by 1,000,000 shares; | ||||||||||||||||||||
• | Restricted stock and restricted stock units – no employee or independent contractor can be granted, within any fiscal year one or more awards of restricted stock or restricted stock units, which in the aggregate cover more than 500,000 shares; provided, however, that in connection with an employee or independent contractor’s initial service as an employee or independent contractor, an employee or independent contractor’s aggregate limit may be increased by 1,000,000 shares; and | ||||||||||||||||||||
• | Performance units and performance shares – no employee or independent contractor can receive performance units or performance shares having a grant date value (assuming maximum payout) greater than $2 million dollars or covering more than 500,000 shares, whichever is greater; provided, however, that in connection with an employee or independent contractor’s initial service as an employee or independent contractor, an employee or independent contractor may receive performance units or performance shares having a grant date value (assuming maximum payout) of up to an additional amount equal to $5 million dollars or covering up to 1,000,000 shares, whichever is greater. An individual may only have one award of performance units or performance shares for a performance period. | ||||||||||||||||||||
Upon adoption of the 2013 Plan, 5,500,000 shares of common stock were reserved for the issuance of awards under the 2013 Plan. The number of shares available for issuance under the 2013 Plan increases annually on the first day of each year beginning with the 2015 fiscal year, by an amount equal to the lesser of: (i) 5,500,000 shares of the Company’s common stock; (ii) 3% of the outstanding shares of the Company’s common stock as of the last day of the immediately preceding fiscal year; and (iii) such other amount as the Company’s board of directors may determine. Pursuant to the automatic increase provided for in the 2013 Plan, the board of directors approved a share reserve increase of 1,100,000 shares in 2015. At March 31, 2015, there were 3,297,829 shares available for future grants under the Plan. | |||||||||||||||||||||
Awards Granted and Vested | |||||||||||||||||||||
Under the 2013 Plan, the Company has issued RSA’s to non-employee directors and RSU’s to employees and non-employee sales and financing professionals. All RSAs vest in equal annual installments over a three year period from the date of grant. All RSUs vest in equal annual installments over a five year period from the date of grant. Any unvested awards are canceled upon termination of service. As of March 31, 2015, there were no issued or outstanding options, stock appreciation rights, performance units or performance shares awards. | |||||||||||||||||||||
During the three months ended March 31, 2015, 175,122 shares of RSUs vested, and 21,409 shares of common stock were withheld to pay applicable required employee statutory withholding taxes based on the market value of the shares on the vesting date. The amount remitted to the tax authorities for the employees’ tax obligation was reflected in the taxes paid related to net share settlement of stock-based awards caption in the financing section of the condensed consolidated statements of cash flows. The shares withheld for taxes were returned to the share reserve and are available for future issuance in accordance with provisions of the 2013 Plan. | |||||||||||||||||||||
During the three months ended March 31, 2015, the Company realized $4.7 million of windfall tax benefits from stock-based award activity, which is included in cash flows from financing activities in the accompanying condensed consolidated statement of cash flows. These windfall tax benefits resulted from the settlement of stock-based award activity, which is excluded from the provision for income taxes, and was recorded in additional paid-in capital in the amounts of $430,000 and $4.3 million during the three months ended March 31, 2015 and December 31, 2014, respectfully. | |||||||||||||||||||||
Outstanding Awards | |||||||||||||||||||||
The following table summarizes the Company’s activity under the 2013 Plan for the three months ended March 31, 2015 (dollars in thousands, except per share data): | |||||||||||||||||||||
RSA Grants to | RSU Grants to | RSU Grants to | Total | Weighted- | |||||||||||||||||
Non-employee | Employees | Independent | Average Grant | ||||||||||||||||||
Directors | Contractors | Date Fair Value | |||||||||||||||||||
Per Share | |||||||||||||||||||||
Nonvested shares at December 31, 2014 | 42,882 | 516,437 | 647,690 | 1,207,009 | $ | 18.23 | |||||||||||||||
Granted | |||||||||||||||||||||
Feb-15 | — | 15,847 | 9,720 | 25,567 | 38.58 | ||||||||||||||||
Total Granted | — | 15,847 | 9,720 | 25,567 | 38.58 | ||||||||||||||||
Vested | — | (53,972 | ) | (121,150 | ) | (175,122 | ) | 14.59 | |||||||||||||
Transferred | — | (6,877 | ) | 6,877 | — | 14.54 | |||||||||||||||
Forfeited/canceled | — | (3,422 | ) | (5,502 | ) | (8,924 | ) | 20.71 | |||||||||||||
Nonvested shares at March 31, 2015 (1) | 42,882 | 468,013 | 537,635 | 1,048,530 | $ | 19.32 | |||||||||||||||
Unrecognized stock-based compensation expense as of March 31, 2015 (2) | $ | 444 | $ | 9,988 | $ | 17,789 | $ | 28,221 | |||||||||||||
Weighted average remaining vesting period (years) as of March 31, 2015 | 1.87 | 4.29 | 3.83 | 3.95 | |||||||||||||||||
(1) | Nonvested RSU’s will be settled through the issuance of new shares of common stock. | ||||||||||||||||||||
(2) | The total unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately 3.95 years. | ||||||||||||||||||||
In November 2013, MMI issued the following deferred stock units (“DSUs”) under the 2013 Plan: (i) DSUs for an aggregate of 2,192,413 shares granted as replacement awards related to the prior SARs program to the MMREIS managing directors and (ii) DSUs for 83,334 shares granted to the Company’s Co-chairman of the board of directors (Mr. Millichap). The DSU’s are fully vested and shares will be issued 20% per year. As of March 31, 2015, fully vested DSUs for 1,820,596 shares remained outstanding. See “Amendments to Restricted Stock and SARs” section below and Note 11 – “Earnings Per Share” for additional information. | |||||||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||||||
In 2013, the Company adopted the 2013 Employee Stock Purchase Plan (“2013 ESPP Plan”). The ESPP Plan qualifies under Section 423 of the IRS Code and provides for consecutive, nonoverlapping 6-month offering periods. The offering periods generally start on the first trading day on or after May 15 and November 15 of each year. The first offering period began on May 15, 2014. Qualifying employees may purchase shares of the Company stock at a 10% discount based on the lower of the market price at the beginning or end of the offering period, subject to IRS limitations. | |||||||||||||||||||||
The Company determined that the 2013 ESPP Plan was a compensatory plan and is required to expense the fair value of the awards over each 6-month offering period. The Company determines the fair value of ESPP shares to be acquired during each offering period using the Black Scholes option pricing model. The Company calculates the expected volatility based on the historical volatility of the Company’s common stock and the risk-free interest rate based on the U.S. Treasury yield curve in effect at the time of grant both consistent with the term of the offering period. The Company incorporates 0% forfeiture rate and 0% expected dividend yield as the Company does not intend to pay regular dividends. | |||||||||||||||||||||
The 2013 ESPP Plan had 366,667 shares of common stock reserved and 341,356 shares of common stock available for issuance at March 31, 2015. The ESPP Plan provides for annual increases in the number of shares available for issuance under the ESPP on the first day of each fiscal year beginning with the 2015 fiscal year, equal to the least of (i) 366,667 shares, (ii) 1% of the outstanding shares on such date, or (iii) an amount determined by the Board. Pursuant to the automatic increase provided for in the 2013 ESPP Plan, the board of directors determined a share reserve increase was not needed in 2015. At March 31, 2015, total unrecognized compensation cost related to the ESPP Plan was $31,000 and is expected to be recognized over a weighted-average period of 0.12 years. | |||||||||||||||||||||
Amendments to Restricted Stock and SARs | |||||||||||||||||||||
Prior to the IPO, certain employees were granted SARs. As of March 31, 2013, the outstanding SARs were frozen at the liability amount, which will be paid out to each participant in installments upon retirement or departure under the terms of the revised SARs agreements. See Note 3-“Selected Balance Sheet Data” for additional information. To replace beneficial ownership in the SARs, the difference between the book value liability and the fair value of the awards was granted to plan participants in the form of DSUs, which were fully vested upon receipt and will be settled in actual stock at a rate of 20% per year if the participant remains employed by the Company during that period (otherwise all unsettled shares of stock upon termination of employment will be settled five years from the termination date). In addition, the formula settlement value of all outstanding shares of stock held by the plan participants was removed, and all such shares of stock are subject to sales restrictions that lapse at a rate of 20% per year for five years if the participant remains employed by the Company. Additionally, in the event of death or termination of employment after reaching the age of 67, 100% of the DSUs will be settled and 100% of the shares of stock will be released from the resale restriction. Further, 100% of the shares of stock will be released from the resale restriction upon the consummation of a change of control of the Company. | |||||||||||||||||||||
Summary of Stock-Based Compensation | |||||||||||||||||||||
The following table summarizes the components of stock-based compensation included in the condensed consolidated statements of net and comprehensive income (in thousands): | |||||||||||||||||||||
Three Months | |||||||||||||||||||||
Ended March 31, | |||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||
Employee stock purchase plan | 62 | — | |||||||||||||||||||
RSAs – non-employee directors | 59 | 30 | |||||||||||||||||||
RSUs – employees | 527 | 200 | |||||||||||||||||||
RSUs – independent contractors | 1,259 | 487 | |||||||||||||||||||
$ | 1,907 | $ | 717 | ||||||||||||||||||
RSUs granted to independent contractors are grants made to the Company’s sales and financing professionals, who are considered non-employees under ASC 718. Accordingly, such awards are required to be measured at fair value at the end of each reporting period until settlement. During the three months ended March 31, 2015 and 2014, stock-based compensation expense was impacted by an increase in the Company’s common stock price of $4.23 and $2.94, respectively. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. Income Taxes |
The Company’s effective tax rate for the three months ended March 31, 2015 was 41.4%, compared to 41.5% for the three months ended March 31, 2014. The Company’s estimated annual effective tax rate after discrete items for 2015 is 40.7%. The Company provides for the effects of income taxes in interim financial statements based on the Company’s estimate of its estimated annual effective tax rate for the full year, which is based on forecasted income by jurisdiction where the Company operates, adjusted for the tax effects of items that relate discretely to the period, if any. The difference between the statutory tax rate and the Company’s effective tax rate is largely attributable to state income taxes and a full valuation allowance with respect to the deferred tax assets of the Company’s Canadian operations. |
Earnings_Per_Share
Earnings Per Share | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Earnings Per Share | 11. Earnings Per Share | ||||||||
The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2015 and 2014, respectively (in thousands, except per share data): | |||||||||
Three Months | |||||||||
Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator (Basic and Diluted): | |||||||||
Net income | $ | 13,669 | $ | 6,782 | |||||
Denominator: | |||||||||
Basic | |||||||||
Weighted average common shares issued and outstanding | 37,066 | 36,601 | |||||||
Deduct: Unvested RSAs (1) | (43 | ) | (30 | ) | |||||
Add: Fully vested DSUs (2) | 2,006 | 2,276 | |||||||
Weighted Average Common Shares Outstanding | 39,029 | 38,847 | |||||||
Basic earnings per common share | $ | 0.35 | $ | 0.17 | |||||
Diluted | |||||||||
Weighted Average Common Shares Outstanding from above | 39,029 | 38,847 | |||||||
Add: Dilutive effect of RSUs, RSAs & ESPP | 123 | 60 | |||||||
Weighted Average Common Shares Outstanding | 39,152 | 38,907 | |||||||
Diluted earnings per common share | $ | 0.35 | $ | 0.17 | |||||
(1) | RSAs were issued and outstanding to the non-employee directors and have a three year vesting term subject to service requirements. See Note 9 – “Stock-Based Compensation Plans” for additional information. | ||||||||
(2) | DSUs shares are included in weighted average common shares outstanding as the DSUs were fully vested upon receipt. See Note 9 – “Stock-Based Compensation Plans” for additional information. | ||||||||
RSUs totaling 479,000 shares and 567,000 shares, primarily pertaining to grants to the Company’s independent contractors, were excluded from the calculation of diluted earnings per common share for the three months ended March 31, 2015 and 2014, respectively, as the effects were antidilutive. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies |
Credit Agreement | |
On June 18, 2014, the Company entered into a Credit Agreement with Wells Fargo Bank, National Association (“Bank”), dated as of June 1, 2014 (the “Credit Agreement”). The Credit Agreement provides for a $60.0 million principal amount senior secured revolving credit facility that is guaranteed by all of the Company’s domestic subsidiaries (the “Credit Facility”), which matures on June 1, 2017. The Company may borrow, repay and reborrow amounts under the Credit Facility until its maturity date, at which time all amounts outstanding under the Credit Facility must be repaid in full. In connection with executing the Credit Agreement, the Company paid bank fees and other expenses in the aggregate amount of $224,000, which are being amortized over the term of the Credit Agreement. The Company must pay a commitment fee of up to 0.1% per annum, payable quarterly commencing on July 1, 2014, based on the amount of unutilized commitments under the Credit Facility. The amortization and commitment fee is included in interest expense in the accompanying condensed consolidated statements of net and comprehensive income and was $34,000 during the three months ended March 31, 2015. As of March 31, 2015, there were no amounts outstanding under the Credit Agreement. | |
Borrowings under the Credit Agreement are available for general corporate purposes and working capital. The Credit Facility includes a $10.0 million sublimit for the issuance of standby letters of credit. Borrowings under the Credit Facility will bear interest, at the Company’s option, at either the (i) Base Rate (defined as the highest of (a) the Bank’s prime rate, (b) the Federal Funds Rate plus 1.5% and (c) one-month LIBOR plus 1.5%), or (ii) at a variable rate between 0.875% and 1.125% above LIBOR, based upon the total funded debt to EBITDA ratio. | |
The Credit Facility contains customary covenants, including financial and other covenants reporting requirements and events of default. Financial covenants require the Company, on a combined basis with its guarantors, to maintain (i) an EBITDAR Coverage Ratio (as defined in the Credit Agreement) of not less than 1.25:1.0 as of each quarter end on a rolling 4-quarter basis and (ii) total funded debt to EBITDA not greater than 2.0:1.0 as of each quarter end on a rolling 4-quarter basis. The Credit Facility is secured by substantially all assets of the Company, including pledges of 100% of the stock or other equity interest of each subsidiary except for the capital stock of a controlled foreign corporation (as defined in the Internal Revenue Code). As of March 31, 2015, the Company was in compliance with all financial and non-financial covenants. | |
Litigation | |
The Company is subject to various legal proceeding and claims that arise in the ordinary course of business, some of which involve claims for damages that are substantial in amount. Most of these litigation matters are covered by insurance which contain deductibles, exclusions, claim limits and aggregate policy limits. While the ultimate liability for these legal proceedings cannot be determined, the Company reviews the need for its accrual for loss contingencies quarterly and records an accrual for litigation related losses where the likelihood of loss is both probable and estimable. The Company believes that the ultimate resolution of the legal proceedings will not have a material adverse effect on its financial condition or results of operations. The Company accrues legal fees for litigation as the legal services are provided. |
Description_of_business_basis_1
Description of business, basis of presentation and recent accounting pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business |
Marcus & Millichap, Inc., (the “Company”, “Marcus & Millichap”, or “MMI”), a Delaware corporation, is a brokerage firm specializing in commercial real estate investment sales, financing, research and advisory services. As of March 31, 2015, MMI operates 78 offices in the United States and Canada through its wholly-owned subsidiary, Marcus & Millichap Real Estate Investment Services, Inc. (“MMREIS”), which includes the operations of Marcus & Millichap Capital Corporation (“MMCC”). | |
Reorganization and Initial Public Offering | Reorganization and Initial Public Offering |
MMI was formed in June 2013 in preparation for Marcus & Millichap Company (“MMC”) to spin-off its majority owned subsidiary, MMREIS (“Spin-Off”). Prior to the initial public offering (“IPO”) of MMI stock on October 30, 2013, all of the preferred and common stockholders of MMREIS (including MMC and employees of MMREIS) contributed all of their outstanding shares to MMI, in exchange for new MMI common stock. As a result, MMREIS became a wholly-owned subsidiary of MMI. Thereafter, MMC distributed 80.0% of the shares of MMI common stock to MMC’s shareholders and exchanged the remaining portion of its shares of MMI common stock for cancellation of indebtedness of MMC. | |
Basis of Presentation | Basis of Presentation |
The financial information presented in the accompanying unaudited condensed consolidated financial statements, have been prepared in accordance with rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for quarterly reports on Form 10–Q and Article 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. generally accepted accounting principles (“U.S. GAAP”) for complete financial statements. In the opinion of management, the accompanying unaudited condensed consolidated financial statements and notes include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the consolidated financial position, results of operations and cash flows for the periods presented. These unaudited condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and notes thereto for the year ended December 31, 2014 included in the Company’s Annual Report on Form 10-K filed on March 9, 2015 with the SEC. The results of the three months ended March 31, 2015 are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2015, or for other interim periods or future years. | |
Consolidation | Consolidation |
The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | |
Use of Estimates | Use of Estimates |
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Reclassifications | Reclassifications |
Certain prior-period amounts in the condensed consolidated statements of cash flows have been reclassified to conform to the current period presentation. These changes had no impact on the previously reported consolidated results of operations, financial condition, stockholders’ equity or on cash flows subtotals. | |
Concentration of Credit Risk | Concentration of Credit Risk |
Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and cash equivalents, commissions receivable, investments in marketable securities - available for sale, due from independent contractors (included under other assets, current caption), security deposits (included under other assets, non-current caption) and company owned variable life insurance policies underlying the investments held in rabbi trust. Cash is placed with high-credit quality financial institutions and invested in high-credit quality money market funds. | |
To reduce its credit risk, the Company monitors the credit standing of the financial institutions that hold the Company’s cash and cash equivalents and monitors marketable securities, available for sale for impairment. The Company historically has not experienced any losses related to cash and cash equivalents or marketable securities, available for sale. The Company derives its revenues from a broad range of real estate investors, owners, and users in the United States and Canada, none of which individually represents a significant concentration of credit risk. The Company maintains allowances, as needed, for estimated credit losses based on management’s assessment of the likelihood of collection. For the three months ended March 31, 2015 and 2014, no transaction represented 10% or more of total revenues. Further, while one or more transactions may represent 10% or more of commissions receivable at any reporting date, amounts due are typically collected within 10 days of settlement and therefore do not expose the Company to significant concentration of credit risk. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes virtually all of the current revenue recognition guidance under U.S. GAAP, and requires entities to recognize revenue for transfer to customer of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled to receive in exchange for those goods or services. ASU 2014-09 is effective for reporting periods beginning after December 15, 2016 and early adoption is not permitted. ASU 2014-09 permits two implementation approaches, one requiring retrospective application of the new standard with restatement of prior years and one requiring prospective application of the new standard with disclosure of results under old standards. In April 2015, the FASB proposed to delay the effective date one year, beginning in fiscal year 2018. The proposal will be subject to the FASB’s due process requirements, which includes a period for public comment. The Company is currently evaluating the impact of this new standard and will select a transition method when the effect is determined; however, the Company does not expect this standard to have a significant effect on the Company’s revenue recognition. | |
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). Currently, there is no guidance under U.S. GAAP regarding management’s responsibility to assess whether there is substantial doubt about an entity’s ability to continue as a going concern. Under ASU 2014-15, the Company will be required to assess its ability to continue as a going concern each interim and annual reporting period and provide certain disclosures if there is substantial doubt about the entity’s ability to continue as a going concern, including management’s plan to alleviate the substantial doubt. ASU 2014-15 is effective for reporting periods beginning after December 15, 2016 and early adoption is permitted. For the Company, the new standard will be effective January 1, 2017. The Company anticipates that this new standard will not have an impact on the Company’s condensed consolidated financial position or results of operations. | |
Investments in Marketable Securities | The Company regularly reviews its investment portfolio to determine if any security is other-than-temporarily impaired, which would require the Company to record an impairment charge in the period any such determination is made. In making this judgment, the Company evaluates, among other items, the duration and extent to which the fair market value of a security is less than its amortized cost and the Company’s intent and ability to sell, or whether the Company will more likely than not be required to sell, the security before recovery of its amortized cost basis. The Company has evaluated its investments in marketable securities as of March 31, 2015 and has determined that no investments with unrealized losses are other-than-temporarily impaired. |
Fair Value Measurements | The Company defines the fair value of a financial instrument as the amount that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date. The Company is responsible for the determination of the value of the investment carried and fair value and the supporting methodologies and assumptions. The Company uses various pricing sources to validate the values utilized. |
The degree of judgment used in measuring the fair value of financial instruments generally inversely correlates with the level of observable valuation inputs. Financial instruments with quoted prices in active markets generally have more pricing observability and less judgment is used in measuring fair value. Financial instruments for which no quoted prices are available have less observability and are measured at fair value using valuation models or other pricing techniques that require more judgment. | |
Assets recorded at fair value are measured and classified in accordance with a fair value hierarchy consisting of the three “levels” based on the observability of inputs available in the market place used to measure the fair values as discussed below: | |
Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |
Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; or | |
Level 3: Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. | |
Stock-Based Compensation Plans | RSUs granted to independent contractors are grants made to the Company’s sales and financing professionals, who are considered non-employees under ASC 718. Accordingly, such awards are required to be measured at fair value at the end of each reporting period until settlement. During the three months ended March 31, 2015 and 2014, stock-based compensation expense was impacted by an increase in the Company’s common stock price of $4.23 and $2.94, respectively. |
Income Taxes | The Company provides for the effects of income taxes in interim financial statements based on the Company’s estimate of its estimated annual effective tax rate for the full year, which is based on forecasted income by jurisdiction where the Company operates, adjusted for the tax effects of items that relate discretely to the period, if any. The difference between the statutory tax rate and the Company’s effective tax rate is largely attributable to state income taxes and a full valuation allowance with respect to the deferred tax assets of the Company’s Canadian operations. |
Property_and_Equipment_Tables
Property and Equipment (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Schedule of Property and Equipment, Net | Property and equipment, net consist of the following (in thousands): | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Computer software and hardware equipment | $ | 8,669 | $ | 8,769 | |||||
Furniture, fixtures, and equipment | 14,808 | 14,684 | |||||||
Less: accumulated depreciation and amortization | (15,439 | ) | (15,760 | ) | |||||
$ | 8,038 | $ | 7,693 | ||||||
Selected_Balance_Sheet_Data_Ta
Selected Balance Sheet Data (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||||||||
Schedule of Other Assets | Other assets consisted of the following (in thousands): | ||||||||||||||||
Current | Non-Current | ||||||||||||||||
March 31, | December 31, | March 31, | December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Due from independent contractors, net (1) (2) | $ | 1,423 | $ | 1,577 | $ | 2,926 | $ | 1,820 | |||||||||
Security deposits | — | — | 1,275 | 1,240 | |||||||||||||
Customer trust accounts and other | 2,078 | 1,262 | 95 | 222 | |||||||||||||
$ | 3,501 | $ | 2,839 | $ | 4,296 | $ | 3,282 | ||||||||||
(1) | Includes allowance for doubtful accounts related to current of $208,000 as of March 31, 2015 and $193,000 as of December 31, 2014, respectively. The Company recorded a provision for bad debt expense of $21,000 and $11,000 and wrote off $6,000 and $41,000 of these receivables for the three months ended March 31, 2015 and, 2014, respectively. | ||||||||||||||||
(2) | Represents amounts advanced, notes receivable and other receivables due from the Company’s sales and financing professionals. The notes receivable along with interest, are typically collected from future commissions and are generally due in one to five years. Any cash receipts on notes are applied first to unpaid principal balance prior to any income being recognized. | ||||||||||||||||
Components of Deferred Compensation and Commissions | Deferred compensation and commissions consisted of the following (in thousands): | ||||||||||||||||
March 31, | December 31, | ||||||||||||||||
2015 | 2014 | ||||||||||||||||
SARs liability | $ | 20,756 | $ | 20,542 | |||||||||||||
Commissions payable to sales and financing professionals | 8,083 | 12,176 | |||||||||||||||
Deferred compensation liability | 5,209 | 3,863 | |||||||||||||||
$ | 34,048 | $ | 36,581 | ||||||||||||||
Investments_in_Marketable_Secu1
Investments in Marketable Securities (Tables) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||||||||||||||
Schedule of Amortized Cost and Fair Value of Marketable Securities, Available-for-Sale, by Type of Security | Amortized cost and fair value of marketable securities, available-for-sale, by type of security consisted of the following (in thousands): | ||||||||||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||||||||||
Amortized | Gross | Gross | Fair | Amortized | Gross | Gross | Fair | ||||||||||||||||||||||||||
Cost | Unrealized | Unrealized | Value | Cost | Unrealized | Unrealized | Value | ||||||||||||||||||||||||||
Gains | Losses | Gains | Losses | ||||||||||||||||||||||||||||||
Type of security – long-term: | |||||||||||||||||||||||||||||||||
U.S. government and agency debt securities | $ | 7,037 | $ | 63 | $ | (7 | ) | $ | 7,093 | $ | 4,993 | $ | 7 | $ | (3 | ) | $ | 4,997 | |||||||||||||||
Corporate debt securities | 13,940 | 252 | (5 | ) | 14,187 | 7,442 | 48 | (12 | ) | 7,478 | |||||||||||||||||||||||
Asset-backed securities | 3,999 | 52 | — | 4,051 | 2,277 | 4 | (4 | ) | 2,277 | ||||||||||||||||||||||||
$ | 24,976 | $ | 367 | $ | (12 | ) | $ | 25,331 | $ | 14,712 | $ | 59 | $ | (19 | ) | $ | 14,752 | ||||||||||||||||
Schedule of Amortized Cost and Fair Value of Marketable Securities, Available-for-Sale, by Contractual Maturity | Amortized cost and fair value of marketable securities, available-for-sale, by contractual maturity consisted of the following (dollars in thousands): | ||||||||||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||||||||||
Amortized | Fair | Amortized | Fair | ||||||||||||||||||||||||||||||
Cost | Value | Cost | Value | ||||||||||||||||||||||||||||||
Due in one year or less | $ | — | $ | — | $ | — | $ | — | |||||||||||||||||||||||||
Due after one year through five years | 9,797 | 9,877 | 4,679 | 4,679 | |||||||||||||||||||||||||||||
Due after five years through ten years | 11,771 | 11,961 | 5,652 | 5,662 | |||||||||||||||||||||||||||||
Due after ten years | 3,408 | 3,493 | 4,381 | 4,411 | |||||||||||||||||||||||||||||
$ | 24,976 | $ | 25,331 | $ | 14,712 | $ | 14,752 | ||||||||||||||||||||||||||
Weighted average maturity date | 8.9 years | 9.6 years |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||
Schedule of Investments at Fair Value on Recurring Basis | Investments carried at fair value are categorized into one of the three categories described above and consisted of the following (in thousands): | ||||||||||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||||||||||
Fair Value | Level 1 | Level 2 | Level 3 | Fair Value | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||||
Investments held in rabbi trust | $ | 5,631 | $ | — | $ | 5,631 | $ | — | $ | 4,332 | $ | — | $ | 4,332 | $ | — | |||||||||||||||||
Money market funds (1) | $ | 85,248 | $ | 85,248 | — | — | $ | 25,310 | $ | 25,310 | — | — | |||||||||||||||||||||
Marketable securities, available for sale: | |||||||||||||||||||||||||||||||||
Long-term investments: | |||||||||||||||||||||||||||||||||
U.S. government and agency debt securities | $ | 7,093 | $ | 5,068 | $ | 2,025 | $ | — | $ | 4,997 | $ | 2,980 | $ | 2,017 | $ | — | |||||||||||||||||
Corporate debt securities | 14,187 | — | 14,187 | — | 7,478 | — | 7,478 | — | |||||||||||||||||||||||||
Asset-backed securities | 4,051 | — | 4,051 | — | 2,277 | — | 2,277 | — | |||||||||||||||||||||||||
$ | 25,331 | $ | 5,068 | $ | 20,263 | $ | — | $ | 14,752 | $ | 2,980 | $ | 11,772 | $ | — | ||||||||||||||||||
(1) | Included in cash and cash equivalents. |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Changes in Accumulated Other Comprehensive Income, Net of Income Taxes | The changes in accumulated other comprehensive income as of March 31, 2015, by component, net of income taxes consisted of the following (in thousands): | ||||||||||||
Unrealized | Foreign | Total | |||||||||||
gains and losses | currency | ||||||||||||
of available-for- | translation (1) | ||||||||||||
sale securities (1) | |||||||||||||
Beginning balance, December 31, 2014 | $ | 24 | $ | 135 | $ | 159 | |||||||
Other comprehensive income before reclassifications | 193 | 173 | 366 | ||||||||||
Amounts reclassified from accumulated other comprehensive loss (2) | (5 | ) | — | (5 | ) | ||||||||
Net current-period other comprehensive income | 188 | 173 | 361 | ||||||||||
Ending balance, March 31, 2015 | $ | 212 | $ | 308 | $ | 520 | |||||||
(1) | Amounts in parentheses indicate debits. | ||||||||||||
(2) | Amount represents gain on the sale of marketable securities, available for sale and is included as a component of other income (expense), net in the condensed consolidated statements of net and comprehensive income. |
StockBased_Compensation_Plans_
Stock-Based Compensation Plans (Tables) | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Outstanding Awards Under 2013 Omnibus Equity Incentive Plan | The following table summarizes the Company’s activity under the 2013 Plan for the three months ended March 31, 2015 (dollars in thousands, except per share data): | ||||||||||||||||||||
RSA Grants to | RSU Grants to | RSU Grants to | Total | Weighted- | |||||||||||||||||
Non-employee | Employees | Independent | Average Grant | ||||||||||||||||||
Directors | Contractors | Date Fair Value | |||||||||||||||||||
Per Share | |||||||||||||||||||||
Nonvested shares at December 31, 2014 | 42,882 | 516,437 | 647,690 | 1,207,009 | $ | 18.23 | |||||||||||||||
Granted | |||||||||||||||||||||
Feb-15 | — | 15,847 | 9,720 | 25,567 | 38.58 | ||||||||||||||||
Total Granted | — | 15,847 | 9,720 | 25,567 | 38.58 | ||||||||||||||||
Vested | — | (53,972 | ) | (121,150 | ) | (175,122 | ) | 14.59 | |||||||||||||
Transferred | — | (6,877 | ) | 6,877 | — | 14.54 | |||||||||||||||
Forfeited/canceled | — | (3,422 | ) | (5,502 | ) | (8,924 | ) | 20.71 | |||||||||||||
Nonvested shares at March 31, 2015 (1) | 42,882 | 468,013 | 537,635 | 1,048,530 | $ | 19.32 | |||||||||||||||
Unrecognized stock-based compensation expense as of March 31, 2015 (2) | $ | 444 | $ | 9,988 | $ | 17,789 | $ | 28,221 | |||||||||||||
Weighted average remaining vesting period (years) as of March 31, 2015 | 1.87 | 4.29 | 3.83 | 3.95 | |||||||||||||||||
(1) | Nonvested RSU’s will be settled through the issuance of new shares of common stock. | ||||||||||||||||||||
(2) | The total unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately 3.95 years. | ||||||||||||||||||||
Components of Stock-Based Compensation Included in Condensed Consolidated Statements of Net and Comprehensive Income | The following table summarizes the components of stock-based compensation included in the condensed consolidated statements of net and comprehensive income (in thousands): | ||||||||||||||||||||
Three Months | |||||||||||||||||||||
Ended March 31, | |||||||||||||||||||||
2015 | 2014 | ||||||||||||||||||||
Employee stock purchase plan | 62 | — | |||||||||||||||||||
RSAs – non-employee directors | 59 | 30 | |||||||||||||||||||
RSUs – employees | 527 | 200 | |||||||||||||||||||
RSUs – independent contractors | 1,259 | 487 | |||||||||||||||||||
$ | 1,907 | $ | 717 | ||||||||||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2015 and 2014, respectively (in thousands, except per share data): | ||||||||
Three Months | |||||||||
Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Numerator (Basic and Diluted): | |||||||||
Net income | $ | 13,669 | $ | 6,782 | |||||
Denominator: | |||||||||
Basic | |||||||||
Weighted average common shares issued and outstanding | 37,066 | 36,601 | |||||||
Deduct: Unvested RSAs (1) | (43 | ) | (30 | ) | |||||
Add: Fully vested DSUs (2) | 2,006 | 2,276 | |||||||
Weighted Average Common Shares Outstanding | 39,029 | 38,847 | |||||||
Basic earnings per common share | $ | 0.35 | $ | 0.17 | |||||
Diluted | |||||||||
Weighted Average Common Shares Outstanding from above | 39,029 | 38,847 | |||||||
Add: Dilutive effect of RSUs, RSAs & ESPP | 123 | 60 | |||||||
Weighted Average Common Shares Outstanding | 39,152 | 38,907 | |||||||
Diluted earnings per common share | $ | 0.35 | $ | 0.17 | |||||
(1) | RSAs were issued and outstanding to the non-employee directors and have a three year vesting term subject to service requirements. See Note 9 – “Stock-Based Compensation Plans” for additional information. | ||||||||
(2) | DSUs shares are included in weighted average common shares outstanding as the DSUs were fully vested upon receipt. See Note 9 – “Stock-Based Compensation Plans” for additional information. |
Recovered_Sheet1
Description of Business, Basis of Presentation and Recent Accounting Pronouncements - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Class of Stock [Line Items] | ||
Number of offices in the United States and Canada | 78 | |
Contribution date | 30-Oct-13 | |
Percentage of common stock distributed | 80.00% | |
Maximum [Member] | ||
Class of Stock [Line Items] | ||
Commission's receivable settled period | 10 days | |
Customer Concentration Risk [Member] | Total revenues [Member] | Maximum [Member] | ||
Class of Stock [Line Items] | ||
Concentration of credit risk percentage | 10.00% | 10.00% |
Customer Concentration Risk [Member] | Commissions receivable [Member] | Maximum [Member] | ||
Class of Stock [Line Items] | ||
Concentration of credit risk percentage | 10.00% | 10.00% |
MMI [Member] | ||
Class of Stock [Line Items] | ||
Formation date | 2013-06 |
Property_and_Equipment_Schedul
Property and Equipment - Schedule of Property and Equipment, Net (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Less: accumulated depreciation and amortization | ($15,439) | ($15,760) |
Property and equipment, net | 8,038 | 7,693 |
Computer software and hardware equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 8,669 | 8,769 |
Furniture, fixtures, and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $14,808 | $14,684 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |||
Fully depreciated no longer in use computer software and hardware and furniture, fixtures and equipment write-off | $1,100,000 | ||
Depreciation and amortization expense on property and equipment | 780,000 | 775,000 | |
Capital lease obligations | $0 |
Selected_Balance_Sheet_Data_Sc
Selected Balance Sheet Data - Schedule of Other Assets (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Other Assets [Line Items] | ||
Other assets Current | $3,501 | $2,839 |
Other assets Non-Current | 4,296 | 3,282 |
Due from independent contractors [Member] | ||
Other Assets [Line Items] | ||
Other assets Current | 1,423 | 1,577 |
Other assets Non-Current | 2,926 | 1,820 |
Security deposits [Member] | ||
Other Assets [Line Items] | ||
Other assets Current | 0 | 0 |
Other assets Non-Current | 1,275 | 1,240 |
Customer trust accounts and other [Member] | ||
Other Assets [Line Items] | ||
Other assets Current | 2,078 | 1,262 |
Other assets Non-Current | $95 | $222 |
Selected_Balance_Sheet_Data_Sc1
Selected Balance Sheet Data - Schedule of Other Assets (Parenthetical) (Detail) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Other Assets [Line Items] | |||
Allowance of doubtful accounts | $208,000 | $193,000 | |
Provision for bad debt expense | 21,000 | 11,000 | |
Write-off receivables | $6,000 | $41,000 | |
Minimum [Member] | |||
Other Assets [Line Items] | |||
Notes receivable due period | 1 year | ||
Maximum [Member] | |||
Other Assets [Line Items] | |||
Notes receivable due period | 5 years |
Selected_Balance_Sheet_Data_Co
Selected Balance Sheet Data - Components of Deferred Compensation and Commissions (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Balance Sheet Related Disclosures [Abstract] | ||
SARs liability | $20,756 | $20,542 |
Commissions payable to sales and financing professionals | 8,083 | 12,176 |
Deferred compensation liability | 5,209 | 3,863 |
Total | $34,048 | $36,581 |
Selected_Balance_Sheet_Data_Ad
Selected Balance Sheet Data - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jan. 01, 2015 | Jan. 01, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Mar. 31, 2013 | |
Schedule Of Accrued Expenses [Line Items] | ||||||
SARs frozen liability amount | $20,756,000 | $20,542,000 | ||||
Interest expense | 583,000 | 404,000 | ||||
Maximum payment deferral period for certain commissions payable | 3 years | |||||
Fair value of deferred compensation plan assets | 110.00% | |||||
Net change in carrying value of investments held in rabbi trust | 115,000 | 71,000 | ||||
Net change in carrying value of deferred compensation obligation related to rabbi trust | 154,000 | 77,000 | ||||
SARs [Member] | ||||||
Schedule Of Accrued Expenses [Line Items] | ||||||
SARs frozen liability amount | 20,000,000 | |||||
SARs liability frozen value date | 31-Mar-13 | |||||
SARs liability interest accrual commencement date | 1-Jan-14 | |||||
Interest expense | 214,000 | 251,000 | ||||
Treasury note term | 10 years | |||||
Base spread on SARs liability variable rate | 2.00% | |||||
SARs liability interest accrual rate | 4.17% | 5.03% | ||||
Stock appreciation rights liability distribution | $412,000 |
Investments_in_Marketable_Secu2
Investments in Marketable Securities - Schedule of Amortized Cost and Fair Value of Marketable Securities, Available-for-Sale, by Type of Security (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $24,976 | $14,712 |
Fair Value | 25,331 | 14,752 |
Long-term marketable securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 24,976 | 14,712 |
Gross Unrealized Gains | 367 | 59 |
Gross Unrealized Losses | -12 | -19 |
Fair Value | 25,331 | 14,752 |
Long-term marketable securities [Member] | U.S. government and agency debt securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 7,037 | 4,993 |
Gross Unrealized Gains | 63 | 7 |
Gross Unrealized Losses | -7 | -3 |
Fair Value | 7,093 | 4,997 |
Long-term marketable securities [Member] | Corporate debt securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 13,940 | 7,442 |
Gross Unrealized Gains | 252 | 48 |
Gross Unrealized Losses | -5 | -12 |
Fair Value | 14,187 | 7,478 |
Long-term marketable securities [Member] | Asset-backed securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 3,999 | 2,277 |
Gross Unrealized Gains | 52 | 4 |
Gross Unrealized Losses | -4 | |
Fair Value | $4,051 | $2,277 |
Investments_in_Marketable_Secu3
Investments in Marketable Securities - Additional Information (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Investments, Debt and Equity Securities [Abstract] | ||
Available for sale securities continuous unrealized loss position for less than 12 months, amortized cost | $727,000 | $5,400,000 |
Available for sale securities continuous unrealized loss position for less than 12 months, fair value | 715,000 | 5,400,000 |
Available-for-sale-securities, Continuous unrealized loss position for 12 months or longer | 0 | 0 |
Available for sale securities gross realized gains | 77,000 | |
Available for sale securities gross realized loss | 3,000 | |
Other-than-temporary impairment | $0 |
Investments_in_Marketable_Secu4
Investments in Marketable Securities - Schedule of Amortized Cost and Fair Value of Marketable Securities, Available-for-Sale, by Contractual Maturity (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Investments, Debt and Equity Securities [Abstract] | ||
Due in one year or less, Amortized Cost | $0 | $0 |
Due after one year through five years, Amortized Cost | 9,797 | 4,679 |
Due after five years through ten years, Amortized Cost | 11,771 | 5,652 |
Due after ten years, Amortized Cost | 3,408 | 4,381 |
Amortized Cost | 24,976 | 14,712 |
Due in one year or less, Fair Value | 0 | 0 |
Due after one year through five years, Fair Value | 9,877 | 4,679 |
Due after five years through ten years, Fair Value | 11,961 | 5,662 |
Due after ten years, Fair Value | 3,493 | 4,411 |
Total Fair Value | $25,331 | $14,752 |
Weighted average maturity date | 8 years 10 months 24 days | 9 years 7 months 6 days |
Notes_Payable_to_Former_Stockh1
Notes Payable to Former Stockholders - Additional Information (Detail) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Accrued interest expense pertaining to Notes | $540,000 | $396,000 | |
Interest expense | 583,000 | 404,000 | |
Notes Payable to Former Stockholders [Member] | |||
Debt Instrument [Line Items] | |||
Interest expense | $144,000 | $152,000 | |
Restricted Stock - Notes Payable [Member] | |||
Debt Instrument [Line Items] | |||
Unsecured notes interest rate | 5.00% | ||
Unsecured notes maturity date | 14-Apr-20 | ||
SARs - Notes Payable [Member] | |||
Debt Instrument [Line Items] | |||
Unsecured notes interest rate | 5.00% | ||
Unsecured notes maturity date | 30-Jun-20 |
RelatedParty_Transactions_Addi
Related-Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 18, 2015 | Mar. 13, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||||
Accounts payable and other accrued expenses - related party | $273,000 | $97,000 | |||
Transition services agreement date | 1-Oct-13 | ||||
Real estate brokerage commissions and financing fees from transactions with former parent, Marcus & Millichap Company | 1,000,000 | 60,000 | |||
Commission expenses for transactions with former parent, Marcus & Millichap Company | 627,000 | 36,000 | |||
Aggregate principal amount outstanding for employee notes receivable | 218,000 | 378,000 | |||
MMC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Rent expense for lease | 109,500 | 109,500 | |||
Lease expiration date | 31-May-22 | ||||
MMC [Member] | Transition Services Agreement [Member] | |||||
Related Party Transaction [Line Items] | |||||
General and administrative expense | 50,000 | 1,100,000 | |||
Accounts payable and other accrued expenses - related party | 273,000 | 97,000 | |||
MMC [Member] | Transition Services Agreement [Member] | Health Insurance Premium [Member] | |||||
Related Party Transaction [Line Items] | |||||
General and administrative expense | 0 | 1,000,000 | |||
Mr. Marcus [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percentage of ownership in diluted shares | 53.30% | ||||
Shares registered for future sale | 4,600,000 | ||||
Registration Statement date | 6-Feb-15 | ||||
Proceeds from issuance of common stock | 0 | ||||
New shares offered | 0 | ||||
Costs incurred in connection with registration statement to be reimbursed by Phoenix Investment Holdings, LLC. | $113,000 | ||||
Sale date of shares filed under registration statement | 18-Mar-15 | ||||
Prospectus Supplement filing date | 13-Mar-15 | ||||
Mr. Marcus [Member] | Underwriters [Member] | |||||
Related Party Transaction [Line Items] | |||||
Common stock sold by certain selling stockholders | 600,000 | ||||
Common stock selling price | $31.99 | ||||
Mr. Marcus [Member] | Selling Stockholders [Member] | |||||
Related Party Transaction [Line Items] | |||||
Common stock sold by certain selling stockholders | 4,000,000 | 4,000,000 | |||
Common stock selling price | $31.99 |
Fair_Value_Measurements_Schedu
Fair Value Measurements - Schedule of Investments at Fair Value on Recurring Basis (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Investments held in rabbi trust | $5,631 | $4,332 |
Marketable securities, available for sale | 25,331 | 14,752 |
Recurring [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 25,331 | 14,752 |
Recurring [Member] | Cash Equivalents [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Cash equivalents | 85,248 | 25,310 |
Recurring [Member] | Investments held in rabbi trust [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Investments held in rabbi trust | 5,631 | 4,332 |
Recurring [Member] | U.S. government and agency debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 7,093 | 4,997 |
Recurring [Member] | Corporate debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 14,187 | 7,478 |
Recurring [Member] | Asset-backed securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 4,051 | 2,277 |
Level 1 [Member] | Recurring [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 5,068 | 2,980 |
Level 1 [Member] | Recurring [Member] | Cash Equivalents [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Cash equivalents | 85,248 | 25,310 |
Level 1 [Member] | Recurring [Member] | Investments held in rabbi trust [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Investments held in rabbi trust | 0 | 0 |
Level 1 [Member] | Recurring [Member] | U.S. government and agency debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 5,068 | 2,980 |
Level 1 [Member] | Recurring [Member] | Corporate debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 0 | 0 |
Level 1 [Member] | Recurring [Member] | Asset-backed securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 0 | 0 |
Level 2 [Member] | Recurring [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 20,263 | 11,772 |
Level 2 [Member] | Recurring [Member] | Cash Equivalents [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 2 [Member] | Recurring [Member] | Investments held in rabbi trust [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Investments held in rabbi trust | 5,631 | 4,332 |
Level 2 [Member] | Recurring [Member] | U.S. government and agency debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 2,025 | 2,017 |
Level 2 [Member] | Recurring [Member] | Corporate debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 14,187 | 7,478 |
Level 2 [Member] | Recurring [Member] | Asset-backed securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 4,051 | 2,277 |
Level 3 [Member] | Recurring [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 0 | 0 |
Level 3 [Member] | Recurring [Member] | Cash Equivalents [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 3 [Member] | Recurring [Member] | Investments held in rabbi trust [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Investments held in rabbi trust | 0 | 0 |
Level 3 [Member] | Recurring [Member] | U.S. government and agency debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 0 | 0 |
Level 3 [Member] | Recurring [Member] | Corporate debt securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | 0 | 0 |
Level 3 [Member] | Recurring [Member] | Asset-backed securities [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring Basis Financial Statement Captions [Line Items] | ||
Marketable securities, available for sale | $0 | $0 |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | Mar. 31, 2015 | Mar. 31, 2014 |
Fair Value Disclosures [Abstract] | ||
Fair value, assets, level 1 to level 2 transfers, amount | $0 | $0 |
Fair value, assets, level 2 to level 1 transfers, amount | $0 | $0 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Stockholders Equity [Line Items] | ||
Common stock, shares issued | 37,072,155 | 36,918,442 |
Common stock, shares outstanding | 37,072,155 | 36,918,442 |
Common stock share, par value | 0.0001 | 0.0001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, par value | 0.0001 | 0.0001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Restricted Stock [Member] | Non-employee directors [Member] | ||
Stockholders Equity [Line Items] | ||
Common stock issued | 42,882 | 42,882 |
Stockholders_Equity_Changes_in
Stockholders' Equity - Changes in Accumulated Other Comprehensive Income, Net of Income Taxes (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | $159 | |
Other comprehensive income before reclassifications | 366 | |
Amounts reclassified from accumulated other comprehensive loss | -5 | |
Total other comprehensive income | 361 | 42 |
Ending balance | 520 | |
Unrealized gains and losses of available-for-sale securities [ Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | 24 | |
Other comprehensive income before reclassifications | 193 | |
Amounts reclassified from accumulated other comprehensive loss | -5 | |
Total other comprehensive income | 188 | |
Ending balance | 212 | |
Foreign currency translation [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | 135 | |
Other comprehensive income before reclassifications | 173 | |
Total other comprehensive income | 173 | |
Ending balance | $308 |
StockBased_Compensation_Plans_1
Stock-Based Compensation Plans - 2013 Omnibus Equity Incentive Plan - Award Limitations - Additional Information (Detail) (USD $) | 3 Months Ended |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2015 |
Incentive_Plan | |
2013 Omnibus Equity Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of active equity plans | 1 |
Common stock shares reserved for issuance of awards | 5,500,000 |
Common stock shares available for grant | 3,297,829 |
Common stock available for future issuance authorized annual percentage increase | 3.00% |
Increase of common stock share reserve approved | 1,100,000 |
Options & SARs [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share limitations to awards granted under the 2013 Plan | 500,000 |
Options & SARs [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share limitations to awards granted under the 2013 Plan | 1,000,000 |
Restricted Stock and RSUs [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share limitations to awards granted under the 2013 Plan | 500,000 |
Restricted Stock and RSUs [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share limitations to awards granted under the 2013 Plan | 1,000,000 |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of award limitation, performance units or performance shares | 1 |
Performance Shares [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share limitations to awards granted under the 2013 Plan | 500,000 |
Grant date fair value limitations to awards granted under the 2013 Plan | 2 |
Performance Shares [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share limitations to awards granted under the 2013 Plan | 1,000,000 |
Grant date fair value limitations to awards granted under the 2013 Plan | 5 |
StockBased_Compensation_Plans_2
Stock-Based Compensation Plans - 2013 Omnibus Equity Incentive Plan - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2013 | Mar. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units, vested shares | 175,122 | |||
Tax benefits from stock-based award activity included in cash flows from financing activities | $4,739 | |||
Tax benefit from stock-based award activity included in additional paid-in capital | $430 | $4,300 | ||
Stock Based Compensation Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Change in common stock price used for measurement to FMV for RSU awards to independent contractors | $4.23 | $2.94 | ||
2013 Omnibus Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units, vested shares | 175,122 | |||
Number of common stock shares withheld to pay employee statutory withholding taxes | 21,409 | |||
Description of awards granted under the 2013 Plan | In November 2013, MMI issued the following deferred stock units ("DSUs") under the 2013 Plan (i) DSUs for an aggregate of 2,192,413 shares granted as replacement awards related to the prior SARs program to the MMREIS managing directors and (ii) DSUs for 83,334 shares granted to the Company's Co-chairman of the board of directors (Mr. Millichap). The DSU's are fully vested and shares will be issued 20% per year. | |||
2013 Omnibus Equity Incentive Plan [Member] | Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares issued under compensation plan | 0 | |||
Number of shares outstanding under compensation plan | 0 | |||
2013 Omnibus Equity Incentive Plan [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period for restricted stock awards and restricted stock units | 3 years | |||
2013 Omnibus Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period for restricted stock awards and restricted stock units | 5 years | |||
2013 Omnibus Equity Incentive Plan [Member] | SARs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares issued under compensation plan | 0 | |||
Number of shares outstanding under compensation plan | 0 | |||
2013 Omnibus Equity Incentive Plan [Member] | Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares issued under compensation plan | 0 | |||
Number of shares outstanding under compensation plan | 0 | |||
2013 Omnibus Equity Incentive Plan [Member] | Deferred stock units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
DSU's, percentage settled into actual stock | 20.00% | |||
Fully vested deferred stock units remaining outstanding | 1,820,596 | |||
2013 Omnibus Equity Incentive Plan [Member] | Deferred stock units [Member] | MMREIS Managing Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fully vested deferred stock units | 2,192,413 | |||
2013 Omnibus Equity Incentive Plan [Member] | Deferred stock units [Member] | Millichap [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fully vested deferred stock units | 83,334 |
StockBased_Compensation_Plans_3
Stock-Based Compensation Plans - Outstanding Awards Under 2013 Omnibus Equity Incentive Plan (Detail) (USD $) | 1 Months Ended | 3 Months Ended |
Feb. 28, 2015 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock outstanding, beginning balance, Shares | 1,207,009 | |
Granted | 25,567 | 25,567 |
Vested | -175,122 | |
Forfeited/canceled | -8,924 | |
Stock outstanding, ending balance, Shares | 1,048,530 | |
Unrecognized stock-based compensation expense as of March 31, 2015 | $28,221,000 | |
Weighted average remaining vesting period (years) as of March 31, 2015 | 3 years 11 months 12 days | |
Nonvested weighted average grant date fair value per share, beginning balance | $18.23 | |
Weighted average grant date fair value per share, Granted | $38.58 | $38.58 |
Weighted average grant date fair value, Vested | $14.59 | |
Weighted average grant date fair value, Transferred | $14.54 | |
Weighted average grant date fair value, Forfeited/canceled | $20.71 | |
Nonvested weighted average grant date fair value per share, ending balance | $19.32 | |
Restricted Stock [Member] | Non-employee directors [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock outstanding, beginning balance, Shares | 42,882 | |
Stock outstanding, ending balance, Shares | 42,882 | |
Unrecognized stock-based compensation expense as of March 31, 2015 | 444,000 | |
Weighted average remaining vesting period (years) as of March 31, 2015 | 1 year 10 months 13 days | |
Restricted Stock Units (RSUs) [Member] | Employees [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock outstanding, beginning balance, Shares | 516,437 | |
Granted | 15,847 | 15,847 |
Vested | -53,972 | |
Transferred | -6,877 | |
Forfeited/canceled | -3,422 | |
Stock outstanding, ending balance, Shares | 468,013 | |
Unrecognized stock-based compensation expense as of March 31, 2015 | 9,988,000 | |
Weighted average remaining vesting period (years) as of March 31, 2015 | 4 years 3 months 15 days | |
Restricted Stock Units (RSUs) [Member] | Independent Contractors [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock outstanding, beginning balance, Shares | 647,690 | |
Granted | 9,720 | 9,720 |
Vested | -121,150 | |
Transferred | 6,877 | |
Forfeited/canceled | -5,502 | |
Stock outstanding, ending balance, Shares | 537,635 | |
Unrecognized stock-based compensation expense as of March 31, 2015 | $17,789,000 | |
Weighted average remaining vesting period (years) as of March 31, 2015 | 3 years 9 months 29 days |
StockBased_Compensation_Plans_4
Stock-Based Compensation Plans - Outstanding Awards Under 2013 Omnibus Equity Incentive Plan (Parenthetical) (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Unrecognized stock-based compensation expenses recognition period | 3 years 11 months 12 days |
StockBased_Compensation_Plans_5
Stock-Based Compensation Plans - Employee Stock Purchase Plan - Additional Information (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation expense | $28,221,000 |
Unrecognized stock-based compensation expenses recognition period | 3 years 11 months 12 days |
Employee Stock Purchase Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
ESPP offering period description | The offering periods generally start on the first trading day on or after May 15 and November 15 of each year. The first offering period began on May 15, 2014. |
Length of purchase intervals | 6 months |
ESPP discount rate | 10.00% |
Expected dividend yield | 0.00% |
Forfeiture rate | 0.00% |
Common stock reserved and available for issuance | 366,667 |
Common stock shares available for issuance | 341,356 |
Common stock available for future issuance authorized annual share increase | 366,667 |
Common stock available for future issuance authorized annual percentage increase | 1.00% |
Unrecognized stock-based compensation expense | $31,000 |
Unrecognized stock-based compensation expenses recognition period | 1 month 13 days |
StockBased_Compensation_Plans_6
Stock-Based Compensation Plans - Amendments to Restricted Stock and SARs - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Age | |
Deferred stock units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
DSU settlement to common stock percentage | 20.00% |
DSU settlement into actual stock issued term | 5 years |
Employee termination age | 67 |
Percentage of deferred stock units settled | 100.00% |
Percentage of shares of deferred stock units released from resale restriction in the event of death or termination after reaching age 67 | 100.00% |
Restricted Stock [Member] | Sales Restricted [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Sales restriction lapse percentage for restricted stock | 20.00% |
Sales restriction period for restricted stock | 5 years |
Employee termination age | 67 |
Percentage of shares of stock released from resale restriction upon consummation of change of control | 100.00% |
Percentage of shares of restricted released from resale restriction in the event of death or termination after reaching age 67 | 100.00% |
StockBased_Compensation_Plans_7
Stock-Based Compensation Plans - Components of Stock-Based Compensation Included in Condensed Consolidated Statements of Net and Comprehensive Income (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense - Independent contractors | $1,259 | $487 |
Allocated share-based compensation expense | 1,907 | 717 |
Employee Stock Purchase Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated share-based compensation expense | 62 | |
Restricted Stock [Member] | Non-employee directors [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated share-based compensation expense | 59 | 30 |
Restricted Stock Units (RSUs) [Member] | Employees [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated share-based compensation expense | $527 | $200 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Income Taxes [Line Items] | ||
Effective income tax rate | 41.40% | 41.50% |
Estimated 2015 annual effective tax rate [Member] | ||
Income Taxes [Line Items] | ||
Effective income tax rate | 40.70% |
Earnings_Per_Share_Computation
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Numerator (Basic and Diluted): | ||
Net income | $13,669 | $6,782 |
Denominator: | ||
Weighted average common shares issued and outstanding | 37,066 | 36,601 |
Deduct: Unvested RSAs | -43 | -30 |
Add: Fully vested DSUs | 2,006 | 2,276 |
Weighted Average Common Shares Outstanding | 39,029 | 38,847 |
Basic earnings per common share | $0.35 | $0.17 |
Weighted Average Common Shares Outstanding from above | 39,029 | 38,847 |
Add: Dilutive effect of RSUs, RSAs & ESPP | 123 | 60 |
Weighted Average Common Shares Outstanding | 39,152 | 38,907 |
Diluted earnings per common share | $0.35 | $0.17 |
Earnings_Per_Share_Computation1
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Parenthetical) (Detail) (Restricted Stock [Member], Non-employee directors [Member]) | 3 Months Ended |
Mar. 31, 2015 | |
Restricted Stock [Member] | Non-employee directors [Member] | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |
Restricted common stock issued, vesting period | 3 years |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Earnings Per Share [Abstract] | ||
Antidilutive securities excluded from computation of diluted earnings per common share | 479,000 | 567,000 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information Credit Agreement (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Ratio | ||
Line of Credit Facility [Line Items] | ||
Senior secured revolving credit facility maximum borrowing capacity | $60,000,000 | |
Revolving credit facility maturity date | 1-Jun-17 | |
Bank fees and other expenses | 224,000 | |
Credit agreement, unused capacity, commitment fee percentage | 0.10% | |
Commitment fee commencement date | 1-Jul-14 | |
Date the Company entered into a Credit Agreement | 18-Jun-14 | |
Credit agreement date | 1-Jun-14 | |
Interest expense | 583,000 | 404,000 |
Credit agreement, amount outstanding | 0 | |
Standby letters of credit borrowing capacity | 10,000,000 | |
Credit facility interest rate description | Credit Facility will bear interest, at the Company's option, at either the (i) Base Rate (defined as the highest of (a) the Bank's prime rate, (b) the Federal Funds Rate plus 1.5% and (c) one-month LIBOR plus 1.5%), or (ii) at a variable rate between 0.875% and 1.125% above LIBOR, based upon the total funded debt to EBITDA ratio. | |
LIBOR rate duration period | 1 month | |
Credit facility covenants | (i) an EBITDAR Coverage Ratio (as defined in the Credit Agreement) of not less than 1.251.0 as of each quarter end on a rolling 4-quarter basis and (ii) total funded debt to EBITDA not greater than 2.01.0 | |
Minimum EBITDAR coverage ratio | 1.25 | |
Maximum Total Funded Debt to EBITDA ratio | 2 | |
Credit agreement, pledge percentage | 100.00% | |
Compliance description | As of March 31, 2015, the Company was in compliance with all financial and non-financial covenants. | |
London Interbank Offered Rate (LIBOR) [Member] | ||
Line of Credit Facility [Line Items] | ||
Base spread on variable rate | 1.50% | |
Credit Agreement [Member] | ||
Line of Credit Facility [Line Items] | ||
Interest expense | $34,000 | |
Federal Funds Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Base spread on variable rate | 1.50% | |
Minimum [Member] | Variable Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Base spread on variable rate | 0.88% | |
Maximum [Member] | Variable Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Base spread on variable rate | 1.13% |