Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 02, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | MMI | ||
Entity Registrant Name | Marcus & Millichap, Inc. | ||
Entity Central Index Key | 1,578,732 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 37,568,389 | ||
Entity Public Float | $ 651.9 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 96,185 | $ 149,159 |
Commissions receivable | 3,342 | 3,412 |
Prepaid expenses | 7,542 | 7,536 |
Income tax receivable | 4,049 | 1,711 |
Marketable securities, available-for-sale | 79,860 | |
Other assets, net | 5,136 | 3,055 |
Total current assets | 196,114 | 164,873 |
Prepaid rent | 9,075 | 3,645 |
Property and equipment, net | 11,579 | 7,693 |
Marketable securities, available-for-sale | 54,395 | 14,752 |
Assets held in rabbi trust | 5,661 | 4,332 |
Deferred tax assets, net | 35,285 | 34,865 |
Other assets | 9,116 | 3,444 |
Total assets | 321,225 | 233,604 |
Current liabilities: | ||
Accounts payable and accrued expenses | 9,135 | 9,585 |
Notes payable to former stockholders | 939 | 894 |
Commissions payable | 34,091 | 28,932 |
Accrued bonuses and other employee related expenses | 30,846 | 27,793 |
Total current liabilities | 75,011 | 67,204 |
Deferred compensation and commissions | 43,678 | 36,581 |
Notes payable to former stockholders | 9,671 | 10,610 |
Deferred rent and other liabilities | 3,875 | 2,400 |
Total liabilities | $ 132,235 | $ 116,795 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value: Authorized shares - 25,000,000; issued and outstanding shares - none at December 31, 2015 and 2014, respectively | ||
Common stock, $0.0001 par value: Authorized shares - 150,000,000; issued and outstanding shares - 37,396,456 and 36,918,442 at December 31, 2015 and 2014, respectively | $ 4 | $ 4 |
Additional paid-in capital | 80,591 | 75,058 |
Stock notes receivable from employees | (4) | (4) |
Retained earnings | 107,942 | 41,592 |
Accumulated other comprehensive income | 457 | 159 |
Total stockholders' equity | 188,990 | 116,809 |
Total liabilities and stockholders' equity | $ 321,225 | $ 233,604 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
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 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 37,396,456 | 36,918,442 |
Common stock, shares outstanding | 37,396,456 | 36,918,442 |
Consolidated Statements of Net
Consolidated Statements of Net and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Revenues: | ||||
Real estate brokerage commissions | $ 632,574 | $ 524,951 | $ 393,203 | |
Financing fees | 42,558 | 33,881 | 25,921 | |
Other revenues | 13,923 | 13,356 | 16,771 | |
Total revenues | 689,055 | 572,188 | 435,895 | |
Operating expenses: | ||||
Cost of services | 423,389 | 350,102 | 264,637 | |
Selling, general, and administrative expense | 147,710 | 134,274 | 115,661 | |
Depreciation and amortization expense | 3,305 | 3,206 | 3,043 | |
Stock-based and other compensation in connection with initial public offering | 31,268 | |||
Total operating expenses | 574,404 | 487,582 | 414,609 | |
Operating income | 114,651 | 84,606 | 21,286 | |
Other income (expense), net | 443 | 28 | 760 | |
Interest expense | (1,726) | (1,651) | (105) | |
Income before provision for income taxes | 113,368 | 82,983 | 21,941 | |
Provision for income taxes | 47,018 | 33,452 | 13,735 | |
Net income | 66,350 | 49,531 | 8,206 | |
Other comprehensive income: | ||||
Unrealized (loss) gain on marketable securities, net of tax of $(394), $16 and $0 for the years ended December 31, 2015, 2014 and 2013, respectively | (592) | 24 | ||
Foreign currency translation (loss) gain, net of tax of $(90), $90 and $0 for the years ended December 31, 2015, 2014 and 2013, respectively | 890 | 135 | ||
Total other comprehensive (loss) income | 298 | 159 | ||
Comprehensive income | 66,648 | 49,690 | 8,206 | |
Net income attributable to Marcus & Millichap, Inc. subsequent to initial public offering: | ||||
Net income | 66,350 | 49,531 | 8,206 | |
Less: Net loss attributable to Marcus & Millichap Real Estate Investment Services, Inc. prior to initial public offering on October 31, 2013 | (1,045) | |||
Net income attributable to Marcus & Millichap, Inc. subsequent to initial public offering | $ 66,350 | $ 49,531 | $ 9,251 | |
Earnings per share: | ||||
Basic | [1] | $ 1.71 | $ 1.27 | $ 0.24 |
Diluted | [1] | $ 1.69 | $ 1.27 | $ 0.24 |
Weighted average common shares outstanding: | ||||
Basic | [1] | 38,848 | 38,851 | 38,787 |
Diluted | [1] | 39,162 | 38,978 | 38,815 |
[1] | Earnings per share (EPS) for the twelve months ended December 31, 2013 represents EPS attributable to Marcus & Millichap, Inc. subsequent to its initial public offering on October 31, 2013 and is not annualized. EPS information for periods prior to the initial public offering were not meaningful. |
Consolidated Statements of Net5
Consolidated Statements of Net and Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Unrealized (loss) gain on marketable securities, tax | $ (394) | $ 16 | $ 0 |
Foreign currency translation (loss) gain, tax | $ (90) | $ 90 | $ 0 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Series A Redeemable Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Stock Notes Receivable From Employees [Member] | Retained Earnings (Accumulated Deficit) [Member] | Accumulated Other Comprehensive Income [Member] |
Beginning Balance at Dec. 31, 2012 | $ 21,630 | $ 10 | $ 234 | $ 24,718 | $ (150) | $ (3,182) | |
Beginning Balance, Shares at Dec. 31, 2012 | 1,000 | 233,739 | |||||
Net loss attributable to Marcus & Millichap Real Estate Investment Services, Inc. prior to initial public offering on October 31, 2013 | (1,045) | (1,045) | |||||
Series A preferred dividends declared and paid | (37,681) | (24,718) | (12,963) | ||||
Deemed capital distribution from MMC | (3,291) | (3,291) | |||||
Issuance of restricted stock | $ 1 | 20 | (21) | ||||
Issuance of restricted stock, Shares | 750 | ||||||
Payments on stock notes receivable from employees | 158 | 158 | |||||
Stock-based compensation | 30,886 | 30,886 | |||||
Stock-based compensation, Shares | 69,583 | ||||||
Exchange of Marcus & Millichap Real Estate Investment Services, Inc. Series A redeemable preferred and common stock for Marcus & Millichap, Inc. common stock | $ (10) | $ (231) | 241 | ||||
Exchange of Marcus & Millichap Real Estate Investment Services, Inc. Series A redeemable preferred and common stock for Marcus & Millichap, Inc. common stock, Shares | (1,000) | 32,123,412 | |||||
Issuance of common stock, net of issuance costs | 42,313 | 42,313 | |||||
Issuance of common stock, net of issuance costs, Shares | 4,173,413 | ||||||
Ending Balance at Oct. 31, 2013 | 52,970 | $ 4 | 70,169 | (13) | (17,190) | ||
Ending Balance, Shares at Oct. 31, 2013 | 36,600,897 | ||||||
Beginning Balance at Dec. 31, 2012 | 21,630 | $ 10 | $ 234 | 24,718 | (150) | (3,182) | |
Net and comprehensive income | 8,206 | ||||||
Beginning Balance, Shares at Dec. 31, 2012 | 1,000 | 233,739 | |||||
Net loss attributable to Marcus & Millichap Real Estate Investment Services, Inc. prior to initial public offering on October 31, 2013 | (1,045) | ||||||
Deemed capital distribution from MMC | (3,291) | ||||||
Ending Balance at Dec. 31, 2013 | 62,497 | $ 4 | 70,445 | (13) | (7,939) | ||
Ending Balance, Shares at Dec. 31, 2013 | 36,600,897 | ||||||
Beginning Balance at Oct. 31, 2013 | 52,970 | $ 4 | 70,169 | (13) | (17,190) | ||
Net income attributable to Marcus & Millichap, Inc. subsequent to initial public offering | 9,251 | 9,251 | |||||
Beginning Balance, Shares at Oct. 31, 2013 | 36,600,897 | ||||||
Stock-based compensation | 276 | 276 | |||||
Ending Balance at Dec. 31, 2013 | 62,497 | $ 4 | 70,445 | (13) | (7,939) | ||
Ending Balance, Shares at Dec. 31, 2013 | 36,600,897 | ||||||
Net and comprehensive income | 49,690 | 49,531 | $ 159 | ||||
Payments on stock notes receivable from employees | 9 | 9 | |||||
Stock-based compensation | 5,034 | 5,034 | |||||
Issuance of common stock pursuant to employee stock purchase plan | 410 | 410 | |||||
Issuance of common stock pursuant to employee stock purchase plan , shares | 25,331 | ||||||
Issuance of common stock for settlement of deferred stock units | 0 | $ 0 | $ 0 | 0 | 0 | 0 | 0 |
Issuance of common stock for settlement of deferred stock units, Shares | 455,151 | ||||||
Issuance of common stock for unvested restricted stock awards | 22,884 | ||||||
Shares withheld related to net share settlement of stock-based awards, units | (5,981) | (5,981) | |||||
Shares withheld related to net share settlement of stock-based awards, shares | (185,821) | ||||||
Windfall tax benefit from stock-based award activity | 4,310 | 4,310 | |||||
Tax benefit of deductible IPO transaction costs | 840 | 840 | |||||
Ending Balance at Dec. 31, 2014 | 116,809 | $ 4 | 75,058 | (4) | 41,592 | 159 | |
Ending Balance, Shares at Dec. 31, 2014 | 36,918,442 | ||||||
Net and comprehensive income | 66,648 | 66,350 | 298 | ||||
Stock-based compensation | 7,114 | 7,114 | |||||
Issuance of common stock pursuant to employee stock purchase plan | 976 | 976 | |||||
Issuance of common stock pursuant to employee stock purchase plan , shares | 34,152 | ||||||
Issuance of common stock for settlement of deferred stock units | 0 | 0 | $ 0 | 0 | 0 | 0 | 0 |
Issuance of common stock for settlement of deferred stock units, Shares | 455,151 | ||||||
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 | 195,830 | ||||||
Issuance of common stock for unvested restricted stock awards | 0 | $ 0 | $ 0 | 0 | 0 | 0 | 0 |
Issuance of common stock for unvested restricted stock awards | 10,110 | ||||||
Shares withheld related to net share settlement of stock-based awards, units | (8,730) | (8,730) | |||||
Shares withheld related to net share settlement of stock-based awards, shares | (217,229) | ||||||
Windfall tax benefit from stock-based award activity | 6,173 | 6,173 | |||||
Ending Balance at Dec. 31, 2015 | $ 188,990 | $ 4 | $ 80,591 | $ (4) | $ 107,942 | $ 457 | |
Ending Balance, Shares at Dec. 31, 2015 | 37,396,456 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities | |||
Net income | $ 66,350 | $ 49,531 | $ 8,206 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization expense | 3,305 | 3,206 | 3,043 |
Provision for bad debt expense | 281 | 29 | 207 |
Stock-based compensation | 7,114 | 5,034 | 33,817 |
Deferred taxes, net | 65 | 877 | (9,276) |
Net realized gains on marketable securities, available-for-sale | (132) | ||
Tax benefit from stock-based award activity | 10,483 | ||
Excess tax benefit from stock-based award activity | (10,483) | ||
Other non-cash items | 509 | 372 | 66 |
Changes in operating assets and liabilities: | |||
Commissions receivable | 70 | (174) | 1,969 |
Prepaid expenses | (6) | (3,216) | (1,414) |
Prepaid rent | (5,430) | 1,354 | (2,144) |
Assets held in rabbi trust | (1,514) | (48) | (1,162) |
Other assets | (8,027) | (1,243) | (595) |
Due to (from) affiliates | 60,389 | ||
Accounts payable and accrued expenses | (912) | 2,302 | (7,537) |
Income tax (payable) receivable | (6,649) | (3,860) | 6,459 |
Commissions payable | 5,159 | 3,846 | 2,502 |
Accrued bonuses and other employee related expenses | 3,261 | 10,846 | (572) |
Deferred compensation and commissions | 7,201 | 4,536 | 3,086 |
Deferred rent obligation and other liabilities | 1,475 | (1,955) | (100) |
Net cash provided by operating activities | 72,120 | 71,437 | 96,944 |
Cash flows from investing activities | |||
Purchases of marketable securities, available-for-sale | (146,050) | (14,700) | |
Proceeds from sales and maturities of marketable securities, available-for-sale | 26,142 | ||
Payments received on employee notes receivable | 22 | 126 | 1,173 |
Issuances of employee notes receivable | (247) | (86) | (434) |
Purchase of property and equipment | (6,796) | (2,566) | (4,795) |
Proceeds from sale of property and equipment | 1 | 32 | |
Net cash used in investing activities | (126,929) | (17,225) | (4,024) |
Cash flows from financing activities | |||
Proceeds from issuance of shares pursuant to employee stock purchase plan | 976 | 410 | |
Taxes paid related to net share settlement of stock-based awards | (8,730) | (5,982) | |
Excess tax benefit from stock-based award activity | 10,483 | ||
Realized tax benefit of deductible IPO transaction costs | 840 | ||
Distribution related to stock appreciation rights liability | (412) | ||
Dividends paid to Marcus & Millichap Company | (37,681) | ||
Payments on obligations under capital leases | (16) | (58) | |
Principal payments on notes payable to former stockholders | (894) | (851) | |
Payments received on stock notes receivable from employees | 6 | 158 | |
Proceeds from initial public offering, net of issuance costs | 42,506 | ||
Net cash provided by (used in) financing activities | 1,835 | (6,005) | 4,925 |
Net (decrease) increase in cash and cash equivalents | (52,974) | 48,207 | 97,845 |
Cash and cash equivalents at beginning of year | 149,159 | 100,952 | 3,107 |
Cash and cash equivalents at end of year | 96,185 | 149,159 | 100,952 |
Supplemental disclosures of cash flow information | |||
Interest paid during the period | 868 | 635 | 1 |
Income taxes paid, net (paid to former parent in 2013) | 43,120 | 35,596 | 29,702 |
Supplemental disclosures of noncash investing and financing activities | |||
Reduction of accrued bonuses and other employee related expenses in settlement of employee notes receivable | 208 | ||
Property and equipment additions incurred but not yet paid included in accounts payable and accrued expenses | 462 | (134) | 216 |
Settlements of deferred compensation obligation with trust assets | $ 37 | ||
Tax benefit from share-based award activity included in income tax receivable | $ 4,310 | ||
Deferred offering costs included in accounts payable and accrued expenses | 193 | ||
Issuance of restricted stock for notes receivable | 21 | ||
Deemed capital (distribution) from Marcus & Millichap Company | $ (3,291) |
Description of Business and Bas
Description of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | 1. Description of Business and Basis of Presentation 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 December 31, 2015, MMI operates 79 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. On November 5, 2013, MMI completed its initial public offering (“IPO”) of 6,900,000 shares of common stock at a price to the public of $12.00 per share of which 4,173,413 shares were sold by the Company and 2,726,587 shares were sold by certain selling stockholders. See Note 9 – “Stockholders’ Equity” for additional information on IPO. Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Prior to the Spin-Off, MMI and MMREIS were affiliates under common control and in connection with the Spin-Off, the assets and liabilities of MMREIS were recorded at carryover basis. The historical financial statements of MMREIS, as the Company’s predecessor, have been presented as the historical financial statements of MMI for all periods prior to the Spin-Off from the beginning of the earliest period presented. Consolidation The 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. Reclassifications Certain prior-period amounts in the consolidated financial statements and notes thereto, have been reclassified to conform to the current period presentation. These changes had no impact on the previously reported consolidated results of operations, total assets, total liabilities, stockholders’ equity or cash flow subtotals. |
Accounting Policies
Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Accounting Policies | 2. Accounting Policies Cash and Cash Equivalents The Company considers cash and cash equivalents to include short-term, highly liquid investments with maturities of three months or less when purchased. At December 31, 2015 and 2014, a significant portion of the balance of cash and cash equivalents was principally held with four financial institutions and one money market fund. Management believes the likelihood of realizing material losses from the excess of cash balances over federally insured limits is remote. Prior to its termination on June 30, 2013, the majority of the cash generated and used in the Company’s operations was subject to a treasury management service agreement which swept excess daily into MMC’s money market account. The Company was credited with interest income from MMC at the same interest rate as MMC earned on the money market account. Revenue Recognition The Company generates real estate brokerage commissions by acting as a broker for real estate owners or investors seeking to buy or sell commercial properties. Revenues from real estate brokerage commissions are recognized when there is persuasive evidence of an arrangement, all services have been provided, the price is fixed and determinable and collectability is reasonably assured. These criteria are typically met at the close of escrow. The Company generates financing fees from securing financing on purchase transactions as well as fees earned from refinancing its clients’ existing mortgage debt and other financing activities. Revenues from financing fees are recognized at the time the loan closes and there are no remaining significant obligations for performance in connection with the transaction. Other revenues include fees generated from consulting and advisory services, as well as referral fees from other real estate brokers. Revenues from these services are recognized as the services are provided or upon closing of the transaction. Commissions Receivable Commissions receivable consists of commissions earned on brokerage transactions for which payment has not yet been received. The Company evaluates the need for an allowance for doubtful accounts based on the specific-identification of potentially uncollectible accounts. The majority of commissions receivable are settled within 10 days after the close of escrow. As a result, the Company did not require an allowance for commissions receivable at December 31, 2015 or 2014. Cost of Services Cost of services principally consists of commissions and other costs for the Company’s investment sales and financing professionals related to transactions closed in the period. Investment sales and financing professionals’ commissions are generally paid on transaction revenues and includes referral and other revenues generated by the Company’s investment sales and financing professionals. Investment sales and financing professionals are compensated at commission rates based on individual agreements and portions of the commissions due may be deferred in accordance with their contracts. Investments in Marketable Securities, Available-for-Sale The Company maintains a portfolio of investments in a variety of fixed and variable rate securities, including U.S. treasuries U.S. government sponsored entities, corporate debt securities and asset-backed securities and other. The Company considers its investment in marketable securities to be available-for-sale. Accordingly, these investments are recorded at their fair values, with unrealized gains or losses recorded in other comprehensive income (loss), net of tax. The Company determines the appropriate classification of investments in marketable securities at the time of purchase. Interest along with accretion and amortization of purchase premiums and discounts, which are recorded over the remaining weighted average life of the security, are included in other income (expense), net in the consolidated statements of net and comprehensive income. See Note 5 – “Investments in Marketable Securities” for additional information. 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 time frame 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 December 31, 2015 and has determined that no investments with unrealized losses are other-than-temporarily impaired. The Company has no current intent to sell and it is not more likely than not that the Company will be required to sell these investments before recovery of their amortized cost basis, which may be at maturity. The Company may sell certain of its marketable securities, available-for-sale prior to their stated maturities for strategic reasons including, but not limited to, anticipation of credit deterioration and duration management. Assets Held in Rabbi Trust The Company provides a non-qualified deferred compensation program to certain employees. Deferred amounts are invested in variable whole life insurance policies owned by the Company for the participants benefit and held in a Rabbi Trust. Participants elect to invest in various equity and debt securities offered within the plan on a notional basis. The net change in the carrying value of the underlying assets held in the Rabbi Trust is recorded in other income (expense), net. The change in the deferred compensation liability as a result the change in the notional value of the participants accounts is recorded as a component of selling general and administrative expenses in the consolidated statements of net and comprehensive income. Recurring Fair Value Measurements The Company carries its investments including investments in marketable securities, available-for-sale and assets held in the Rabbi Trust at fair value. 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 in the Consolidated Balance Sheets 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 marketplace used to measure the fair values as discussed below: • Level 1: • Level 2: • Level 3: Investment in marketable securities, available-for-sale and assets held in the Rabbi Trust are carried at fair value based on observable inputs available. All these securities are measured as Levels 1 or 2 as appropriate. The Company has no investments measured as Level 3. Assets and Liabilities not Measured at Fair Value The Company’s cash and cash equivalents, commissions receivable, amounts due from employees (included in other assets, net current and other asset non-current captions), 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 and 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. Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation and amortization. The Company uses the straight-line method for depreciation and amortization. Depreciation and amortization are provided over estimated useful lives ranging from three to seven years. The Company evaluates its fixed assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Other Assets Other assets consist primarily of amounts due from the Company’s investment sales and financing professionals, security deposits made in connection with operating leases, customer trust accounts, employee notes receivable and other receivables. The Company, from time to time, advances funds to or on behalf of its investment sales and financing professionals. Certain amounts may bear a nominal interest rate, with any cash receipts on notes applied first to any unpaid principal balance prior to any income being recognized. The Company generally has the ability to collect a portion of these amounts from future commissions due to the investment sales and financing professional. The Company may forgive a portion of the amount over time depending on the nature of the advance generally ratably over a contracted service period. Amounts forgiven are charged to cost of services at the time the amounts are forgiven. The Company evaluates the need for an allowance for these amounts based on the specific identification of potentially uncollectible amounts and provides an allowance based on consideration of historical experience. Amounts are written off upon separation from the Company of the investment sales and financing professional as a service provider or when amounts are determined to be no longer collectable. In connection with a brokerage transaction, the Company may need to, or be required to, hold cash in escrow for a transaction participant. These amount are deposited into separate customer trust accounts controlled by the Company. The amounts are included in current other assets, net with a corresponding liability included in accounts payable and accrued expenses, both in the Consolidated Balance Sheets. Leases The Company leases all of its facilities under operating lease agreements. Lease agreements may contain periods of free rent or reduced rent or contain predetermined fixed increases in the minimum rent. The Company recognizes the minimum lease payments as rent expense on a straight-line basis over the noncancellable term of the lease. The Company records the difference between the amount charged to rent expense and the rent paid as a deferred rent obligation. The Company typically leases general purpose built-out office space, which reverts to the lessor upon termination of the lease. Any payments for improvements, net of incentives received, are recorded as prepaid rent. Prepaid rent is amortized using the straight-line method over the expected lease term as a charge to rent expense. Advertising Costs Advertising costs are expensed as incurred. Advertising costs are included in selling, general, and administrative expense in the accompanying consolidated statements of net and comprehensive income. Advertising expense for the years ended December 31, 2015, 2014 and 2013 was $1.1 million, $965,000 and $975,000, respectively. Income Taxes The Company accounts for income taxes under the asset and liability method. The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to (1) differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis, and (2) operating losses and tax credit carryforwards. The Company measures existing deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which the Company expects to have temporary differences to be realized or settled. The Company recognizes into income the effect on deferred tax assets and liabilities of a change in tax rates in the period that includes the enactment date. The Company periodically evaluates the deferred tax assets to assess whether it is likely that the deferred tax assets will be realized. In determining whether a valuation allowance is required, the Company considers the timing of deferred tax reversals, current year taxable income and historical performance. Valuation allowances are provided against deferred tax assets when it is more-likely-than-not that some portion or all of the deferred tax asset will not be realized. Because of the nature of the Company’s business, which includes activity in the U.S. and Canada, incorporating numerous states and provinces as well as local jurisdictions, the Company’s tax position can be complex. As such, the Company’s effective tax rate is subject to changes as a result of changes in the mix of its activity in the various jurisdictions in which the Company operates including changes in tax rates, state apportionment, tax related interest and penalties, valuation allowances and other permanent items. The threshold for recognizing the benefits of tax return positions in the financial statements is “more likely than not” to be sustained by the taxing authority and requires measurement of a tax position meeting the more-likely-than-not criterion, based on the largest benefit that is more than 50% likely to be realized. The Company’s inventory of tax positions has been assessed with respect to all applicable income tax issues for all open tax years (in each respective jurisdiction), and has concluded that no uncertain tax positions are required to be recognized in the Company’s consolidated financial statements. The Company recognizes interest and penalties incurred as income tax expense. Prior to the IPO, the Company was part of a consolidated federal income tax return and various combined and consolidated state tax returns that were filed by its previous parent. The Company had a tax-sharing agreement whereby the Company provided for income taxes in its consolidated statements of net and comprehensive income using an effective tax rate of 43.5%. In addition, all deferred tax assets and liabilities were recorded by its parent. As part of the Spin-Off, the Company’s tax sharing agreement with its former parent was terminated effective October 31, 2013 and the Company’s allocable net deferred tax assets were transferred to the Company. Stock-Based Compensation The Company follows the accounting guidance for share based payments which requires the measurement and recognition of compensation expense for all stock based awards made to employees, independent contractors and non-employee directors. Awards are issued under the 2013 Omnibus Equity Incentive Plan (the “2013 Plan”) and 2013 Employee Stock Purchase Plan (“2013 ESPP Plan”). For awards made to the Company’s employees and directors, the Company initially values its restricted stock units and restricted stock awards based on the grant date closing price of the Company’s common stock. For awards with periodic vesting, the Company recognizes the related expense on a straight-line basis over the requisite service period for the entire award, subject to periodic adjustments to ensure that the cumulative amount of expense recognized through the end of any reporting period is at least equal to the portion of the grant date value of the award that has vested through that date. For awards made to independent contractors, which are the Company’s investment sales and financing professionals, the Company determined that the fair value of the award shall be measured based on the fair value of the equity instrument as it is more reliably measureable than the fair value of the consideration received. The Company uses the grant date as the performance commitment date, and the measurement date for these awards is the date the services are completed, which is the vesting date. As a result, the Company records stock-based compensation for these awards over the vesting period on a straight-line basis with periodic adjustments during the vesting period for changes in the fair value of the awards. For the above awards, the Company estimates forfeitures at the time of grant in order to estimate the amount of share-based payment awards ultimately expected to vest and adjusts the recorded expense accordingly. The Company calculates a separate forfeiture rate for awards to its employees and independent contractors. Forfeitures are required to be revised, if necessary, in subsequent periods. If estimated and actual forfeitures differ from these initial estimates, the Company adjusts the cumulative expense as appropriate to account for the change in the estimated forfeiture rates. If there are any modifications or cancellations of the underlying unvested share-based awards, the Company may be required to accelerate, increase or cancel any remaining unrecognized stock-based compensation expense. Stock-based compensation expense is included in general and administrative expense in the accompanying consolidated statements of net and comprehensive income. For awards issued under the 2013 ESPP Plan, the Company determined that the plan was a compensatory plan and is required to expense the fair value of the awards over each six-month offering period. The Company estimates the fair value of these awards 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 no forfeiture rate and includes no expected dividend yield as the Company has not, and currently does not intend to pay a regular dividend. See Note 9 – “Stockholders’ Equity” for additional information on dividends. Stock-Based Compensation Prior to the IPO MMREIS historically issued stock options and stock appreciation rights, or SARs, to key employees through a book value, stock-based compensation award program (the “Program”). The Program allowed for employees to exercise stock options in exchange for shares of unvested restricted common stock. The Program also allowed employees to exercise options through the issuance of notes receivable, which were recourse to the employee. The determination of the grant price and repurchase price of stock-based awards at the grant date and repurchase date were fixed as determined by a valuation formula using book value, as defined by the agreements between MMREIS and the employees. The stock awards generally vested over a three to five-year period. Under these plans, MMREIS retained the right to repurchase shares if certain events occurred, which included termination of employment. In these circumstances, the plan document provided for repurchase proceeds to be settled in the form of a note payable to (former) shareholders or cash, which was settled over a fixed period. While MMREIS had entered into the agreements to repurchase the stock and settle the SARs held by employees upon termination of their employment (subject to certain conditions as specified in the agreements), MMC had historically assumed the obligation to make payments to the former shareholders. While MMREIS recognized the compensation expense associated with these share-based payment arrangements, the liability had historically been assumed by MMC through a deemed contribution, which then has paid the former shareholders over time. The accounting for the stock options and SARs awards, including MMC’s assumption of MMREIS repurchase obligations, is discussed below. Restricted Common Stock Since stock options only allowed the grantee the right to acquire shares of unvested restricted common stock at book value, which was determined on an annual basis, MMREIS accounted for the stock options and the related unvested restricted stock, as a single instrument, with a single service period. The service period began on the option grant date, and extended through the exercise and subsequent vesting period of the restricted stock. The unvested restricted common stock was accounted for in accordance with ASC 718. Increases or decreases in the formula settlement value of unvested restricted stock subsequent to the grant date, were recorded as increases or decreases, respectively, to compensation expense, with decreases limited to the book value of the stock on the date of grant. As MMC had assumed the Company’s obligation with respect to any appreciation in the value of the underlying vested awards in excess of the employees’ exercise price, MMC was deemed to make a capital contribution to the Company’s additional paid-in capital equal to the amount of compensation expense recorded, net of the applicable taxes. Based on the tax-sharing agreement between the Company and MMC, the tax deduction for the compensation expense recorded by the Company was allocated to MMC. MMC recorded the liability related to the appreciation in the value of the underlying stock in its consolidated financial statements. To the extent of any depreciation in the value of the underlying vested awards (limited to the amount of any appreciation previously recorded from the employees ‘original exercise price), compensation expense was reduced and MMC was deemed to receive a capital distribution. SARs SARs granted to employees were accounted for in accordance with ASC 718. Compensation expense related to the SARs was recorded in each period and was equal to the appreciation in the formula-settlement value of vested SARs at the end of each reporting period-end from the prior reporting period-end. As MMC had assumed the Company’s obligation with respect to any appreciation in the value of the vested SARs, MMC was deemed to make a capital contribution to the Company’s additional paid-in capital equal to the amount of compensation expense recorded, net of the applicable taxes. Based on the tax-sharing agreement entered between the Company and MMC, the tax deduction for the compensation expense recorded by the Company was allocated to MMC. MMC recorded the liability related to the appreciation in the value of the underlying stock in its consolidated financial statements. To the extent of any depreciation in the value of the vested SARs (limited to the amount of any appreciation previously recorded), compensation expense was reduced and MMC was deemed to have received a capital distribution. Earnings per Share Earnings per share is calculated using net income attributable to Marcus & Millichap, Inc. subsequent to the IPO on October 31, 2013. Earnings per share prior to the IPO has not been presented as the holders of MMREIS Series A Redeemable Preferred Stock were entitled to receive discretionary dividends, payable in preference and priority to any distribution on MMREIS common stock. Since MMREIS typically distributed its earnings to the Series A Preferred stockholders on a quarter-in-arrears basis, earnings per share information for MMREIS common stock prior to the IPO was not meaningful. Basic weighted average shares outstanding includes vested, but un-issued, Deferred Stock Units (“DSU’s). The difference between basic and diluted weighted average shares outstanding represents the dilutive impact of common stock equivalents consisting of shares to be issued under the 2013 Plan and 2013 ESPP Plan. Foreign Currency Translation The Company prepares the financial statements of its Canadian subsidiary using the local currency as the functional currency. The assets and liabilities of the Company’s Canadian subsidiary are translated in to U.S. dollars at the rates of exchange at the balance sheet date with the resulting translation adjustments included as a separate component of stockholder’s equity through other comprehensive income (loss) in the consolidated statements of net and comprehensive income. Income and expenses are translated at the average monthly rates of exchange. The Company includes gains and losses from foreign currency transactions in other income (expense), net in the consolidated statements of net and comprehensive income. The effect of foreign currency translation on cash and cash equivalent is reflected in cash flows from operating activities on the consolidated statements of cash flows, and is not material for any period presented. Taxes Collected From Clients and Remitted to Governmental Authorities The Company accounts for tax assessed by any governmental authority that is based on revenue or transaction value (i.e. sales, use and value added taxes) on a net basis, and, accordingly, such amounts are not included in revenue. Collected amounts are recorded as a current liability until paid. 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 periods. Actual results could differ from those estimates. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and cash equivalents, due from independent contractors, investments in marketable securities, available-for-sale, security deposits (included under other assets, non-current caption) and commissions receivables. Cash is placed with high-credit quality financial institutions and invested 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. The Company historically has not experienced any losses related to cash and cash equivalents. 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 performs ongoing credit evaluations of its customers and debtors and requires collateral on a case-by-case basis. The Company maintains allowances, as needed, for estimated credit losses based on management’s assessment of the likelihood of collection. For the twelve months ended December 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 credit risk. Segment Reporting The Company follows the guidance for segment reporting, which requires reporting information on operating segments in interim and annual financial statements. An operating segment is defined as a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses whose separate financial information is available and is evaluated regularly by the Chief Operating Decision Maker (“CODM”) or decision making group, to perform resource allocations and performance assessments. The CODMs are the Chief Executive Officer, Senior Executive Vice President and Chief Financial Officer. The CODMs review financial information presented on an office-by-office basis for purposes of making operating decisions, assessing financial performance and allocating resources. Based on the evaluation of the Company’s financial information, management believes that the Company’s offices represent individual operating segments with similar economic characteristics that meet the criteria for aggregation into a single reportable segment for financial reporting purposes. The Company’s financing operations may represent an individual operating segment; however, it does not meet the thresholds to be presented as a separate reportable segment. Recent Accounting Pronouncements In 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 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. Following FASB’s finalization of a one year deferral of ASU 2014-09, the ASU is now 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. For the Company, the new standard will be effective January 1, 2017. The Company does not have multiple-element arrangements, variable consideration, licenses and long-term contracts with customers. Accordingly, the Company does not expect this standard to have a significant effect on its revenue recognition. The Company is currently evaluating the impact of this new standard and will select a transition method when the effect is determined. In August 2014, the FASB issued ASU 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 does not anticipate that the adoption will have an impact on the Company’s consolidated financial position or results of operations. In April 2015, the FASB issued ASU 2015-03, Interest – Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”), which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the associated debt liability. ASU 2015-03 does not change the amortization of debt issuance costs, which continues to follow the existing accounting guidance. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (“ASU 2015-15”), which codified the SEC’s comments that the “SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement”. ASU 2015-03 and ASU 2015-15 are effective for interim and annual reporting periods beginning after December 15, 2015 and early adoption is permitted. The Company early adopted ASU 2015-03 and ASU 2015-15 during the quarter ended September 30, 2015. The adoption of ASU 2015-03 and ASU 2015-15, did not have any impact on the Company’s consolidated financial position or results of operations. In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”) |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 3. Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): December 31, 2015 2014 Computer software and hardware equipment $ 10,973 $ 8,769 Furniture, fixtures, and equipment 17,047 14,684 Less: accumulated depreciation and amortization (16,441 ) (15,760 ) $ 11,579 $ 7,693 During the year ended December 31, 2015, the Company wrote-off approximately $2.7 million of fully depreciated computer software and hardware and furniture fixtures, and equipment no longer in use. |
Selected Balance Sheet Data
Selected Balance Sheet Data | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Selected Balance Sheet Data | 4. Selected Balance Sheet Data Other Assets Other assets consisted of the following (in thousands): Current Non-Current 2015 2014 2015 2014 Due from independent contractors, net (1) (2) $ 2,545 $ 1,577 $ 7,358 $ 1,820 Security deposits — — 1,425 1,240 Employee notes receivable (3) 224 216 158 162 Customer trust accounts and other 2,367 1,262 175 222 $ 5,136 $ 3,055 $ 9,116 $ 3,444 (1) Represents amounts advanced, notes receivable and other receivables due from the Company’s investment 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. As of December 31, 2015 and 2014, the weighted average interest rate for notes receivable due from the Company’s investment sales and financing professionals was approximately 2.9% and 2.8%, respectively. Any cash receipts on notes are applied first to unpaid principal balance prior to any income being recognized. (2) Includes allowance for doubtful accounts related to current receivables of $359 and $193 as of December 31, 2015 and 2014, respectively. The Company recorded a provision for bad debt expense of $281, $29 and $207 and wrote off $115, $59 and $152 of these receivables for the years ended December 31, 2015, 2014 and 2013, respectively. (3) See Note 7 – “Related-Party Transactions” for additional information. Deferred Compensation and Commissions Deferred compensation and commissions consisted of the following (in thousands): December 31, 2015 2014 SARs liability $ 21,399 $ 20,542 Commissions payable to investment sales and financing professionals 17,015 12,176 Deferred compensation liability 5,264 3,863 $ 43,678 $ 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, 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. MMI recorded interest expense related to this liability of $857,000 and $984,000, for the years ended December 31, 2015 and 2014, respectively. During 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 assets held in rabbi trust in the accompanying 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 assets held in the rabbi trust and the net change in the carrying value of the deferred compensation obligation, each exclusive of additional contributions, distributions and trust expenses consisted of the following (in thousands): December 31, 2015 2014 2013 (Decrease) increase in the carrying value of the assets held in the rabbi trust (1) $ (57 ) $ 290 $ 495 (Decrease) increase in the carrying value of the deferred compensation obligation (2) $ (67 ) $ 313 $ 504 (1) Recorded in other income (expense), net in the consolidated statements of net and comprehensive income. (2) Recorded in selling, general and administrative expense in the consolidated statements of net and comprehensive income. |
Investments in Marketable Secur
Investments in Marketable Securities | 12 Months Ended |
Dec. 31, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Marketable Securities | 5. 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): December 31, 2015 December 31, 2014 Amortized Gross Gross Fair Amortized Gross Gross Fair Short-term investments: U.S. Treasuries $ 62,343 $ — $ (71 ) $ 62,272 $ — $ — $ — $ — U.S. Government Sponsored Entities 17,571 — (12 ) 17,559 — — — — Asset-backed securities and other 29 — — 29 — — — — $ 79,943 $ — $ (83 ) $ 79,860 $ — $ — $ — $ — Long-term investments: U.S. Treasuries $ 15,283 $ — $ (112 ) $ 15,171 $ 2,974 $ 7 $ — $ 2,981 U.S. Government Sponsored Entities 12,107 — (85 ) 12,022 2,019 — (3 ) 2,016 Corporate debt securities 17,219 5 (519 ) 16,705 7,442 48 (12 ) 7,478 Asset-backed securities and other 10,649 — (152 ) 10,497 2,277 4 (4 ) 2,277 $ 55,258 $ 5 $ (868 ) $ 54,395 $ 14,712 $ 59 $ (19 ) $ 14,752 The amortized cost and fair value of the Company’s investments in available-for-sale securities that have been in a continuous unrealized loss position consisted of the following (in thousands): December 31, 2015 December 31, 2014 Unrealized Fair Value Unrealized Fair Less than 12 months $ (951 ) $ 129,117 $ (19 ) $ 5,363 12 months or longer $ — $ — $ — $ — Gross realized gains and gross realized losses from the sales of the Company’s available-for-sale securities consisted of the following (in thousands): December 31, 2015 2014 Gross realized gain (1) $ 135 $ — Gross realized loss (1) $ (3 ) $ — (1) Recorded in other income (expense), net in the consolidated statements of net and comprehensive income. The cost basis of securities sold were determined on the specific identification method. The Company may sell certain of its marketable securities, available-for-sale prior to their stated maturities for strategic reasons including, but not limited to, anticipation of credit deterioration and duration management. As of December 31, 2015, the Company considers the declines in market value of its marketable securities, available-for-sale to be temporary in nature and does not consider any of its investments other-than-temporarily impaired. The Company typically invests in highly-rated securities, and its investment policy generally limits the amount of credit exposure to any one issuer. The policy generally requires investments to be investment grade, with the primary objective of minimizing the potential risk of principal loss and matching long-term liabilities. When evaluating an investment for other-than-temporary impairment the Company reviews factors such as the length of time and extent to which fair value has been below its cost basis, the financial condition of the issuer and any changes thereto, changes in market interest rates and the Company’s intent to sell, or whether it is more likely than not it will be required to sell the investment before recovery of the investment’s cost basis. Amortized cost and fair value of marketable securities, available-for-sale, by contractual maturity consisted of the following (in thousands): December 31, 2015 December 31, 2014 Amortized Fair Value Amortized Fair Due in one year or less $ 79,943 $ 79,860 $ — $ — Due after one year through five years 28,634 28,465 4,679 4,679 Due after five years through ten years 18,020 17,466 5,652 5,662 Due after ten years 8,604 8,464 4,381 4,411 $ 135,201 $ 134,255 $ 14,712 $ 14,752 Weighted average maturity 3.3 years 9.6 years Actual maturities may differ from contractual maturities because certain borrowers have the right to prepay certain obligations with or without prepayment penalties. |
Notes Payable to Former Stockho
Notes Payable to Former Stockholders | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Notes Payable to Former Stockholders | 6. 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 due during the second quarter of 2020. During each of the years ended December 31, 2015 and 2014, the Company made total payments on the Notes of $1.5 million (includes principal and interest). Accrued interest pertaining to the Notes consisted of the following (in thousands): December 31, 2015 2014 Accrued interest (1) $ 367 $ 396 (1) Recorded in accounts payable and accrued expenses in the accompanying consolidated balance sheets. Interest expense pertaining to the Notes consisted of the following (in thousands): December 31, 2015 2014 Interest expense $ 548 $ 591 Future minimum principal payments for the Notes for restricted stock and SARs consisted of the following (in thousands): December 31, 2015 2016 $ 939 2017 985 2018 1,035 2019 1,087 2020 6,564 $ 10,610 |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 7. 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. The Company was charged $4.3 million (including $3.2 million for reimbursement for health insurance premiums) during the year ended December 31, 2013. 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. In April 2014, the Company established its own health insurance plan significantly reducing the reliance on the TSA. During the years ended December 31, 2015, 2014 and 2013, the Company incurred $257,000, $1.3 million and $824,000 under the TSA of which $0, $1.0 million and $687,000 was incurred for reimbursement of health insurance premiums for the years ended December 31, 2015, 2014 and 2013, respectively. These amounts are included in selling, general and administrative expense in the accompanying consolidated statements of net and comprehensive income. As of December 31, 2015 and 2014, $96,000 and $97,000, respectively, remains unpaid and is included in accounts payable and accrued expenses in the accompanying 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 years ended December 31, 2015, 2014 and 2013, the Company recorded real estate brokerage commissions and financing fees of $2.7 million, $1.3 million and $735,000, respectively, from subsidiaries of MMC related to these services. The Company incurred cost of services of $1.6 million, $816,000 and $441,000, respectively, related to these revenues. Operating Lease with MMC The Company has an operating lease with MMC for a single story office building located in Palo Alto, California, which was amended in 2015 with a new expiration date of May 31, 2022. Rent expense for this lease totaled $693,500, $438,000 and $398,000 for the years ended December 31, 2015, 2014 and 2013, respectively. Rent expense is included in selling, general and administrative expense in the accompanying consolidated statements of net and comprehensive income. Other The Company makes advances to non-executive employees from time-to-time. At December 31, 2015 and 2014, the aggregate principal amount for employee loans outstanding was $382,000 and $378,000, respectively, which is included in other assets, net current and other assets non-current captions in the accompanying consolidated balance sheets. See Note 9 – “Stockholders’ Equity” for information on pre-IPO dividends to MMC. As of December 31, 2015, George M. Marcus, the Company’s founder and Co-Chairman, beneficially owned approximately 56% of the Company’s issued and outstanding common stock, including shares owned by Phoenix Investments Holdings, LLC (“Phoenix”) and the George and Judy Marcus Family Foundation. 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, including common stock beneficially owned by George M. 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, during the first quarter of 2015, the Company incurred approximately $113,000 of costs, which were reimbursed by the selling stockholders during the second quarter of 2015. Prior to its termination on June 30, 2013, the Company was subject to a cash sweep arrangement with MMC. Under the arrangement, the Company’s cash was swept daily into an MMC money market account. The Company received interest on the balances held in the sweep accounts. The Company earned interest of $74,000 on the balances for the years ended December 31, 2013. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 8. Fair Value Measurements Recurring Fair Value Measurements The Company values its investments including assets held in rabbi trust, money market funds and investments in marketable securities, available-for-sale at fair value on a recurring basis. Fair values were determined for each individual security in the investment portfolio. Investments carried at fair value are categorized into one of the three categories described in Note 2 – “Accounting Policies” and consisted of the following (in thousands): December 31, 2015 December 31, 2014 Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Assets held in rabbi trust $ 5,661 $ — $ 5,661 $ — $ 4,332 $ — $ 4,332 $ — Money market funds (1) $ 5,987 $ 5,987 $ — $ — $ 25,310 $ 25,310 $ — $ — Marketable securities, available-for-sale: Short-term investments: U.S. Treasuries $ 62,272 $ 62,272 $ — $ — $ — $ — $ — $ — U.S. Government Sponsored Entities 17,559 — 17,559 — — — — — Asset-backed securities and other 29 — 29 — — — — — $ 79,860 $ 62,272 $ 17,588 $ — $ — $ — $ — $ — Long-term investments: U.S. Treasuries $ 15,171 $ 15,171 $ — $ — $ 2,981 $ 2,981 $ — $ — U.S. Government Sponsored Entities 12,022 — 12,022 — 2,016 — 2,016 — Corporate debt securities 16,705 — 16,705 — 7,478 — 7,478 — Asset-backed securities and other 10,497 — 10,497 — 2,277 — 2,277 — $ 54,395 $ 15,171 $ 39,224 $ — $ 14,752 $ 2,981 $ 11,771 $ — (1) Included in cash and cash equivalents. See Note 2 – “Accounting Policies” for information on fair value of the Company’s other financial instruments. There were no transfers in or out of Level 1 and Level 2 during the year ended December 31, 2015. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity Stockholders’ Equity Subsequent to the IPO Common Stock As of December 31, 2015 and 2014, there were 37,396,456 and 36,918,442 shares of common stock, $0.0001 par value, issued and outstanding, which includes unvested restricted stock awards issued to non-employee directors, respectively. See Note 13 – “Earnings Per Share” for additional information. 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 December 31, 2015 and 2014, there were no preferred shares issued or outstanding. Accumulated Other Comprehensive (Loss) Income The components of accumulated other comprehensive (loss) income as of December 31, 2015, by component, net of income taxes consisted of the following (in thousands): Unrealized Foreign translation (2) Total Beginning balance, December 31, 2014 $ 24 $ 135 $ 159 Other comprehensive (loss) income before reclassifications (608 ) 890 282 Amounts reclassified from accumulated other comprehensive (loss) income (1) 16 — 16 Net current-period other (loss) comprehensive income (592 ) 890 298 Ending balance, December 31, 2015 $ (568 ) $ 1,025 $ 457 (1) Included as a component of other income (expense), net in the consolidated statements of net and comprehensive income. The reclassifications were determined on a specific identification basis. (2) Deferred taxes are not provided for the cumulative translation adjustment as the subsidiary has no earnings and profits. See Note 11 – “Income Taxes” for additional information. Stockholders’ Equity Prior to the IPO and Transactions in Connection with the IPO Preferred Stock Prior to the IPO, MMREIS had issued and outstanding 1,000 shares of Series A Redeemable Preferred Stock (“pre-IPO Series A Preferred”) and 234,489 shares of common stock. Terms of the pre-IPO Series A Preferred were as follows: Liquidation Preference In the event of voluntary or involuntary liquidation, the pre-IPO Series A Preferred stockholders were entitled to be paid, before any payment was to be made in respect of MMREIS’s common stock, an amount equal to $10 per share of pre-IPO Series A Preferred plus all accrued but unpaid dividends for each share of pre-IPO Series A Preferred. If, upon liquidation, the assets of MMREIS available for distribution to its stockholders were insufficient to pay the holders of pre-IPO Series A Preferred, the entire remaining assets of MMREIS available for distribution would have been distributed ratably among the holders of the pre-IPO Series A Preferred in proportion to the full amount to which they would have otherwise been respectively entitled. After the payment or setting apart for payment to the holders of the pre-IPO Series A Preferred, the remaining assets and funds of MMREIS available for distribution to the stockholders would have been distributed among the holders of pre-IPO common stock pro rata on the basis of the number of shares of pre-IPO common stock then outstanding. Redemption MMREIS was permitted to redeem any or all shares of pre-IPO Series A Preferred by paying an amount equal to $10 per share plus all declared and unpaid dividends with respect to such shares at the redemption date. The pre-IPO Series A Preferred shares were not convertible into common stock. Voting Rights The pre-IPO Series A Preferred stockholders did not have voting rights. Pre-IPO Spin-off On October 30, 2013 and prior to completion of the Company’s IPO, MMC and the other stockholders of MMREIS contributed all of the 1,000 issued and outstanding shares of the pre-IPO Series A Preferred, $10.00 par value and 234,489 of the issued and outstanding shares of MMREIS common stock, $1.00 par value, in exchange for 32,357,901 shares of the new Marcus & Millichap common stock, $0.0001 par value. The 234,489 issued and outstanding shares of MMREIS common stock included 28,749 shares owned by MMREIS managing directors. Initial Public Offering On November 5, 2013, the Company completed its IPO of 6,900,000 shares of common stock at a price to the public of $12.00 per share. The Company sold 4,173,413 shares of common stock in the IPO, including 900,000 shares of common stock pursuant to the exercise of the underwriters’ option to purchase additional shares. Selling stockholders sold an aggregate of 2,726,587 shares in the IPO at the same price to the public. The Company did not receive any of the proceeds from the sale of such shares by the selling stockholders. The Company received proceeds from its IPO of $42.3 million, including the underwriters’ full exercise of their option to purchase additional shares and after deducting the underwriting discounts and commissions of $3.5 million and IPO related expenses of $4.3 million. Dividends Prior to the IPO, MMREIS distributed substantially all of its net income to MMC in the form of cash dividends. The stockholders of the pre-IPO Series A Preferred were entitled to receive dividends, payable in preference and priority to any distribution on common stock, at a rate determined by the board of directors, when and as declared by the board of directors. The right to dividends on the pre-IPO Series A Preferred was not cumulative, and no right accrued to the holders of the pre-IPO Series A Preferred by reason of the fact that dividends on such shares were not declared and paid in any prior year, nor are any undeclared or unpaid dividends entitled to bear or accrue interest. No dividends were paid with respect to common stock unless the pre-IPO Series A Preferred stockholders received a dividend return in such year in the amount of $10 for each outstanding share of the pre-IPO Series A Preferred. To the extent that dividends were declared on any common share, a dividend in an equal amount was to be paid on each outstanding share of pre-IPO Series A Preferred. Total dividends declared and paid on the pre-IPO Series A Preferred shares for the twelve months ended December 31, 2013 were $37.7 million. No dividends were declared for pre-IPO common stock for the twelve months ended December 31, 2013. Deemed Capital Contribution (Distribution) from MMC MMC accounted for stock-based compensation and was deemed to make a capital contribution to MMREIS’s additional paid-in capital equal to the amount of stock-based compensation expense attributable to MMREIS. The amounts recorded were net of the applicable taxes in accordance with the tax-sharing agreement between MMREIS and MMC, as the tax deduction on the compensation expense recorded by MMREIS was allocated to MMC. In conjunction with the Spin-Off, IPO and the termination of the tax-sharing agreement between MMREIS and MMC, certain liabilities and legal obligations of MMREIS that had been previously assumed by MMC were transferred back to MMREIS as non-cash deemed contributions (distributions) from MMC. Such liabilities and legal obligations included (i) the assumption of a liability of $20.0 million related to amounts frozen under the SARs program based on a frozen value calculated as of March 31, 2013; (ii) the assumption of a liability of $12.2 million related to notes payable to certain former stockholders of MMREIS in settlement of SARs and restricted stock awards which were redeemed by MMREIS upon the termination of employment by these former stockholders; (iii) the assumption of a liability of approximately $318,000 related to interest payable associated with notes payable to former stockholders. See Note 6 – “Notes Payable to Former Stockholders” for additional information; and (iv) deferred tax assets, net totaling $26.6 million using an effective tax rate of 40.0% primarily pertaining to these and other items in connection with IPO. See Note 11 – “Income Taxes” for additional information. A summary of the deemed capital contributions (distributions) from MMC recorded in additional paid in capital for the year ended December 31,2013 consisted of the following (in thousands): Compensation cost for unvested restricted stock and SARs, net of tax $ 2,655 SARs liability (19,970 ) Notes payable to former stockholders (12,230 ) Interest expense related to notes payable to former stockholders (318 ) Deferred taxes assets, net 26,572 $ (3,291 ) |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation Plans | 10. Stock-Based Compensation Plans 2013 Omnibus Equity Incentive Plan In October 2013, the board of directors adopted the 2013 Plan, which became effective upon the Company’s IPO. The 2013 Plan, in general, authorizes for 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’s and subsidiary corporations’ employees, independent contractors, directors and consultants. Grants are made from time to time by the Company’s board of directors at its discretion. The following limits apply to any awards granted under the 2013 Plan: • Options and stock appreciation rights • Restricted stock and restricted stock units • 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 December 31, 2015, there were 3,477,730 shares available for future grants under the Plan. Awards Granted in Connection with the IPO In November 2013, MMI issued the following equity awards 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 to be granted to the Company’s Co-chairman of the board of directors, William A. Millichap. The DSU’s are fully vested and will be issued ratably over 5 years. In addition, 30,000 shares, in the form of RSAs, were granted to the Company’s non-employee directors. The shares vest ratably over 3 years. All the above awards were granted based on the IPO price of $12.00. Awards Granted and Settled Subsequent to the IPO Under the 2013 Plan, the Company has issued RSA’s to non-employee directors and RSU’s to employees and independent contractors. 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. Awards accelerate upon death subject to approval by the compensation committee. As of December 31, 2015, there were no issued or outstanding options, stock appreciation rights, performance units or performance shares awards. During the year ended December 31, 2015, 455,151 shares of DSUs settled and 17,628 shares of RSAs and 195,830 shares of RSUs vested. During the year ended December 31, 2015, 22,628 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 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 years ended December 31, 2015 and 2014, respectively, the Company recorded windfall tax benefits resulting from the settlement of stock-based award activity, in the amounts of $6.2 million and $4.3 million, respectfully. Such windfall tax benefits are excluded from the provision for income taxes and included as a component of additional paid-in capital when the awards are settled. During the year ended December 31, 2015, the Company realized an aggregate of $10.5 million of windfall tax benefits from stock-based award activity, which is included in cash flows from financing activities in the accompanying consolidated statement of cash flows. Outstanding Awards Activity under the 2013 Plan consisted of the following (dollars in thousands, except per share data): RSA Grants to Non- RSU Grants to RSU Grants to Total Weighted- Nonvested shares at December 31, 2013 30,000 313,155 570,760 913,915 $ 14.46 Granted February 2014 — — 38,088 38,088 May 2014 22,884 6,991 31,780 61,655 August 2014 — 6,346 12,474 18,820 November 2014 — 9,584 4,638 14,222 December 2014 — 216,411 — 216,411 Total Granted 22,884 239,332 86,980 349,196 27.46 Vested (10,002 ) — — (10,002 ) 12.00 Transferred — (8,596 ) 8,596 — 14.54 Forfeited/canceled — (27,454 ) (18,646 ) (46,100 ) 14.65 Nonvested shares at December 31, 2014 (1) 42,882 516,437 647,690 1,207,009 $ 18.23 Granted February 2015 — 15,847 9,720 25,567 May 2015 10,110 8,142 4,212 22,464 August 2015 — 5,607 25,148 30,755 November 2015 — 2,117 7,805 9,922 Total Granted 10,110 31,713 46,885 88,708 42.91 Vested (17,628 ) (57,711 ) (138,119 ) (213,458 ) 14.90 Transferred — (8,423 ) 8,423 — 17.81 Forfeited/canceled — (13,047 ) (43,099 ) (56,146 ) 16.29 Nonvested shares at December 31, 2015 (1) 35,364 468,969 521,780 1,026,113 $ 21.17 Unrecognized stock-based compensation expense as of December 31, 2015 (2) $ 543 $ 8,698 $ 11,180 $ 20,421 Weighted average remaining vesting period (years) as of December 31, 2015 1.77 3.80 3.20 3.42 (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 3.42 years. As of December 31, 2015, 1,365,445 fully vested DSUs s remained outstanding. See “Amendments to Restricted Stock and SARs” section below and Note 13 – “Earnings Per Share” for additional information. Employee Stock Purchase Plan In 2013, the Company adopted the 2013 Employee Stock Purchase Plan (“ESPP Plan”). The ESPP Plan qualifies under Section 423 of the IRS Code and provides for consecutive, non-overlapping 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 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 expects all awards to be delivered and does not intend to pay regular dividends. The ESPP Plan had 366,667 shares of common stock reserved and 307,184 and 341,356 shares of common stock available for issuance at December 31, 2015 and 2014, respectively. 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 provisions of the ESPP Plan, the board of directors determined a share reserve increase was not needed in 2015. At December 31, 2015, total unrecognized compensation cost related to the ESPP Plan was $71,000 and is expected to be recognized over a weighted average period of 0.37 years. Stock Based Compensation Plans Prior to the IPO Restricted Common Stock and SARs MMREIS granted options and SARs under a stock-based compensation award program (“Program”). The granted options were exercisable into shares of unvested restricted pre-IPO common stock. The Program was administered by the board of directors. The board determined the terms of an award, including the amount, number of rights or shares, and vesting period, among others. Options issued generally had terms of one year or less. Restricted pre-IPO common stock issued upon exercise of stock options generally vested over three to five years, and were typically exercised immediately upon grant for a note receivable. The exercise price of the options was based upon a formula equivalent to the net book value of common stock as of the end of the fiscal year immediately preceding the date of issuance. During the year ended December 31, 2013, employees of MMREIS exercised stock options through the issuance of notes receivable. Cash payments on notes receivable were presented as an increase in consolidated stockholders’ equity. Such notes bore interest at a rate of 5% or 6% per annum and were due in defined installments on various remaining dates through April 15, 2016, which was consistent with the vesting periods of the restricted common stock. There were no redemptions or cancelations of stock options during the year ended December 31, 2013. MMREIS’s stock option activity consisted of the following: Year Ended December 31, 2013 Shares Weighted- Options outstanding at beginning of year: 750 $ 28.86 Granted — — Exercised (750 ) 28.86 Options outstanding at end of year — $ — MMREIS’s restricted common stock activity consisted of the following: Year Ended December 31, 2013 Restricted Weighted Restricted common stock outstanding at beginning of year: 27,999 $ 23.67 Issued upon exercise of stock options 750 28.86 Exchange of common stock (1) (28,749 ) — Restricted common stock outstanding at end of year — $ — Restricted common stock vested at end of year — Restricted common stock unvested at end of year — (1) Exchanged for new Marcus & Millichap stock prior to the IPO. Refer to Note 9 – “Stockholders’ Equity” for additional information on the exchange of common stock. MMREIS’s SARs activity consisted of the following: Year Ended SARs outstanding at beginning of period: 28,733 Granted — Settled (1) (28,733 ) SARs outstanding at end of period — SARs vested at end of period — (1) Prior to the IPO, outstanding SAR’s were settled by exchanging the SAR’s for DSU’s for 2,192,413 shares of the new Marcus & Millichap common stock and a fixed SAR’s liability amount. See Amendments to Restricted Stock and SARs Amendments to Restricted Stock and SARs The SARs were frozen at the liability amount, calculated as of March 31, 2013, which will be paid out to each participant in installments upon retirement or departure under the terms of the revised SARs agreements. See Note 4 – “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 stock of MMI 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). For restricted stock held by the plan participants, the formula settlement value of all outstanding shares 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. The modification was accounted for as a probable-to-probable modification in accordance with ASC 718. Total compensation cost recognized at the time of the modification was equal to (i) the unrecognized portion of compensation cost associated with the original awards, and (ii) the incremental cost resulting from the modification. The incremental compensation cost from the modification was the excess of (a) the fair value of the modified awards based upon the initial public offering price of the stock, and (b) the calculated value of the awards prior to the modification based upon the formula settlement value. The fair value of the DSUs was based upon the Company’s IPO price, discounted for the sales restrictions in accordance with ASC 718. The value of the discount was determined using an independent third-party valuation. In addition, as a result of the removal of the formula settlement value, the modification of the unvested restricted stock resulted in the awards being classified as equity awards. The modification, grant of replacement awards and acceleration of vesting of restricted stock and SARs and grants of other stock-based compensation awards in conjunction with the IPO pursuant to the 2013 Plan, resulted in non-cash stock-based compensation charges of $30.9 million during the three months ended December 31, 2013, which are included in stock-based and other compensation in connection with the IPO on the consolidated statements of net and comprehensive income. Deemed Capital Contribution (Distribution) From MMC MMC had assumed MMREIS’s obligation with respect to any appreciation in the value of the underlying vested awards and SARs in excess of the employees’ exercise price. MMC was deemed to make a capital contribution to MMREIS’s additional paid-in capital equal to the amount of compensation expense recorded, net of the applicable taxes. Based on the tax-sharing agreement between MMREIS and MMC, the tax deduction on the compensation expense recorded by MMREIS was allocated to MMC. MMC recorded the liability related to the appreciation in the value of the underlying stock and SARs in its consolidated financial statements. To the extent of any depreciation in the value of the underlying vested awards and SARs (limited to the amount of any appreciation previously recorded from the employees’ original exercise price), compensation expense was reduced and MMC was deemed to receive a capital distribution. The total compensation cost related to unvested stock and SARs was generally recognized over approximately four years. Restricted common stock issued upon exercise of stock options was generally vested over three to five years and stock options typically were exercised immediately for a note receivable. In conjunction with the IPO, the vesting of all unvested restricted stock and all unvested SARs was accelerated. Summary of Stock-Based Compensation Components of stock-based compensation included in selling, general and administrative expense in the consolidated statements of net and comprehensive income consisted of the following (in thousands, except common stock price): Year Ended December 31, 2015 2014 2013 Restricted stock and SARs (prior to IPO) $ — $ — $ 4,679 Stock based compensation in connection with IPO — — 30,886 Employee stock purchase plan 285 128 — RSAs – non-employee directors 319 197 20 RSUs – employees 2,351 817 88 RSUs – independent contractors (1) 4,159 3,892 168 $ 7,114 $ 5,034 $ 35,841 Common stock price at beginning of period $ 33.25 $ 14.90 $ — Common stock price at end of period $ 29.14 $ 33.25 $ 14.90 (Decrease) increase in stock price $ (4.11 ) $ 18.35 $ n/a (1) The Company grants RSUs to independent contractors (i.e. investment 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. Stock-based compensation expense is therefore impacted by the changes in the Company’s common stock price during each reporting period. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The provision for income taxes consists of the following (in thousands): Year Ended December 31, 2015 2014 2013 Income before provision for income taxes: United States $ 116,448 $ 84,797 $ 22,684 Foreign (3,080 ) (1,814 ) (743 ) $ 113,368 $ 82,983 $ 21,941 The provision (benefit) for income taxes consists of the following (in thousands): Federal: Current $ 39,895 $ 28,452 $ 20,245 Deferred (1,853 ) (566 ) (8,077 ) 38,042 27,886 12,168 State: Current 7,058 4,123 2,522 Deferred 1,918 1,443 (1,199 ) 8,976 5,566 1,323 Foreign: Current — — 244 Deferred — — — — — 244 $ 47,018 $ 33,452 $ 13,735 Significant components of the Company’s deferred tax assets, net consisted of the following (in thousands): Year Ended December 31, 2015 2014 Deferred tax assets: Accrued expenses and bonuses $ 1,787 $ 5,435 Bad debt and other reserves 2,178 2,009 Deferred compensation 15,405 8,872 Stock-based compensation 15,984 19,707 Deferred rent 1,735 1,321 Unrealized gain on foreign currency — 56 Net operating and capital loss carryforwards . 1,281 680 Fixed assets and leasehold improvements — 203 Other comprehensive income 382 — State taxes 496 — Deferred tax assets before valuation allowance 39,248 38,283 Valuation allowance (1,311 ) (728 ) $ 37,937 $ 37,555 Deferred Tax Liabilities: Fixed assets and leasehold improvements $ (1,521 ) $ — Prepaid expenses (1,131 ) (1,392 ) Other comprehensive income — (113 ) State taxes — (1,185 ) (2,652 ) (2,690 ) $ 35,285 $ 34,865 As of December 31, 2015 and 2014, the Company had state and Canadian net operating and capital losses (“NOLs”) of approximately $5.7 million and $3.5 million, respectively, which will begin to expire in 2019. Certain limitations may be placed on NOLs as a result of “changes in control” as defined in Section 382 of the Internal Revenue Code. In the event a change in control occurs, it will have the effect of limiting the annual usage of the carryforwards in future years. Additional changes in control in future periods could result in further limitations of the Company’s ability to offset taxable income. In addition, the utilization of these NOLs may be subject to certain limitations under state and foreign laws. A valuation allowance is required when it is more-likely-than not that all or a portion of a deferred tax asset will not be realized. Realization of deferred tax asset is dependent upon taxable income in prior carryback years, estimates of future taxable income, tax planning strategies and reversals of existing taxable temporary differences. Management determined that as of December 31, 2015 and 2014, $1.3 million and $728,000, respectively, of the deferred tax assets related to state and Canadian losses do not satisfy the recognition criteria and therefore have recorded a valuation allowance for this amount. The valuation allowance for deferred tax assets was increased by $583,000, $442,000 and $86,000 during 2015, 2014 and 2013, respectively, and are primarily related to the Company’s Canadian operations. The provision for income taxes differs from the amount computed by applying the statutory federal corporate income tax rate of 35% to income before provision for income taxes and consisted of the following (in thousands): Year Ended December 31, 2015 2014 2013 Income tax expense at the federal statutory rate of 35% $ 39,679 $ 29,044 $ 7,679 State income tax expense, net of federal benefit 4,569 3,622 985 Effect of state tax rate change on deferred taxes 1,273 — — Permanent differences related to compensation charges, net of federal benefit 81 163 3,445 Change in valuation allowance 583 442 86 Differences due to tax-sharing agreement — — 1,265 Other 833 181 275 $ 47,018 $ 33,452 $ 13,735 During the year ended December 31, 2015 and 2014, the Company recorded $10.1 million and $6.9 million, respectively, as a reduction to income tax payable, primarily in connection with the settlement of DSUs/RSUs/RSAs and IPO transaction costs, of which, $6.2 million and $5.2 million, respectively, was credited directly to additional paid-in capital in the accompanying consolidated balance sheets. As of December 31, 2015 and 2014, the Company has no liabilities for unrecognized tax benefits and any related interest or penalties in the consolidated statements of net and comprehensive income. The Company is subject to tax in various jurisdictions and, as a matter or ordinary course, the Company is subject to income tax examinations by the federal, state and foreign taxing authorities for the tax years 2010 to 2015. The Company is not currently under income tax examination by any taxing authorities. The Company has not provided for U.S. taxes on unremitted earnings of its foreign subsidiary as it is operating at a loss and has no earnings and profits to remit. As a result, deferred taxes were not provided related to the cumulative translation adjustments. Prior to the IPO, the Company was part of a consolidated federal income tax return and various combined and consolidated state tax returns that were filed by its former parent. The Company had a tax-sharing agreement whereby the Company provided for income taxes in its consolidated statements of net and comprehensive income using an effective tax rate of 43.5%. In addition, all deferred tax assets and liabilities were recorded by its former parent. As part of the Spin-Off, the Company’s tax sharing agreement with its former parent was terminated effective October 31, 2013. As a result the tax provision for the period November 1, 2013 through December 31, 2013 is calculated under the asset and liability method. Prior to November 1, 2013, all deferred tax assets and liabilities were recorded by MMC. On October 31, 2013, all deferred tax assets and liabilities allocable to the Company aggregating $26.6 million previously recorded by MMC were transferred to the Company. See Note 9 – “Stockholders’ Equity” for additional information. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plans | 12. Retirement Plans Effective January 2014, the Company has its own defined contribution plan (the “Contribution Plan”) under Section 401(k) of the Internal Revenue Code (prior to January 2014 a Contribution Plan was provided by MMC), for all eligible employees who have completed one month of service and have reached age 21. The Contribution Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended. Participants may contribute up to 100% of their annual eligible compensation, subject to IRS limitation and ERISA. The Company makes matching contributions of 50% on the first 8% of employee contributions per pay period up to a maximum of the employee’s compensation, up to a maximum of $4,000 per eligible employee per year. Company matching contributions aggregated $570,000, $429,000 and $321,000 for the years ended December 31, 2015, 2014 and 2013, respectively, which is included in selling, general and administrative expense in the consolidated statements of net and comprehensive income. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 13. Earnings per Share Earnings per share information has not been presented for periods prior to the IPO on October 31, 2013. See Note 2 – “Accounting Policies” for additional information. Computation of basic and diluted earnings per share subsequent to the IPO for the years ended December 31, 2015 and 2014 and the period from October 31, 2013 through December 31, 2013 consisted of the following (in thousands, except per share data): Year Ended December 31, Period from December 31, 2013 (3) 2015 2014 Numerator (Basic and Diluted): Net income $ 66,350 $ 49,531 $ 9,251 Denominator: Basic Weighted average common shares issued and outstanding 37,141 36,660 36,541 Deduct: Unvested RSAs (1) (43 ) (43 ) (30 ) Add: Fully vested DSUs (2) 1,750 2,234 2,276 Weighted Average Common Shares Outstanding 38,848 38,851 38,787 Basic earnings per common share $ 1.71 $ 1.27 $ 0.24 Diluted Weighted Average Common Shares Outstanding from above 38,848 38,851 38,787 Add: Dilutive effect of RSUs, RSAs & ESPP 314 127 28 Weighted Average Common Shares Outstanding 39,162 38,978 38,815 Diluted earnings per common share $ 1.69 $ 1.27 $ 0.24 Antidilutive shares excluded from diluted earnings per common share (4) 79 817 — (1) RSAs were issued and outstanding to the non-employee directors and have a three year vesting term subject to service requirements. See Note 10 – “Stock-Based Compensation Plans” for additional information. (2) Shares are included in weighted average common shares outstanding as the shares are fully vested but have not yet been delivered. See Note 9 – “Stockholders’ Equity” for additional information. (3) The year ended December 31, 2013 includes EPS data from October 31, 2013 through December 31, 2013. (4) Primarily pertaining to RSU grants to the Company’s independent contractors. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies Operating Leases Future minimum lease payments under non-cancelable operating leases for office facilities and automobiles with terms in excess of one year consisted of the following (in thousands): December 31, 2015 2016 $ 17,200 2017 14,292 2018 12,492 2019 9,502 2020 8,629 Thereafter 17,637 $ 79,752 As of December 31, 2015 and 2014, deferred rent totaled $4.3 million and $3.1 million, respectively, and the noncurrent portion is included in defered rent and other liabilities and the current portion is included in accounts payable and accrued expenses in the accompanying consolidated balance sheets. Rental expense was $17.8 million, $16.7 million and $15.7 million for the years ended December 31, 2015, 2014 and 2013, respectively and is included in selling, general, and administrative expense in the accompanying consolidated statements of net and comprehensive income. Certain facility leases provide for rental escalations related to increases in the lessors’ direct operating expenses. The Company subleases certain office space to subtenants. The rental income received from these subleases is included as a reduction of rental expense and was not material for the years ended December 31, 2015, 2014 and 2013, respectively. 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 would have originally matured 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 consolidated statements of net and comprehensive income was $130,000 and $76,000 during the years ended December 31, 2015 and 2014, respectively. As of December 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 of which $533,000 was utilized at December 31, 2015. 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 December 31, 2015, the Company was in compliance with all financial and non-financial covenants. On August 21, 2015, the Company extended the Credit Agreement, which now matures on June 1, 2018. No other changes to the original terms. In connection with the Credit Agreement extension, the Company paid bank fees and other expenses in the aggregate amount of $35,000, which are being amortized over the extended term of the Credit Agreement. The amortization and commitment fee is included in interest expense in the accompanying consolidated statements of net and comprehensive income. 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 proceeding 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. Other In connection with certain agreements with investment sales and financing professionals, the Company may agree to advance amounts to its investment and sales financing professionals upon reaching certain performance goals. In January 2016, the Company advanced $950,000 to its investment sales and financing professionals that met their performance goals during 2015. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | 15. Selected Quarterly Financial Data (Unaudited) The Company’s real estate brokerage commissions and financing fees are seasonal, which can affect an investor’s ability to compare the Company’s financial condition and results of operation on a quarter-by-quarter basis. Historically, this seasonality has caused the Company’s revenue, operating income, net income and cash flows from operating activities to be lower in the first half of the year and higher in the second half of the year, particularly in the fourth quarter. The concentration of earnings and cash flows in the last six months of the year, particularly in the fourth quarter, is due to an industry-wide focus of clients to complete transactions towards the end of the calendar year. In addition, the Company’s gross margins are typically lower during the second half of each year due to its commission structure for some of its senior investment sales and financing professionals. These senior investment sales and financing professionals are on a graduated commission schedule whose commission rates generally increase as they meet certain production thresholds. Three Months Ended Dec. 31 Sep. 30 Jun. 30 Mar. 31 Dec. 31 Sep. 30 Jun. 30 Mar. 31 (in thousands, except per share data) Consolidated Financial Statement Data: Total revenues $ 203,156 $ 165,876 $ 173,482 $ 146,541 $ 172,444 $ 150,889 $ 134,265 $ 114,590 Cost of services 129,664 102,010 105,557 86,158 109,836 92,269 79,601 68,396 Operating income 33,930 27,418 29,529 23,774 27,097 23,721 21,726 12,062 Net income 19,949 15,176 17,556 13,669 16,430 13,523 12,796 6,782 Earnings per share: Basic $ 0.51 $ 0.39 $ 0.45 $ 0.35 $ 0.42 $ 0.35 $ 0.33 $ 0.17 Diluted $ 0.51 $ 0.39 $ 0.45 $ 0.35 $ 0.42 $ 0.35 $ 0.33 $ 0.17 |
Description of Business and B23
Description of Business and Basis of Presentation (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
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 December 31, 2015, MMI operates 79 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. On November 5, 2013, MMI completed its initial public offering (“IPO”) of 6,900,000 shares of common stock at a price to the public of $12.00 per share of which 4,173,413 shares were sold by the Company and 2,726,587 shares were sold by certain selling stockholders. See Note 9 – “Stockholders’ Equity” for additional information on IPO. |
Basis of Presentation | Basis of Presentation The Company’s consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Prior to the Spin-Off, MMI and MMREIS were affiliates under common control and in connection with the Spin-Off, the assets and liabilities of MMREIS were recorded at carryover basis. The historical financial statements of MMREIS, as the Company’s predecessor, have been presented as the historical financial statements of MMI for all periods prior to the Spin-Off from the beginning of the earliest period presented. |
Consolidation | Consolidation The 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. |
Reclassifications | Reclassifications Certain prior-period amounts in the consolidated financial statements and notes thereto, have been reclassified to conform to the current period presentation. These changes had no impact on the previously reported consolidated results of operations, total assets, total liabilities, stockholders’ equity or cash flow subtotals. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers cash and cash equivalents to include short-term, highly liquid investments with maturities of three months or less when purchased. At December 31, 2015 and 2014, a significant portion of the balance of cash and cash equivalents was principally held with four financial institutions and one money market fund. Management believes the likelihood of realizing material losses from the excess of cash balances over federally insured limits is remote. Prior to its termination on June 30, 2013, the majority of the cash generated and used in the Company’s operations was subject to a treasury management service agreement which swept excess daily into MMC’s money market account. The Company was credited with interest income from MMC at the same interest rate as MMC earned on the money market account. |
Revenue Recognition | Revenue Recognition The Company generates real estate brokerage commissions by acting as a broker for real estate owners or investors seeking to buy or sell commercial properties. Revenues from real estate brokerage commissions are recognized when there is persuasive evidence of an arrangement, all services have been provided, the price is fixed and determinable and collectability is reasonably assured. These criteria are typically met at the close of escrow. The Company generates financing fees from securing financing on purchase transactions as well as fees earned from refinancing its clients’ existing mortgage debt and other financing activities. Revenues from financing fees are recognized at the time the loan closes and there are no remaining significant obligations for performance in connection with the transaction. Other revenues include fees generated from consulting and advisory services, as well as referral fees from other real estate brokers. Revenues from these services are recognized as the services are provided or upon closing of the transaction. |
Commissions Receivable | Commissions Receivable Commissions receivable consists of commissions earned on brokerage transactions for which payment has not yet been received. The Company evaluates the need for an allowance for doubtful accounts based on the specific-identification of potentially uncollectible accounts. The majority of commissions receivable are settled within 10 days after the close of escrow. As a result, the Company did not require an allowance for commissions receivable at December 31, 2015 or 2014. |
Cost of Services | Cost of Services Cost of services principally consists of commissions and other costs for the Company’s investment sales and financing professionals related to transactions closed in the period. Investment sales and financing professionals’ commissions are generally paid on transaction revenues and includes referral and other revenues generated by the Company’s investment sales and financing professionals. Investment sales and financing professionals are compensated at commission rates based on individual agreements and portions of the commissions due may be deferred in accordance with their contracts. |
Investments in Marketable Securities, Available-for-Sale | Investments in Marketable Securities, Available-for-Sale The Company maintains a portfolio of investments in a variety of fixed and variable rate securities, including U.S. treasuries U.S. government sponsored entities, corporate debt securities and asset-backed securities and other. The Company considers its investment in marketable securities to be available-for-sale. Accordingly, these investments are recorded at their fair values, with unrealized gains or losses recorded in other comprehensive income (loss), net of tax. The Company determines the appropriate classification of investments in marketable securities at the time of purchase. Interest along with accretion and amortization of purchase premiums and discounts, which are recorded over the remaining weighted average life of the security, are included in other income (expense), net in the consolidated statements of net and comprehensive income. See Note 5 – “Investments in Marketable Securities” for additional information. 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 time frame 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 December 31, 2015 and has determined that no investments with unrealized losses are other-than-temporarily impaired. The Company has no current intent to sell and it is not more likely than not that the Company will be required to sell these investments before recovery of their amortized cost basis, which may be at maturity. The Company may sell certain of its marketable securities, available-for-sale prior to their stated maturities for strategic reasons including, but not limited to, anticipation of credit deterioration and duration management. |
Assets Held in Rabbi Trust | Assets Held in Rabbi Trust The Company provides a non-qualified deferred compensation program to certain employees. Deferred amounts are invested in variable whole life insurance policies owned by the Company for the participants benefit and held in a Rabbi Trust. Participants elect to invest in various equity and debt securities offered within the plan on a notional basis. The net change in the carrying value of the underlying assets held in the Rabbi Trust is recorded in other income (expense), net. The change in the deferred compensation liability as a result the change in the notional value of the participants accounts is recorded as a component of selling general and administrative expenses in the consolidated statements of net and comprehensive income. |
Recurring Fair Value Measurements | Recurring Fair Value Measurements The Company carries its investments including investments in marketable securities, available-for-sale and assets held in the Rabbi Trust at fair value. 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 in the Consolidated Balance Sheets 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 marketplace used to measure the fair values as discussed below: • Level 1: • Level 2: • Level 3: Investment in marketable securities, available-for-sale and assets held in the Rabbi Trust are carried at fair value based on observable inputs available. All these securities are measured as Levels 1 or 2 as appropriate. The Company has no investments measured as Level 3. Assets and Liabilities not Measured at Fair Value The Company’s cash and cash equivalents, commissions receivable, amounts due from employees (included in other assets, net current and other asset non-current captions), 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 and 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. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation and amortization. The Company uses the straight-line method for depreciation and amortization. Depreciation and amortization are provided over estimated useful lives ranging from three to seven years. The Company evaluates its fixed assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. |
Other Assets | Other Assets Other assets consist primarily of amounts due from the Company’s investment sales and financing professionals, security deposits made in connection with operating leases, customer trust accounts, employee notes receivable and other receivables. The Company, from time to time, advances funds to or on behalf of its investment sales and financing professionals. Certain amounts may bear a nominal interest rate, with any cash receipts on notes applied first to any unpaid principal balance prior to any income being recognized. The Company generally has the ability to collect a portion of these amounts from future commissions due to the investment sales and financing professional. The Company may forgive a portion of the amount over time depending on the nature of the advance generally ratably over a contracted service period. Amounts forgiven are charged to cost of services at the time the amounts are forgiven. The Company evaluates the need for an allowance for these amounts based on the specific identification of potentially uncollectible amounts and provides an allowance based on consideration of historical experience. Amounts are written off upon separation from the Company of the investment sales and financing professional as a service provider or when amounts are determined to be no longer collectable. In connection with a brokerage transaction, the Company may need to, or be required to, hold cash in escrow for a transaction participant. These amount are deposited into separate customer trust accounts controlled by the Company. The amounts are included in current other assets, net with a corresponding liability included in accounts payable and accrued expenses, both in the Consolidated Balance Sheets. |
Leases | Leases The Company leases all of its facilities under operating lease agreements. Lease agreements may contain periods of free rent or reduced rent or contain predetermined fixed increases in the minimum rent. The Company recognizes the minimum lease payments as rent expense on a straight-line basis over the noncancellable term of the lease. The Company records the difference between the amount charged to rent expense and the rent paid as a deferred rent obligation. The Company typically leases general purpose built-out office space, which reverts to the lessor upon termination of the lease. Any payments for improvements, net of incentives received, are recorded as prepaid rent. Prepaid rent is amortized using the straight-line method over the expected lease term as a charge to rent expense. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. Advertising costs are included in selling, general, and administrative expense in the accompanying consolidated statements of net and comprehensive income. Advertising expense for the years ended December 31, 2015, 2014 and 2013 was $1.1 million, $965,000 and $975,000, respectively. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method. The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to (1) differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis, and (2) operating losses and tax credit carryforwards. The Company measures existing deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which the Company expects to have temporary differences to be realized or settled. The Company recognizes into income the effect on deferred tax assets and liabilities of a change in tax rates in the period that includes the enactment date. The Company periodically evaluates the deferred tax assets to assess whether it is likely that the deferred tax assets will be realized. In determining whether a valuation allowance is required, the Company considers the timing of deferred tax reversals, current year taxable income and historical performance. Valuation allowances are provided against deferred tax assets when it is more-likely-than-not that some portion or all of the deferred tax asset will not be realized. Because of the nature of the Company’s business, which includes activity in the U.S. and Canada, incorporating numerous states and provinces as well as local jurisdictions, the Company’s tax position can be complex. As such, the Company’s effective tax rate is subject to changes as a result of changes in the mix of its activity in the various jurisdictions in which the Company operates including changes in tax rates, state apportionment, tax related interest and penalties, valuation allowances and other permanent items. The threshold for recognizing the benefits of tax return positions in the financial statements is “more likely than not” to be sustained by the taxing authority and requires measurement of a tax position meeting the more-likely-than-not criterion, based on the largest benefit that is more than 50% likely to be realized. The Company’s inventory of tax positions has been assessed with respect to all applicable income tax issues for all open tax years (in each respective jurisdiction), and has concluded that no uncertain tax positions are required to be recognized in the Company’s consolidated financial statements. The Company recognizes interest and penalties incurred as income tax expense. Prior to the IPO, the Company was part of a consolidated federal income tax return and various combined and consolidated state tax returns that were filed by its previous parent. The Company had a tax-sharing agreement whereby the Company provided for income taxes in its consolidated statements of net and comprehensive income using an effective tax rate of 43.5%. In addition, all deferred tax assets and liabilities were recorded by its parent. As part of the Spin-Off, the Company’s tax sharing agreement with its former parent was terminated effective October 31, 2013 and the Company’s allocable net deferred tax assets were transferred to the Company. |
Stock-Based Compensation | Stock-Based Compensation The Company follows the accounting guidance for share based payments which requires the measurement and recognition of compensation expense for all stock based awards made to employees, independent contractors and non-employee directors. Awards are issued under the 2013 Omnibus Equity Incentive Plan (the “2013 Plan”) and 2013 Employee Stock Purchase Plan (“2013 ESPP Plan”). For awards made to the Company’s employees and directors, the Company initially values its restricted stock units and restricted stock awards based on the grant date closing price of the Company’s common stock. For awards with periodic vesting, the Company recognizes the related expense on a straight-line basis over the requisite service period for the entire award, subject to periodic adjustments to ensure that the cumulative amount of expense recognized through the end of any reporting period is at least equal to the portion of the grant date value of the award that has vested through that date. For awards made to independent contractors, which are the Company’s investment sales and financing professionals, the Company determined that the fair value of the award shall be measured based on the fair value of the equity instrument as it is more reliably measureable than the fair value of the consideration received. The Company uses the grant date as the performance commitment date, and the measurement date for these awards is the date the services are completed, which is the vesting date. As a result, the Company records stock-based compensation for these awards over the vesting period on a straight-line basis with periodic adjustments during the vesting period for changes in the fair value of the awards. For the above awards, the Company estimates forfeitures at the time of grant in order to estimate the amount of share-based payment awards ultimately expected to vest and adjusts the recorded expense accordingly. The Company calculates a separate forfeiture rate for awards to its employees and independent contractors. Forfeitures are required to be revised, if necessary, in subsequent periods. If estimated and actual forfeitures differ from these initial estimates, the Company adjusts the cumulative expense as appropriate to account for the change in the estimated forfeiture rates. If there are any modifications or cancellations of the underlying unvested share-based awards, the Company may be required to accelerate, increase or cancel any remaining unrecognized stock-based compensation expense. Stock-based compensation expense is included in general and administrative expense in the accompanying consolidated statements of net and comprehensive income. For awards issued under the 2013 ESPP Plan, the Company determined that the plan was a compensatory plan and is required to expense the fair value of the awards over each six-month offering period. The Company estimates the fair value of these awards 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 no forfeiture rate and includes no expected dividend yield as the Company has not, and currently does not intend to pay a regular dividend. See Note 9 – “Stockholders’ Equity” for additional information on dividends. |
Earnings per Share | Earnings per Share Earnings per share is calculated using net income attributable to Marcus & Millichap, Inc. subsequent to the IPO on October 31, 2013. Earnings per share prior to the IPO has not been presented as the holders of MMREIS Series A Redeemable Preferred Stock were entitled to receive discretionary dividends, payable in preference and priority to any distribution on MMREIS common stock. Since MMREIS typically distributed its earnings to the Series A Preferred stockholders on a quarter-in-arrears basis, earnings per share information for MMREIS common stock prior to the IPO was not meaningful. Basic weighted average shares outstanding includes vested, but un-issued, Deferred Stock Units (“DSU’s). The difference between basic and diluted weighted average shares outstanding represents the dilutive impact of common stock equivalents consisting of shares to be issued under the 2013 Plan and 2013 ESPP Plan. |
Foreign Currency Translation | Foreign Currency Translation The Company prepares the financial statements of its Canadian subsidiary using the local currency as the functional currency. The assets and liabilities of the Company’s Canadian subsidiary are translated in to U.S. dollars at the rates of exchange at the balance sheet date with the resulting translation adjustments included as a separate component of stockholder’s equity through other comprehensive income (loss) in the consolidated statements of net and comprehensive income. Income and expenses are translated at the average monthly rates of exchange. The Company includes gains and losses from foreign currency transactions in other income (expense), net in the consolidated statements of net and comprehensive income. The effect of foreign currency translation on cash and cash equivalent is reflected in cash flows from operating activities on the consolidated statements of cash flows, and is not material for any period presented. |
Taxes Collected From Clients and Remitted to Governmental Authorities | Taxes Collected From Clients and Remitted to Governmental Authorities The Company accounts for tax assessed by any governmental authority that is based on revenue or transaction value (i.e. sales, use and value added taxes) on a net basis, and, accordingly, such amounts are not included in revenue. Collected amounts are recorded as a current liability until paid. |
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 periods. Actual results could differ from those estimates. |
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, due from independent contractors, investments in marketable securities, available-for-sale, security deposits (included under other assets, non-current caption) and commissions receivables. Cash is placed with high-credit quality financial institutions and invested 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. The Company historically has not experienced any losses related to cash and cash equivalents. 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 performs ongoing credit evaluations of its customers and debtors and requires collateral on a case-by-case basis. The Company maintains allowances, as needed, for estimated credit losses based on management’s assessment of the likelihood of collection. For the twelve months ended December 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 credit risk. |
Segment Reporting | Segment Reporting The Company follows the guidance for segment reporting, which requires reporting information on operating segments in interim and annual financial statements. An operating segment is defined as a component of an enterprise that engages in business activities from which it may earn revenues and incur expenses whose separate financial information is available and is evaluated regularly by the Chief Operating Decision Maker (“CODM”) or decision making group, to perform resource allocations and performance assessments. The CODMs are the Chief Executive Officer, Senior Executive Vice President and Chief Financial Officer. The CODMs review financial information presented on an office-by-office basis for purposes of making operating decisions, assessing financial performance and allocating resources. Based on the evaluation of the Company’s financial information, management believes that the Company’s offices represent individual operating segments with similar economic characteristics that meet the criteria for aggregation into a single reportable segment for financial reporting purposes. The Company’s financing operations may represent an individual operating segment, however, it does not meet the thresholds to be presented as a separate reportable segment. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 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. Following FASB’s finalization of a one year deferral of ASU 2014-09, the ASU is now 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. For the Company, the new standard will be effective January 1, 2017. The Company does not have multiple-element arrangements, variable consideration, licenses and long-term contracts with customers. Accordingly, the Company does not expect this standard to have a significant effect on its revenue recognition. The Company is currently evaluating the impact of this new standard and will select a transition method when the effect is determined. In August 2014, the FASB issued ASU 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 does not anticipate that the adoption will have an impact on the Company’s consolidated financial position or results of operations. In April 2015, the FASB issued ASU 2015-03, Interest – Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”), which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the associated debt liability. ASU 2015-03 does not change the amortization of debt issuance costs, which continues to follow the existing accounting guidance. In August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (“ASU 2015-15”), which codified the SEC’s comments that the “SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement”. ASU 2015-03 and ASU 2015-15 are effective for interim and annual reporting periods beginning after December 15, 2015 and early adoption is permitted. The Company early adopted ASU 2015-03 and ASU 2015-15 during the quarter ended September 30, 2015. The adoption of ASU 2015-03 and ASU 2015-15, did not have any impact on the Company’s consolidated financial position or results of operations. In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”). The ASU 2015-17 is intended to simplify the presentation of deferred income taxes, which eliminated the requirement to classify deferred income taxes as current and non-current in a classified statement of financial position. ASU 2015-17 applies to all entities that present a classified statement of financial position. The Company elected to early adopt the provisions of ASU 2015-17 effective October 1, 2015. The Company has chosen to retrospectively apply the provisions of ASU 2015-17 and as a result, the Company reclassified current deferred taxes of $13.6 million to non-current deferred taxes in the accompanying consolidated balance sheet as of December 31, 2014 and revised related footnote disclosure to reflect the new classification. On February 25, 2016, the FASB issued ASU 2016-02, Leases, to increase transparency and comparability by recognizing lase assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The Company is still evaluating the impact of the new standard. It is anticipated that the Company will be required to adopt the new standard in 2019 and the Company’s consolidated balance sheets will be impacted by the recording of a lease liability and right of use asset for virtually all of its current operating leases, the amount of which and potential impact on the consolidated statements of net and comprehensive income and consolidated statements of cash flows has yet to be determined. Since the Company has future operating lease obligations for autos and office spaces which aggregates approximately $79.8 million (see – Note 14 – “Commitments and Contingencies” for additional information), it is anticipated that the adoption of the new standard will have a material impact on the Company’s consolidated balance sheet. |
Pre-IPO [Member] | |
Stock-Based Compensation | Stock-Based Compensation Prior to the IPO MMREIS historically issued stock options and stock appreciation rights, or SARs, to key employees through a book value, stock-based compensation award program (the “Program”). The Program allowed for employees to exercise stock options in exchange for shares of unvested restricted common stock. The Program also allowed employees to exercise options through the issuance of notes receivable, which were recourse to the employee. The determination of the grant price and repurchase price of stock-based awards at the grant date and repurchase date were fixed as determined by a valuation formula using book value, as defined by the agreements between MMREIS and the employees. The stock awards generally vested over a three to five-year period. Under these plans, MMREIS retained the right to repurchase shares if certain events occurred, which included termination of employment. In these circumstances, the plan document provided for repurchase proceeds to be settled in the form of a note payable to (former) shareholders or cash, which was settled over a fixed period. While MMREIS had entered into the agreements to repurchase the stock and settle the SARs held by employees upon termination of their employment (subject to certain conditions as specified in the agreements), MMC had historically assumed the obligation to make payments to the former shareholders. While MMREIS recognized the compensation expense associated with these share-based payment arrangements, the liability had historically been assumed by MMC through a deemed contribution, which then has paid the former shareholders over time. The accounting for the stock options and SARs awards, including MMC’s assumption of MMREIS repurchase obligations, is discussed below. Restricted Common Stock Since stock options only allowed the grantee the right to acquire shares of unvested restricted common stock at book value, which was determined on an annual basis, MMREIS accounted for the stock options and the related unvested restricted stock, as a single instrument, with a single service period. The service period began on the option grant date, and extended through the exercise and subsequent vesting period of the restricted stock. The unvested restricted common stock was accounted for in accordance with ASC 718. Increases or decreases in the formula settlement value of unvested restricted stock subsequent to the grant date, were recorded as increases or decreases, respectively, to compensation expense, with decreases limited to the book value of the stock on the date of grant. As MMC had assumed the Company’s obligation with respect to any appreciation in the value of the underlying vested awards in excess of the employees’ exercise price, MMC was deemed to make a capital contribution to the Company’s additional paid-in capital equal to the amount of compensation expense recorded, net of the applicable taxes. Based on the tax-sharing agreement between the Company and MMC, the tax deduction for the compensation expense recorded by the Company was allocated to MMC. MMC recorded the liability related to the appreciation in the value of the underlying stock in its consolidated financial statements. To the extent of any depreciation in the value of the underlying vested awards (limited to the amount of any appreciation previously recorded from the employees ‘original exercise price), compensation expense was reduced and MMC was deemed to receive a capital distribution. SARs SARs granted to employees were accounted for in accordance with ASC 718. Compensation expense related to the SARs was recorded in each period and was equal to the appreciation in the formula-settlement value of vested SARs at the end of each reporting period-end from the prior reporting period-end. As MMC had assumed the Company’s obligation with respect to any appreciation in the value of the vested SARs, MMC was deemed to make a capital contribution to the Company’s additional paid-in capital equal to the amount of compensation expense recorded, net of the applicable taxes. Based on the tax-sharing agreement entered between the Company and MMC, the tax deduction for the compensation expense recorded by the Company was allocated to MMC. MMC recorded the liability related to the appreciation in the value of the underlying stock in its consolidated financial statements. To the extent of any depreciation in the value of the vested SARs (limited to the amount of any appreciation previously recorded), compensation expense was reduced and MMC was deemed to have received a capital distribution. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): December 31, 2015 2014 Computer software and hardware equipment $ 10,973 $ 8,769 Furniture, fixtures, and equipment 17,047 14,684 Less: accumulated depreciation and amortization (16,441 ) (15,760 ) $ 11,579 $ 7,693 |
Selected Balance Sheet Data (Ta
Selected Balance Sheet Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Assets | Other Assets Other assets consisted of the following (in thousands): Current Non-Current 2015 2014 2015 2014 Due from independent contractors, net (1) (2) $ 2,545 $ 1,577 $ 7,358 $ 1,820 Security deposits — — 1,425 1,240 Employee notes receivable (3) 224 216 158 162 Customer trust accounts and other 2,367 1,262 175 222 $ 5,136 $ 3,055 $ 9,116 $ 3,444 (1) Represents amounts advanced, notes receivable and other receivables due from the Company’s investment 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. As of December 31, 2015 and 2014, the weighted average interest rate for notes receivable due from the Company’s investment sales and financing professionals was approximately 2.9% and 2.8%, respectively. Any cash receipts on notes are applied first to unpaid principal balance prior to any income being recognized. (2) Includes allowance for doubtful accounts related to current receivables of $359 and $193 as of December 31, 2015 and 2014, respectively. The Company recorded a provision for bad debt expense of $281, $29 and $207 and wrote off $115, $59 and $152 of these receivables for the years ended December 31, 2015, 2014 and 2013, respectively. (3) See Note 7 – “Related-Party Transactions” for additional information. |
Components of Deferred Compensation and Commissions | Deferred compensation and commissions consisted of the following (in thousands): December 31, 2015 2014 SARs liability $ 21,399 $ 20,542 Commissions payable to investment sales and financing professionals 17,015 12,176 Deferred compensation liability 5,264 3,863 $ 43,678 $ 36,581 |
Summary of Net Change in Carrying Value of Assets Held in Rabbi Trust and Deferred Compensation Obligation | The net change in the carrying value of the assets held in the rabbi trust and the net change in the carrying value of the deferred compensation obligation, each exclusive of additional contributions, distributions and trust expenses consisted of the following (in thousands): December 31, 2015 2014 2013 (Decrease) increase in the carrying value of the assets held in the rabbi trust (1) $ (57 ) $ 290 $ 495 (Decrease) increase in the carrying value of the deferred compensation obligation (2) $ (67 ) $ 313 $ 504 (1) Recorded in other income (expense), net in the consolidated statements of net and comprehensive income. (2) Recorded in selling, general and administrative expense in the consolidated statements of net and comprehensive income. |
Investments in Marketable Sec26
Investments in Marketable Securities (Tables) | 12 Months Ended |
Dec. 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): December 31, 2015 December 31, 2014 Amortized Gross Gross Fair Amortized Gross Gross Fair Short-term investments: U.S. Treasuries $ 62,343 $ — $ (71 ) $ 62,272 $ — $ — $ — $ — U.S. Government Sponsored Entities 17,571 — (12 ) 17,559 — — — — Asset-backed securities and other 29 — — 29 — — — — $ 79,943 $ — $ (83 ) $ 79,860 $ — $ — $ — $ — Long-term investments: U.S. Treasuries $ 15,283 $ — $ (112 ) $ 15,171 $ 2,974 $ 7 $ — $ 2,981 U.S. Government Sponsored Entities 12,107 — (85 ) 12,022 2,019 — (3 ) 2,016 Corporate debt securities 17,219 5 (519 ) 16,705 7,442 48 (12 ) 7,478 Asset-backed securities and other 10,649 — (152 ) 10,497 2,277 4 (4 ) 2,277 $ 55,258 $ 5 $ (868 ) $ 54,395 $ 14,712 $ 59 $ (19 ) $ 14,752 |
Amortized Cost and Fair Value of Investments in Available for Sale Securities | The amortized cost and fair value of the Company’s investments in available-for-sale securities that have been in a continuous unrealized loss position consisted of the following (in thousands): December 31, 2015 December 31, 2014 Unrealized Fair Value Unrealized Fair Less than 12 months $ (951 ) $ 129,117 $ (19 ) $ 5,363 12 months or longer $ — $ — $ — $ — |
Gross Realized Gains and Losses from Sale of Available for Sale Securities | Gross realized gains and gross realized losses from the sales of the Company’s available-for-sale securities consisted of the following (in thousands): December 31, 2015 2014 Gross realized gain (1) $ 135 $ — Gross realized loss (1) $ (3 ) $ — (1) Recorded in other income (expense), net in the consolidated statements of net and comprehensive income. The cost basis of securities sold were determined on the specific identification method. |
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 (in thousands): December 31, 2015 December 31, 2014 Amortized Fair Value Amortized Fair Due in one year or less $ 79,943 $ 79,860 $ — $ — Due after one year through five years 28,634 28,465 4,679 4,679 Due after five years through ten years 18,020 17,466 5,652 5,662 Due after ten years 8,604 8,464 4,381 4,411 $ 135,201 $ 134,255 $ 14,712 $ 14,752 Weighted average maturity 3.3 years 9.6 years |
Notes Payable to Former Stock27
Notes Payable to Former Stockholders (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Interest Pertaining to Notes | Accrued interest pertaining to the Notes consisted of the following (in thousands): December 31, 2015 2014 Accrued interest (1) $ 367 $ 396 (1) Recorded in accounts payable and accrued expenses in the accompanying consolidated balance sheets. |
Schedule of Interest Expense Pertaining to Notes | Interest expense pertaining to the Notes consisted of the following (in thousands): December 31, 2015 2014 Interest expense $ 548 $ 591 |
Schedule of Future Minimum Principal Payments for Notes for Restricted Stock and SARs | Future minimum principal payments for the Notes for restricted stock and SARs consisted of the following (in thousands): December 31, 2015 2016 $ 939 2017 985 2018 1,035 2019 1,087 2020 6,564 $ 10,610 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 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 in Note 2 – “Accounting Policies” and consisted of the following (in thousands): December 31, 2015 December 31, 2014 Fair Value Level 1 Level 2 Level 3 Fair Value Level 1 Level 2 Level 3 Assets held in rabbi trust $ 5,661 $ — $ 5,661 $ — $ 4,332 $ — $ 4,332 $ — Money market funds (1) $ 5,987 $ 5,987 $ — $ — $ 25,310 $ 25,310 $ — $ — Marketable securities, available-for-sale: Short-term investments: U.S. Treasuries $ 62,272 $ 62,272 $ — $ — $ — $ — $ — $ — U.S. Government Sponsored Entities 17,559 — 17,559 — — — — — Asset-backed securities and other 29 — 29 — — — — — $ 79,860 $ 62,272 $ 17,588 $ — $ — $ — $ — $ — Long-term investments: U.S. Treasuries $ 15,171 $ 15,171 $ — $ — $ 2,981 $ 2,981 $ — $ — U.S. Government Sponsored Entities 12,022 — 12,022 — 2,016 — 2,016 — Corporate debt securities 16,705 — 16,705 — 7,478 — 7,478 — Asset-backed securities and other 10,497 — 10,497 — 2,277 — 2,277 — $ 54,395 $ 15,171 $ 39,224 $ — $ 14,752 $ 2,981 $ 11,771 $ — (1) Included in cash and cash equivalents. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive (Loss) Income, Net of Income Taxes | The components of accumulated other comprehensive (loss) income as of December 31, 2015, by component, net of income taxes consisted of the following (in thousands): Unrealized Foreign translation (2) Total Beginning balance, December 31, 2014 $ 24 $ 135 $ 159 Other comprehensive (loss) income before reclassifications (608 ) 890 282 Amounts reclassified from accumulated other comprehensive (loss) income (1) 16 — 16 Net current-period other (loss) comprehensive income (592 ) 890 298 Ending balance, December 31, 2015 $ (568 ) $ 1,025 $ 457 (1) Included as a component of other income (expense), net in the consolidated statements of net and comprehensive income. The reclassifications were determined on a specific identification basis. (2) Deferred taxes are not provided for the cumulative translation adjustment as the subsidiary has no earnings and profits. See Note 11 – “Income Taxes” for additional information. |
Schedule of Deemed Capital Contribution (Distribution) | A summary of the deemed capital contributions (distributions) from MMC recorded in additional paid in capital for the year ended December 31,2013 consisted of the following (in thousands): Compensation cost for unvested restricted stock and SARs, net of tax $ 2,655 SARs liability (19,970 ) Notes payable to former stockholders (12,230 ) Interest expense related to notes payable to former stockholders (318 ) Deferred taxes assets, net 26,572 $ (3,291 ) |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Outstanding Awards Under 2013 Omnibus Equity Incentive Plan | Activity under the 2013 Plan consisted of the following (dollars in thousands, except per share data): RSA Grants to Non-employee RSU Grants to RSU Grants to Total Weighted- Nonvested shares at December 31, 2013 30,000 313,155 570,760 913,915 $ 14.46 Granted February 2014 — — 38,088 38,088 May 2014 22,884 6,991 31,780 61,655 August 2014 — 6,346 12,474 18,820 November 2014 — 9,584 4,638 14,222 December 2014 — 216,411 — 216,411 Total Granted 22,884 239,332 86,980 349,196 27.46 Vested (10,002 ) — — (10,002 ) 12.00 Transferred — (8,596 ) 8,596 — 14.54 Forfeited/canceled — (27,454 ) (18,646 ) (46,100 ) 14.65 Nonvested shares at December 31, 2014 (1) 42,882 516,437 647,690 1,207,009 $ 18.23 Granted February 2015 — 15,847 9,720 25,567 May 2015 10,110 8,142 4,212 22,464 August 2015 — 5,607 25,148 30,755 November 2015 — 2,117 7,805 9,922 Total Granted 10,110 31,713 46,885 88,708 42.91 Vested (17,628 ) (57,711 ) (138,119 ) (213,458 ) 14.90 Transferred — (8,423 ) 8,423 — 17.81 Forfeited/canceled — (13,047 ) (43,099 ) (56,146 ) 16.29 Nonvested shares at December 31, 2015 (1) 35,364 468,969 521,780 1,026,113 $ 21.17 Unrecognized stock-based compensation expense as of December 31, 2015 (2) $ 543 $ 8,698 $ 11,180 $ 20,421 Weighted average remaining vesting period (years) as of December 31, 2015 1.77 3.80 3.20 3.42 (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 3.42 years. |
Summary of Stock Option Activity - Pre-IPO | MMREIS’s stock option activity consisted of the following: Year Ended Shares Weighted- Options outstanding at beginning of year: 750 $ 28.86 Granted — — Exercised (750 ) 28.86 Options outstanding at end of year — $ — |
Summary of Restricted Common Stock Activity - Pre - IPO | MMREIS’s restricted common stock activity consisted of the following: Year Ended Restricted Weighted Restricted common stock outstanding at beginning of year: 27,999 $ 23.67 Issued upon exercise of stock options 750 28.86 Exchange of common stock (1) (28,749 ) — Restricted common stock outstanding at end of year — $ — Restricted common stock vested at end of year — Restricted common stock unvested at end of year — (1) Exchanged for new Marcus & Millichap stock prior to the IPO. Refer to Note 9 – “Stockholders’ Equity” for additional information on the exchange of common stock. |
Summary of SARs Activity - Pre - IPO | MMREIS’s SARs activity consisted of the following: Year Ended SARs outstanding at beginning of period: 28,733 Granted — Settled (1) (28,733 ) SARs outstanding at end of period — SARs vested at end of period — (1) Prior to the IPO, outstanding SAR’s were settled by exchanging the SAR’s for DSU’s for 2,192,413 shares of the new Marcus & Millichap common stock and a fixed SAR’s liability amount. See Amendments to Restricted Stock and SARs |
Stock-Based Compensation Expense | Components of stock-based compensation included in selling, general and administrative expense in the consolidated statements of net and comprehensive income consisted of the following (in thousands, except common stock price): Year Ended December 31, 2015 2014 2013 Restricted stock and SARs (prior to IPO) $ — $ — $ 4,679 Stock based compensation in connection with IPO — — 30,886 Employee stock purchase plan 285 128 — RSAs – non-employee directors 319 197 20 RSUs - employees 2,351 817 88 RSUs – independent contractors (1) 4,159 3,892 168 $ 7,114 $ 5,034 $ 35,841 |
Changes in Company's Common Stock Price During Reporting Period | Common stock price at beginning of period $ 33.25 $ 14.90 $ — Common stock price at end of period $ 29.14 $ 33.25 $ 14.90 (Decrease) increase in stock price $ (4.11 ) $ 18.35 $ n/a |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | The provision for income taxes consists of the following (in thousands): Year Ended December 31, 2015 2014 2013 Income before provision for income taxes: United States $ 116,448 $ 84,797 $ 22,684 Foreign (3,080 ) (1,814 ) (743 ) $ 113,368 $ 82,983 $ 21,941 The provision (benefit) for income taxes consists of the following (in thousands): Federal: Current $ 39,895 $ 28,452 $ 20,245 Deferred (1,853 ) (566 ) (8,077 ) 38,042 27,886 12,168 State: Current 7,058 4,123 2,522 Deferred 1,918 1,443 (1,199 ) 8,976 5,566 1,323 Foreign: Current — — 244 Deferred — — — — — 244 $ 47,018 $ 33,452 $ 13,735 |
Significant Components of Deferred Tax Assets (Liabilities), Net | Significant components of the Company’s deferred tax assets, net consisted of the following (in thousands): Year Ended December 31, 2015 2014 Deferred tax assets: Accrued expenses and bonuses $ 1,787 $ 5,435 Bad debt and other reserves 2,178 2,009 Deferred compensation 15,405 8,872 Stock-based compensation 15,984 19,707 Deferred rent 1,735 1,321 Unrealized gain on foreign currency — 56 Net operating and capital loss carryforwards . 1,281 680 Fixed assets and leasehold improvements — 203 Other comprehensive income 382 — State taxes 496 — Deferred tax assets before valuation allowance 39,248 38,283 Valuation allowance (1,311 ) (728 ) $ 37,937 $ 37,555 Deferred Tax Liabilities: Fixed assets and leasehold improvements $ (1,521 ) $ — Prepaid expenses (1,131 ) (1,392 ) Other comprehensive income — (113 ) State taxes — (1,185 ) (2,652 ) (2,690 ) $ 35,285 $ 34,865 |
Components of Provision for Income Taxes and Income before Provision for Income Taxes | The provision for income taxes differs from the amount computed by applying the statutory federal corporate income tax rate of 35% to income before provision for income taxes and consisted of the following (in thousands): Year Ended December 31, 2015 2014 2013 Income tax expense at the federal statutory rate of 35% $ 39,679 $ 29,044 $ 7,679 State income tax expense, net of federal benefit 4,569 3,622 985 Effect of state tax rate change on deferred taxes 1,273 — — Permanent differences related to compensation charges, net of federal benefit 81 163 3,445 Change in valuation allowance 583 442 86 Differences due to tax-sharing agreement — — 1,265 Other 833 181 275 $ 47,018 $ 33,452 $ 13,735 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share, Including Antidilutive Securities Excluded from Computation of Earnings Per Share | Computation of basic and diluted earnings per share subsequent to the IPO for the years ended December 31, 2015 and 2014 and the period from October 31, 2013 through December 31, 2013 consisted of the following (in thousands, except per share data): Year Ended December 31, Period from December 31, 2013 (3) 2015 2014 Numerator (Basic and Diluted): Net income $ 66,350 $ 49,531 $ 9,251 Denominator: Basic Weighted average common shares issued and outstanding 37,141 36,660 36,541 Deduct: Unvested RSAs (1) (43 ) (43 ) (30 ) Add: Fully vested DSUs (2) 1,750 2,234 2,276 Weighted Average Common Shares Outstanding 38,848 38,851 38,787 Basic earnings per common share $ 1.71 $ 1.27 $ 0.24 Diluted Weighted Average Common Shares Outstanding from above 38,848 38,851 38,787 Add: Dilutive effect of RSUs, RSAs & ESPP 314 127 28 Weighted Average Common Shares Outstanding 39,162 38,978 38,815 Diluted earnings per common share $ 1.69 $ 1.27 $ 0.24 Antidilutive shares excluded from diluted earnings per common share (4) 79 817 — (1) RSAs were issued and outstanding to the non-employee directors and have a three year vesting term subject to service requirements. See Note 10 – “Stock-Based Compensation Plans” for additional information. (2) Shares are included in weighted average common shares outstanding as the shares are fully vested but have not yet been delivered. See Note 9 – “Stockholders’ Equity” for additional information. (3) The year ended December 31, 2013 includes EPS data from October 31, 2013 through December 31, 2013. (4) Primarily pertaining to RSU grants to the Company’s independent contractors. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Operating Leases | Future minimum lease payments under non-cancelable operating leases for office facilities and automobiles with terms in excess of one year consisted of the following (in thousands): December 31, 2015 2016 $ 17,200 2017 14,292 2018 12,492 2019 9,502 2020 8,629 Thereafter 17,637 $ 79,752 |
Selected Quarterly Financial 34
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | Three Months Ended Dec. 31 Sep. 30 Jun. 30 Mar. 31 Dec. 31 Sep. 30 Jun. 30 Mar. 31 (in thousands, except per share data) Consolidated Financial Statement Data: Total revenues $ 203,156 $ 165,876 $ 173,482 $ 146,541 $ 172,444 $ 150,889 $ 134,265 $ 114,590 Cost of services 129,664 102,010 105,557 86,158 109,836 92,269 79,601 68,396 Operating income 33,930 27,418 29,529 23,774 27,097 23,721 21,726 12,062 Net income 19,949 15,176 17,556 13,669 16,430 13,523 12,796 6,782 Earnings per share: Basic $ 0.51 $ 0.39 $ 0.45 $ 0.35 $ 0.42 $ 0.35 $ 0.33 $ 0.17 Diluted $ 0.51 $ 0.39 $ 0.45 $ 0.35 $ 0.42 $ 0.35 $ 0.33 $ 0.17 |
Description of Business and B35
Description of Business and Basis of Presentation - Additional Information (Detail) | Nov. 05, 2013$ / sharesshares | Dec. 31, 2015Office | Nov. 30, 2013$ / shares |
Class of Stock [Line Items] | |||
Number of offices in the United States and Canada | Office | 79 | ||
Formation date | 2013-06 | ||
Contribution date | Oct. 30, 2013 | ||
Percentage of common stock distributed | 80.00% | ||
IPO [Member] | |||
Class of Stock [Line Items] | |||
Common stock sold during initial public offering | 6,900,000 | ||
Common stock sold and issued under IPO, price per share | $ / shares | $ 12 | $ 12 | |
Description of IPO | On November 5, 2013, MMI completed its Initial Public Offering ("IPO") of 6,900,000 shares of common stock at a price to the public of $12.00 per share of which 4,173,413 shares were sold by the Company and 2,726,587 shares were sold by certain selling stockholders. | ||
IPO MMI [Member] | |||
Class of Stock [Line Items] | |||
Common stock sold during initial public offering | 4,173,413 | ||
IPO Selling Stockholder [Member] | |||
Class of Stock [Line Items] | |||
Common stock sold during initial public offering | 2,726,587 |
Accounting Policies - Additiona
Accounting Policies - Additional Information (Detail) | Oct. 31, 2013 | Oct. 31, 2013 | Dec. 31, 2015USD ($)Financial_InstitutionsSegmentsFund | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) |
Accounting Policies [Line Items] | |||||
Number of money market fund | Fund | 1 | ||||
Number of financial institutions | Financial_Institutions | 4 | ||||
Sweep arrangement termination date | Jun. 30, 2013 | ||||
Allowance for commissions receivable | $ 0 | $ 0 | |||
Other-than-temporary impairment | 0 | 0 | |||
Advertising expense | $ 1,100,000 | 965,000 | $ 975,000 | ||
Income tax benefit realized, percentage | 50.00% | ||||
Uncertain tax positions | $ 0 | 0 | |||
Tax sharing agreement termination date | Oct. 31, 2013 | ||||
Payment of dividend | $ 37,681,000 | ||||
Commission's receivable settled period | 10 days | ||||
Number of reportable segments | Segments | 1 | ||||
Current deferred taxes reclassified as non-current deferred taxes | $ 13,600,000 | ||||
Operating lease obligations | $ 79,752,000 | ||||
Employee Stock Purchase Plan [Member] | |||||
Accounting Policies [Line Items] | |||||
Length of purchase intervals | 6 months | ||||
Expected dividend yield | 0.00% | ||||
Forfeiture rate | 0.00% | ||||
Payment of dividend | $ 0 | ||||
Customer Concentration Risk [Member] | Total revenues [Member] | |||||
Accounting Policies [Line Items] | |||||
Concentration of credit risk percentage | 10.00% | 10.00% | |||
Customer Concentration Risk [Member] | Commissions receivable [Member] | |||||
Accounting Policies [Line Items] | |||||
Concentration of credit risk percentage | 10.00% | 10.00% | |||
Tax-sharing agreement [Member] | |||||
Accounting Policies [Line Items] | |||||
Effective income tax rate, pre-IPO | 43.50% | 43.50% | 43.50% | ||
Tax sharing agreement termination date | Oct. 31, 2013 | ||||
Maximum [Member] | |||||
Accounting Policies [Line Items] | |||||
Property and equipment, estimated useful lives | 7 years | ||||
Maximum [Member] | Pre-IPO [Member] | |||||
Accounting Policies [Line Items] | |||||
Vesting period | 5 years | ||||
Minimum [Member] | |||||
Accounting Policies [Line Items] | |||||
Property and equipment, estimated useful lives | 3 years | ||||
Minimum [Member] | Pre-IPO [Member] | |||||
Accounting Policies [Line Items] | |||||
Vesting period | 3 years |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Less: accumulated depreciation and amortization | $ (16,441) | $ (15,760) |
Property and equipment, net | 11,579 | 7,693 |
Computer software and hardware equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 10,973 | 8,769 |
Furniture, fixtures, and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 17,047 | $ 14,684 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Property, Plant and Equipment [Abstract] | |
Fully depreciated no longer in use computer software and hardware and furniture, fixtures and equipment write-off | $ 2.7 |
Selected Balance Sheet Data - S
Selected Balance Sheet Data - Schedule of Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other Assets [Line Items] | ||
Other assets Current | $ 5,136 | $ 3,055 |
Other assets Non-Current | 9,116 | 3,444 |
Due from independent contractors [Member] | ||
Other Assets [Line Items] | ||
Other assets Current | 2,545 | 1,577 |
Other assets Non-Current | 7,358 | 1,820 |
Security deposits [Member] | ||
Other Assets [Line Items] | ||
Other assets Non-Current | 1,425 | 1,240 |
Employee Notes Receivable [Member] | ||
Other Assets [Line Items] | ||
Other assets Current | 224 | 216 |
Other assets Non-Current | 158 | 162 |
Customer trust accounts and other [Member] | ||
Other Assets [Line Items] | ||
Other assets Current | 2,367 | 1,262 |
Other assets Non-Current | $ 175 | $ 222 |
Selected Balance Sheet Data -40
Selected Balance Sheet Data - Schedule of Other Assets (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Other Assets [Line Items] | |||
Weighted average interest rate for notes receivable | 2.90% | 2.80% | |
Allowance of doubtful accounts | $ 359 | $ 193 | |
Provision for bad debt expense | 281 | 29 | $ 207 |
Write-off receivables | $ 115 | $ 59 | $ 152 |
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 - C
Selected Balance Sheet Data - Components of Deferred Compensation and Commissions (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
Balance Sheet Related Disclosures [Abstract] | ||||
SARs liability | $ 21,399 | $ 20,542 | $ 19,970 | $ 20,000 |
Commissions payable to investment sales and financing professionals | 17,015 | 12,176 | ||
Deferred compensation liability | 5,264 | 3,863 | ||
Total | $ 43,678 | $ 36,581 |
Selected Balance Sheet Data - A
Selected Balance Sheet Data - Additional Information (Detail) - USD ($) | Jan. 01, 2015 | Jan. 01, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
Schedule Of Accrued Expenses [Line Items] | ||||||
SARs frozen liability amount | $ 21,399,000 | $ 20,542,000 | $ 19,970,000 | $ 20,000,000 | ||
Interest expense | $ 1,726,000 | 1,651,000 | $ 105,000 | |||
Stock appreciation rights liability distribution | 412,000 | |||||
Maximum payment deferral period for certain commissions payable | 3 years | |||||
Fair value of deferred compensation plan assets | 110.00% | |||||
SARs [Member] | ||||||
Schedule Of Accrued Expenses [Line Items] | ||||||
SARs frozen liability amount | $ 20,000,000 | |||||
SARs liability frozen value date | Mar. 31, 2013 | |||||
SARs liability interest accrual commencement date | Jan. 1, 2014 | |||||
Interest expense | $ 857,000 | 984,000 | ||||
Treasury note term | 10 years | |||||
Base spread on SARs liability variable rate | 2.00% | |||||
SARs liability interest accrual rate | 4.173% | 5.03% | ||||
Stock appreciation rights liability distribution | $ 412,000 |
Selected Balance Sheet Data -43
Selected Balance Sheet Data - Summary of Net Change in Carrying Value of Assets Held in Rabbi Trust and Deferred Compensation Obligation (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Balance Sheet Related Disclosures [Abstract] | |||
(Decrease) increase in the carrying value of the assets held in the rabbi trust | $ (57) | $ 290 | $ 495 |
(Decrease) increase in the carrying value of the deferred compensation obligation | $ (67) | $ 313 | $ 504 |
Investments in Marketable Sec44
Investments in Marketable Securities - Schedule of Amortized Cost and Fair Value of Marketable Securities, Available-for-Sale, by Type of Security (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 135,201 | $ 14,712 |
Fair Value | 134,255 | 14,752 |
Short-term investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 79,943 | |
Gross Unrealized Losses | (83) | |
Fair Value | 79,860 | |
Short-term investments [Member] | U.S. Treasuries [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 62,343 | |
Gross Unrealized Losses | (71) | |
Fair Value | 62,272 | |
Short-term investments [Member] | U.S. Government Sponsored Entities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 17,571 | |
Gross Unrealized Losses | (12) | |
Fair Value | 17,559 | |
Short-term investments [Member] | Asset-backed securities and other [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 29 | |
Fair Value | 29 | |
Long-term marketable securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 55,258 | 14,712 |
Gross Unrealized Gains | 5 | 59 |
Gross Unrealized Losses | (868) | (19) |
Fair Value | 54,395 | 14,752 |
Long-term marketable securities [Member] | U.S. Treasuries [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 15,283 | 2,974 |
Gross Unrealized Gains | 7 | |
Gross Unrealized Losses | (112) | |
Fair Value | 15,171 | 2,981 |
Long-term marketable securities [Member] | U.S. Government Sponsored Entities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 12,107 | 2,019 |
Gross Unrealized Losses | (85) | (3) |
Fair Value | 12,022 | 2,016 |
Long-term marketable securities [Member] | Corporate debt securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 17,219 | 7,442 |
Gross Unrealized Gains | 5 | 48 |
Gross Unrealized Losses | (519) | (12) |
Fair Value | 16,705 | 7,478 |
Long-term marketable securities [Member] | Asset-backed securities and other [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 10,649 | 2,277 |
Gross Unrealized Gains | 4 | |
Gross Unrealized Losses | (152) | (4) |
Fair Value | $ 10,497 | $ 2,277 |
Investments in Marketable Sec45
Investments in Marketable Securities - Amortized Cost and Fair Value of Investments in Available for Sale Securities (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Available-for-sale Securities, Continuous Unrealized Loss Position [Abstract] | ||
Available for sale securities continuous unrealized loss position for less than 12 months, unrealized loss | $ (951) | $ (19) |
Available for sale securities continuous unrealized loss position for 12 months or longer, unrealized loss | 0 | 0 |
Available for sale securities continuous unrealized loss position for less than 12 months, fair value | 129,117 | 5,363 |
Available for sale securities continuous unrealized loss position for 12 months or longer, fair value | $ 0 | $ 0 |
Investments in Marketable Sec46
Investments in Marketable Securities - Gross Realized Gains and Losses from Sale of Available for Sale Securities (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Available-for-sale Securities, Gross Realized Gain (Loss) [Abstract] | ||
Gross realized gain | $ 135 | $ 0 |
Gross realized loss | $ (3) | $ 0 |
Investments in Marketable Sec47
Investments in Marketable Securities - Schedule of Amortized Cost and Fair Value of Marketable Securities, Available-for-Sale, by Contractual Maturity (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Investments, Debt and Equity Securities [Abstract] | ||
Due in one year or less, Amortized Cost | $ 79,943 | |
Due after one year through five years, Amortized Cost | 28,634 | $ 4,679 |
Due after five years through ten years, Amortized Cost | 18,020 | 5,652 |
Due after ten years, Amortized Cost | 8,604 | 4,381 |
Amortized Cost | 135,201 | 14,712 |
Due in one year or less, Fair Value | 79,860 | |
Due after one year through five years, Fair Value | 28,465 | 4,679 |
Due after five years through ten years, Fair Value | 17,466 | 5,662 |
Due after ten years, Fair Value | 8,464 | 4,411 |
Total Fair Value | $ 134,255 | $ 14,752 |
Weighted average maturity | 3 years 3 months 18 days | 9 years 7 months 6 days |
Notes Payable to Former Stock48
Notes Payable to Former Stockholders - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Notes Payable to Former Stockholders [Member] | ||
Debt Instrument [Line Items] | ||
Principal and interest payments on notes payable to former stockholders | $ 1.5 | $ 1.5 |
Restricted Stock - Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Unsecured notes interest rate | 5.00% | |
Unsecured notes maturity date | Jun. 30, 2020 | |
SARs - Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Unsecured notes interest rate | 5.00% | |
Unsecured notes maturity date | Jun. 30, 2020 |
Notes Payable to Former Stock49
Notes Payable to Former Stockholders - Schedule of Accrued Interest Pertaining to Notes (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accounts Payable and Accrued Expenses [Member] | ||
Accounts Payable And Accrued Expenses [Line Items] | ||
Accrued interest | $ 367 | $ 396 |
Notes Payable to Former Stock50
Notes Payable to Former Stockholders - Schedule of Interest Expense Pertaining to Notes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Interest Expense [Line Items] | |||
Interest expense | $ 1,726 | $ 1,651 | $ 105 |
Notes Payable to Former Stockholders [Member] | |||
Interest Expense [Line Items] | |||
Interest expense | $ 548 | $ 591 |
Notes Payable to Former Stock51
Notes Payable to Former Stockholders - Schedule of Future Minimum Principal Payments for Notes for Restricted Stock and SARs (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other Notes Payable Future Minimum Principal Payments [Abstract] | ||
2,016 | $ 939 | $ 894 |
2,017 | 985 | |
2,018 | 1,035 | |
2,019 | 1,087 | |
2,020 | 6,564 | |
Total | $ 10,610 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - USD ($) | Mar. 18, 2015 | Mar. 13, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2015 |
Related Party Transaction [Line Items] | ||||||
Transition services agreement date | Oct. 1, 2013 | |||||
Real estate brokerage commissions and financing fees from transactions with former parent, Marcus & Millichap Company | $ 2,700,000 | $ 1,300,000 | $ 735,000 | |||
Commission expenses for transactions with former parent, Marcus & Millichap Company | 1,600,000 | 816,000 | 441,000 | |||
Rent expense for lease | 17,800,000 | 16,700,000 | 15,700,000 | |||
Aggregate principal amount outstanding for employee notes receivable | $ 382,000 | 378,000 | ||||
Sweep arrangement termination date | Jun. 30, 2013 | |||||
MMC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Rent expense for lease | $ 693,500 | 438,000 | $ 398,000 | |||
Lease expiration date | May 31, 2022 | |||||
Interest income earned from MMC | $ 74,000 | |||||
MMC [Member] | Shared Services [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Selling, general and administrative expense | 4,300,000 | |||||
MMC [Member] | Shared Services [Member] | Health Insurance Premium [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Selling, general and administrative expense | 3,200,000 | |||||
MMC [Member] | Transition Services Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Selling, general and administrative expense | 257,000 | 1,300,000 | 824,000 | |||
Accounts payable and other accrued expenses - related party | 96,000 | 97,000 | ||||
MMC [Member] | Transition Services Agreement [Member] | Health Insurance Premium [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Selling, general and administrative expense | $ 0 | $ 1,000,000 | $ 687,000 | |||
Health insurance plan establishment date | 2014-04 | |||||
George M. Marcus [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Beneficial indirect ownership percentage | 56.00% | |||||
Shares registered for future sale | 4,600,000 | |||||
Registration Statement date | Feb. 6, 2015 | |||||
Proceeds from issuance of common stock | $ 0 | |||||
New shares offered | 0 | |||||
Costs incurred in connection with registration statement, reimbursed by selling stockholders | $ 113,000 | |||||
Sale date of shares filed under registration statement | Mar. 18, 2015 | |||||
Prospectus Supplement filing date | Mar. 13, 2015 | |||||
George M. Marcus [Member] | Underwriters [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Common stock sold by certain selling stockholders | 600,000 | 600,000 | ||||
Common stock selling price | $ 31.9925 | |||||
George M. 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 | $ 31.9925 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Investments at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trust | $ 5,661 | $ 4,332 |
Marketable securities, available for sale | 134,255 | 14,752 |
Short-term investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 79,860 | |
Short-term investments [Member] | U.S. Treasuries [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 62,272 | |
Short-term investments [Member] | U.S. Government Sponsored Entities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 17,559 | |
Short-term investments [Member] | Asset-backed securities and other [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 29 | |
Long-term marketable securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 54,395 | 14,752 |
Long-term marketable securities [Member] | U.S. Treasuries [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 15,171 | 2,981 |
Long-term marketable securities [Member] | U.S. Government Sponsored Entities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 12,022 | 2,016 |
Long-term marketable securities [Member] | Corporate debt securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 16,705 | 7,478 |
Long-term marketable securities [Member] | Asset-backed securities and other [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 10,497 | 2,277 |
Recurring [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 5,987 | 25,310 |
Recurring [Member] | Assets held in rabbi trust [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trust | 5,661 | 4,332 |
Recurring [Member] | Short-term investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 79,860 | |
Recurring [Member] | Short-term investments [Member] | U.S. Treasuries [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 62,272 | |
Recurring [Member] | Short-term investments [Member] | U.S. Government Sponsored Entities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 17,559 | |
Recurring [Member] | Short-term investments [Member] | Asset-backed securities and other [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 29 | |
Recurring [Member] | Long-term marketable securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 54,395 | 14,752 |
Recurring [Member] | Long-term marketable securities [Member] | U.S. Treasuries [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 15,171 | 2,981 |
Recurring [Member] | Long-term marketable securities [Member] | U.S. Government Sponsored Entities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 12,022 | 2,016 |
Recurring [Member] | Long-term marketable securities [Member] | Corporate debt securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 16,705 | 7,478 |
Recurring [Member] | Long-term marketable securities [Member] | Asset-backed securities and other [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 10,497 | 2,277 |
Level 1 [Member] | Recurring [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 5,987 | 25,310 |
Level 1 [Member] | Recurring [Member] | Short-term investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 62,272 | |
Level 1 [Member] | Recurring [Member] | Short-term investments [Member] | U.S. Treasuries [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 62,272 | |
Level 1 [Member] | Recurring [Member] | Long-term marketable securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 15,171 | 2,981 |
Level 1 [Member] | Recurring [Member] | Long-term marketable securities [Member] | U.S. Treasuries [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 15,171 | 2,981 |
Level 2 [Member] | Recurring [Member] | Assets held in rabbi trust [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held in rabbi trust | 5,661 | 4,332 |
Level 2 [Member] | Recurring [Member] | Short-term investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 17,588 | |
Level 2 [Member] | Recurring [Member] | Short-term investments [Member] | U.S. Government Sponsored Entities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 17,559 | |
Level 2 [Member] | Recurring [Member] | Short-term investments [Member] | Asset-backed securities and other [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 29 | |
Level 2 [Member] | Recurring [Member] | Long-term marketable securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 39,224 | 11,771 |
Level 2 [Member] | Recurring [Member] | Long-term marketable securities [Member] | U.S. Government Sponsored Entities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 12,022 | 2,016 |
Level 2 [Member] | Recurring [Member] | Long-term marketable securities [Member] | Corporate debt securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | 16,705 | 7,478 |
Level 2 [Member] | Recurring [Member] | Long-term marketable securities [Member] | Asset-backed securities and other [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities, available for sale | $ 10,497 | $ 2,277 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | Dec. 31, 2015USD ($) |
Fair Value Disclosures [Abstract] | |
Fair value, assets, level 1 to level 2 transfers, amount | $ 0 |
Fair value, assets, level 2 to level 1 transfers, amount | $ 0 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Nov. 05, 2013 | Oct. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Nov. 30, 2013 | Mar. 31, 2013 |
Stockholders Equity [Line Items] | ||||||||
Common stock, shares issued | 37,396,456 | 36,918,442 | ||||||
Common stock, shares outstanding | 37,396,456 | 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 | ||||||
Prior to completion of IPO date | Oct. 30, 2013 | |||||||
Proceeds from initial public offering, net of issuance costs | $ 42,506,000 | |||||||
Preferred stock dividends declared and paid | $ 37,681,000 | |||||||
Stock appreciations rights liability, amount | $ 21,399,000 | 19,970,000 | $ 20,542,000 | $ 20,000,000 | ||||
Notes payable to former stockholders | 10,610,000 | |||||||
Interest expense related to notes payable to former stockholders | 318,000 | |||||||
Deferred tax assets, net transferred from parent prior to IPO | $ 26,600,000 | $ 35,285,000 | $ 26,572,000 | $ 34,865,000 | ||||
Deferred tax assets, net transferred from parent prior to IPO, effective tax rate used for calculation | 40.00% | |||||||
MMREIS [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common stock, shares issued | 234,489 | |||||||
Common stock, shares outstanding | 234,489 | |||||||
MMC [Member] | Exchange of Stock for Stock [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common stock share, par value | $ 0.0001 | |||||||
Notes Payable APIC [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Notes payable to former stockholders | $ 12,200,000 | |||||||
IPO [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common stock share, par value | 1 | |||||||
IPO completion date | Nov. 5, 2013 | |||||||
Common stock sold and issued under IPO | 6,900,000 | |||||||
Common stock sold and issued under IPO, price per share | $ 12 | $ 12 | ||||||
Proceeds from initial public offering, net of issuance costs | $ 42,300,000 | |||||||
IPO related expenses | $ 4,300,000 | |||||||
IPO MMI [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common stock sold and issued under IPO | 4,173,413 | |||||||
IPO Underwriters [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common stock sold and issued under IPO | 900,000 | |||||||
Underwriting discounts and commissions | $ 3,500,000 | |||||||
IPO Selling Stockholder [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common stock sold and issued under IPO | 2,726,587 | |||||||
Series A Redeemable Preferred Stock - Prior to IPO [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Preferred stock, par value | 10 | |||||||
Preferred stock, shares issued | 1,000 | |||||||
Preferred stock, shares outstanding | 1,000 | |||||||
Preferred stock liquidation preference per share | 10 | $ 10 | ||||||
Preferred stock, redemption value per share | $ 10 | |||||||
Preferred stock, voting rights | The pre-IPO Series A Preferred stockholders did not have voting rights. | |||||||
Exchange of common stock | 1,000 | 1,000 | ||||||
Preferred stock, dividend per share | $ 10 | $ 10 | ||||||
Preferred stock dividends declared and paid | 37,700,000 | |||||||
MMREIS Common Stock [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Common stock, shares issued | 234,489 | |||||||
Common stock, shares outstanding | 234,489 | |||||||
Exchange of common stock | 234,489 | 234,489 | ||||||
Common stock dividends declared and paid | $ 0 | |||||||
MMREIS Common Stock [Member] | MMREIS Managing Directors [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Exchange of common stock | 28,749 | |||||||
Marcus and Millichap Common Stock [Member] | ||||||||
Stockholders Equity [Line Items] | ||||||||
Exchange of common stock | 32,357,901 |
Stockholders' Equity - Changes
Stockholders' Equity - Changes in Accumulated Other Comprehensive (Loss) Income, Net of Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | $ 159 | |
Other comprehensive (loss) income before reclassifications | 282 | |
Amounts reclassified from accumulated other comprehensive (loss) income | 16 | |
Total other comprehensive (loss) income | 298 | $ 159 |
Ending balance | 457 | 159 |
Unrealized gains and (losses) of available-for-sale securities [ Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | 24 | |
Other comprehensive (loss) income before reclassifications | (608) | |
Amounts reclassified from accumulated other comprehensive (loss) income | 16 | |
Total other comprehensive (loss) income | (592) | |
Ending balance | (568) | 24 |
Foreign currency translation [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | 135 | |
Other comprehensive (loss) income before reclassifications | 890 | |
Total other comprehensive (loss) income | 890 | |
Ending balance | $ 1,025 | $ 135 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Deemed Capital Contribution (Distribution) (Detail) - USD ($) | 10 Months Ended | 12 Months Ended | |||
Oct. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2013 | |
Stockholders Equity [Line Items] | |||||
SARs liability | $ (19,970,000) | $ (21,399,000) | $ (20,542,000) | $ (20,000,000) | |
Notes payable to former stockholders | (10,610,000) | ||||
Interest expense related to notes payable to former stockholders | (318,000) | ||||
Deferred taxes assets, net | $ 26,600,000 | 26,572,000 | $ 35,285,000 | $ 34,865,000 | |
Deemed capital contribution in additional paid in capital | $ (3,291,000) | (3,291,000) | |||
Unvested restricted stock and SARs [Member] | |||||
Stockholders Equity [Line Items] | |||||
Compensation cost for unvested restricted stock and SARs, net of tax | 2,655,000 | ||||
Notes Payable APIC [Member] | |||||
Stockholders Equity [Line Items] | |||||
Notes payable to former stockholders | $ (12,230,000) |
Stock-Based Compensation Plan58
Stock-Based Compensation Plans - 2013 Omnibus Equity Incentive Plan - Award Limitations - Additional Information (Detail) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | |||||||||||
Nov. 30, 2015shares | Aug. 31, 2015shares | May. 31, 2015shares | Feb. 28, 2015shares | Dec. 31, 2014shares | Nov. 30, 2014shares | Aug. 31, 2014shares | May. 31, 2014shares | Feb. 28, 2014shares | Nov. 30, 2013$ / sharesshares | Dec. 31, 2015USD ($)Incentive_Planawardshares | Dec. 31, 2014shares | Nov. 05, 2013$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Share-based awards granted during the period | 9,922 | 30,755 | 22,464 | 25,567 | 216,411 | 14,222 | 18,820 | 61,655 | 38,088 | 88,708 | 349,196 | ||
IPO [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 3 years | ||||||||||||
Common stock sold and issued under IPO, price per share | $ / shares | $ 12 | $ 12 | |||||||||||
Fully vested deferred stock units settlement period | 5 years | ||||||||||||
2013 Omnibus Equity Incentive Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Number of active equity plans | Incentive_Plan | 1 | ||||||||||||
Common stock shares reserved for issuance of awards | 5,500,000 | ||||||||||||
Common stock shares available for grant | 3,477,730 | ||||||||||||
Common stock available for future issuance authorized annual percentage increase | 3.00% | ||||||||||||
Increase of common stock share reserve approved | 1,100,000 | ||||||||||||
Description of awards granted under the 2013 Plan | In November 2013, MMI issued the following equity awards 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 to be granted to the Company's Co-chairman of the board of directors, William A. Millichap ("Mr. Millichap"). The DSU's are fully vested and will be issued ratably over 5 years. | ||||||||||||
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 increased 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 increased 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 | award | 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 increased under the 2013 Plan | 1,000,000 | ||||||||||||
Grant date fair value limitations to awards granted under the 2013 Plan | $ | $ 5 | ||||||||||||
Deferred stock units [Member] | 2013 Omnibus Equity Incentive Plan [Member] | MMREIS Managing Directors [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Fully vested deferred stock units | 2,192,413 | 2,192,413 | |||||||||||
Deferred stock units [Member] | 2013 Omnibus Equity Incentive Plan [Member] | Millichap [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Fully vested deferred stock units | 83,334 | ||||||||||||
Restricted Stock Awards [Member] | Non-Employee Directors [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Share-based awards granted during the period | 30,000 | ||||||||||||
Vesting period | 3 years | ||||||||||||
Restricted Stock Awards [Member] | 2013 Omnibus Equity Incentive Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 3 years |
Stock-Based Compensation Plan59
Stock-Based Compensation Plans - Subsequent to the IPO - 2013 Omnibus Equity Incentive Plan - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested shares | 213,458 | 10,002 |
Tax benefits from stock-based award activity included in cash flows from financing activities | $ 10,483 | |
Tax benefit from stock-based award activity included in additional paid-in capital | $ 6,173 | $ 4,310 |
2013 Omnibus Equity Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of common stock shares withheld to pay employee statutory withholding taxes | 22,628 | |
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 Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Vested shares | 17,628 | |
2013 Omnibus Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 5 years | |
Vested shares | 195,830 | |
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] | Performance Units [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] | ||
Deferred stock units, number of shares settled | 455,151 | |
Fully vested deferred stock units remaining outstanding | 1,365,445 |
Stock-Based Compensation Plan60
Stock-Based Compensation Plans - Outstanding Awards Under 2013 Omnibus Equity Incentive Plan (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2015 | Aug. 31, 2015 | May. 31, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Aug. 31, 2014 | May. 31, 2014 | Feb. 28, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Nonvested shares, beginning balance | 1,207,009 | 913,915 | |||||||||
Granted | 9,922 | 30,755 | 22,464 | 25,567 | 216,411 | 14,222 | 18,820 | 61,655 | 38,088 | 88,708 | 349,196 |
Vested | (213,458) | (10,002) | |||||||||
Forfeited/canceled | (56,146) | (46,100) | |||||||||
Nonvested shares, ending balance | 1,207,009 | 1,026,113 | 1,207,009 | ||||||||
Nonvested weighted average grant date fair value per share, beginning balance | $ 18.23 | $ 14.46 | |||||||||
Unrecognized stock-based compensation expense as of December 31, 2015 | $ 20,421 | ||||||||||
Weighted average grant date fair value per share, Granted | $ 42.91 | 27.46 | |||||||||
Weighted average remaining vesting period (years) as of December 31, 2015 | 3 years 5 months 1 day | ||||||||||
Weighted average grant date fair value, Vested | $ 14.90 | 12 | |||||||||
Weighted average grant date fair value, Transferred | 17.81 | 14.54 | |||||||||
Weighted average grant date fair value, Forfeited/canceled | 16.29 | 14.65 | |||||||||
Nonvested weighted average grant date fair value per share, ending balance | $ 18.23 | $ 21.17 | $ 18.23 | ||||||||
Restricted Stock Awards [Member] | Non-Employee Directors [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Nonvested shares, beginning balance | 42,882 | 30,000 | |||||||||
Granted | 10,110 | 22,884 | 10,110 | 22,884 | |||||||
Vested | (17,628) | (10,002) | |||||||||
Nonvested shares, ending balance | 42,882 | 35,364 | 42,882 | ||||||||
Unrecognized stock-based compensation expense as of December 31, 2015 | $ 543 | ||||||||||
Weighted average remaining vesting period (years) as of December 31, 2015 | 1 year 9 months 7 days | ||||||||||
Restricted Stock Units (RSUs) [Member] | Employees [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Nonvested shares, beginning balance | 516,437 | 313,155 | |||||||||
Granted | 2,117 | 5,607 | 8,142 | 15,847 | 216,411 | 9,584 | 6,346 | 6,991 | 31,713 | 239,332 | |
Vested | (57,711) | ||||||||||
Transferred | (8,423) | (8,596) | |||||||||
Forfeited/canceled | (13,047) | (27,454) | |||||||||
Nonvested shares, ending balance | 516,437 | 468,969 | 516,437 | ||||||||
Unrecognized stock-based compensation expense as of December 31, 2015 | $ 8,698 | ||||||||||
Weighted average remaining vesting period (years) as of December 31, 2015 | 3 years 9 months 18 days | ||||||||||
Restricted Stock Units (RSUs) [Member] | Independent Contractors [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Nonvested shares, beginning balance | 647,690 | 570,760 | |||||||||
Granted | 7,805 | 25,148 | 4,212 | 9,720 | 4,638 | 12,474 | 31,780 | 38,088 | 46,885 | 86,980 | |
Vested | (138,119) | ||||||||||
Transferred | 8,423 | 8,596 | |||||||||
Forfeited/canceled | (43,099) | (18,646) | |||||||||
Nonvested shares, ending balance | 647,690 | 521,780 | 647,690 | ||||||||
Unrecognized stock-based compensation expense as of December 31, 2015 | $ 11,180 | ||||||||||
Weighted average remaining vesting period (years) as of December 31, 2015 | 3 years 2 months 12 days |
Stock-Based Compensation Plan61
Stock-Based Compensation Plans - Outstanding Awards Under 2013 Omnibus Equity Incentive Plan (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Unrecognized stock-based compensation expenses recognition period | 3 years 5 months 1 day |
Stock-Based Compensation Plan62
Stock-Based Compensation Plans - Employee Stock Purchase Plan - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized stock-based compensation expense | $ 20,421,000 | |
Unrecognized stock-based compensation expenses recognition period | 3 years 5 months 1 day | |
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 | 307,184 | 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 | $ 71,000 | |
Unrecognized stock-based compensation expenses recognition period | 4 months 13 days |
Stock-Based Compensation Plan63
Stock-Based Compensation Plans - Pre-IPO - Additional Information (Detail) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized stock-based compensation expenses recognition period | 3 years 5 months 1 day | |
Pre-IPO [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of stock option redemption or cancelations | 0 | |
Unrecognized stock-based compensation expenses recognition period | 4 years | |
Pre-IPO [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Pre-IPO [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 5 years | |
Notes receivable from employees [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Notes issued, interest rate | 5.00% | |
Notes issued, interest rate | 6.00% | |
Notes issued, payment date | Apr. 15, 2016 | |
Restricted Common Stock [Member] | Pre-IPO [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Terms of Issued Options | One year or less |
Stock-Based Compensation Plan64
Stock-Based Compensation Plans - Summary of Stock Option Activity - Pre-IPO (Detail) - Prior to IPO Stock Options [Member] | 12 Months Ended |
Dec. 31, 2013$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Under Options, beginning of year | shares | 750 |
Shares Under Options, Granted | shares | 0 |
Shares Under Options, Exercised | shares | (750) |
Weighted-Average Exercise Price, beginning of year | $ / shares | $ 28.86 |
Weighted-Average Exercise Price, Granted | $ / shares | 0 |
Weighted-Average Exercise Price, Exercised | $ / shares | $ 28.86 |
Stock-Based Compensation Plan65
Stock-Based Compensation Plans - Summary of Restricted Common Stock Activity - Pre-IPO (Detail) - $ / shares | 1 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||||
Nov. 30, 2015 | Aug. 31, 2015 | May. 31, 2015 | Feb. 28, 2015 | Dec. 31, 2014 | Nov. 30, 2014 | Aug. 31, 2014 | May. 31, 2014 | Feb. 28, 2014 | Oct. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Nonvested shares, beginning balance | 1,207,009 | 913,915 | ||||||||||||
Issued | 9,922 | 30,755 | 22,464 | 25,567 | 216,411 | 14,222 | 18,820 | 61,655 | 38,088 | 88,708 | 349,196 | |||
Nonvested shares, ending balance | 1,207,009 | 1,026,113 | 1,207,009 | 913,915 | ||||||||||
Nonvested weighted average grant date fair value per share, beginning balance | $ 18.23 | $ 14.46 | ||||||||||||
Nonvested weighted average grant date fair value per share, ending balance | $ 18.23 | $ 21.17 | 18.23 | $ 14.46 | ||||||||||
MMREIS Common Stock [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Exchange of common stock | (234,489) | (234,489) | ||||||||||||
MMREIS Common Stock [Member] | MMREIS Managing Directors [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Exchange of common stock | (28,749) | |||||||||||||
Restricted Common Stock [Member] | Pre-IPO [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Nonvested shares, beginning balance | 27,999 | 27,999 | ||||||||||||
Issued | 750 | |||||||||||||
Nonvested shares, ending balance | 27,999 | |||||||||||||
Restricted common stock vested ending balance, Shares | 0 | |||||||||||||
Restricted common stock unvested ending balance, Shares | 0 | |||||||||||||
Nonvested weighted average grant date fair value per share, beginning balance | $ 23.67 | $ 0 | $ 23.67 | |||||||||||
Issued/Granted, Weighted-Average Grant Date Fair Value | 28.86 | |||||||||||||
Exchange of common stock, Weighted-Average Grant Date Fair Value | 0 | |||||||||||||
Nonvested weighted average grant date fair value per share, ending balance | $ 0 | $ 23.67 | ||||||||||||
Restricted Common Stock [Member] | Pre-IPO [Member] | MMREIS Common Stock [Member] | MMREIS Managing Directors [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Exchange of common stock | (28,749) |
Stock-Based Compensation Plan66
Stock-Based Compensation Plans - Summary of SARs Activity - Pre-IPO (Detail) | 12 Months Ended |
Dec. 31, 2013shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested shares, ending balance | 913,915 |
SARs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested shares, beginning balance | 28,733 |
Granted | 0 |
Settled | (28,733) |
Outstanding, ending balance, Shares | 0 |
Stock-Based Compensation Plan67
Stock-Based Compensation Plans - Summary of SARs Activity - Pre-IPO (Parenthetical) (Detail) - shares | 1 Months Ended | 12 Months Ended |
Nov. 30, 2013 | Dec. 31, 2015 | |
MMREIS Managing Directors [Member] | 2013 Omnibus Equity Incentive Plan [Member] | Deferred stock units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fully vested deferred stock units | 2,192,413 | 2,192,413 |
Stock-Based Compensation Plan68
Stock-Based Compensation Plans - Amendments to Restricted Stock and SARs - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation charges | $ 30,900 | $ 30,886 | |
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 years | ||
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 Awards [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 years | ||
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% |
Stock-Based Compensation Plan69
Stock-Based Compensation Plans - Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock based compensation in connection with IPO | $ 30,900 | $ 30,886 | ||
Share-based compensation expense - Independent contractors | $ 4,159 | $ 3,892 | 168 | |
Allocated share-based compensation expense | 7,114 | 5,034 | 35,841 | |
Prior to IPO Restricted stock and SARs [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | 4,679 | |||
Employee Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | 285 | 128 | ||
Restricted Stock Awards [Member] | Non-Employee Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | 319 | 197 | 20 | |
Restricted Stock Units (RSUs) [Member] | Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated share-based compensation expense | $ 2,351 | $ 817 | $ 88 |
Stock-Based Compensation Plan70
Stock-Based Compensation Plans - Changes in Company's Common Stock Price During Reporting Period (Detail) - Stock Based Compensation Expense [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock price at beginning of period | $ 33.25 | $ 14.90 | $ 0 |
Common stock price at end of period | 29.14 | 33.25 | 14.90 |
(Decrease) increase in stock price | $ (4.11) | $ 18.35 | $ 0 |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income before provision for income taxes: | |||
Income before provision for income taxes | $ 113,368 | $ 82,983 | $ 21,941 |
Federal: | |||
Current | 39,895 | 28,452 | 20,245 |
Deferred | (1,853) | (566) | (8,077) |
Provision for Income Taxes, Federal | 38,042 | 27,886 | 12,168 |
State: | |||
Current | 7,058 | 4,123 | 2,522 |
Deferred | 1,918 | 1,443 | (1,199) |
Provision for Income Taxes, State | 8,976 | 5,566 | 1,323 |
Foreign: | |||
Current | 244 | ||
Deferred | 0 | 0 | 0 |
Provision for Income Taxes, Foreign | 244 | ||
Provision for income taxes | 47,018 | 33,452 | 13,735 |
United States [Member] | |||
Income before provision for income taxes: | |||
Income before provision for income taxes | 116,448 | 84,797 | 22,684 |
Foreign [Member] | |||
Income before provision for income taxes: | |||
Income before provision for income taxes | $ (3,080) | $ (1,814) | $ (743) |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets (Liabilities), Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2013 |
Deferred tax assets: | ||||
Accrued expenses and bonuses | $ 1,787 | $ 5,435 | ||
Bad debt and other reserves | 2,178 | 2,009 | ||
Deferred compensation | 15,405 | 8,872 | ||
Stock-based compensation | 15,984 | 19,707 | ||
Deferred rent | 1,735 | 1,321 | ||
Unrealized gain on foreign currency | 56 | |||
Net operating and capital loss carryforwards . | 1,281 | 680 | ||
Fixed assets and leasehold improvements | 203 | |||
Other comprehensive income | 382 | |||
State taxes | 496 | |||
Deferred tax assets before valuation allowance | 39,248 | 38,283 | ||
Valuation allowance | (1,311) | (728) | ||
Deferred Tax Assets | 37,937 | 37,555 | ||
Deferred Tax Liabilities: | ||||
Fixed assets and leasehold improvements | (1,521) | |||
Prepaid expenses | (1,131) | (1,392) | ||
Other comprehensive income | (113) | |||
State taxes | (1,185) | |||
Deferred Tax Liabilities | (2,652) | (2,690) | ||
Deferred Tax Assets Liabilities Net | $ 35,285 | $ 34,865 | $ 26,572 | $ 26,600 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Oct. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Income Taxes [Line Items] | ||||
State and Canadian net operating losses (NOLs) | $ 5,700,000 | $ 3,500,000 | ||
State and Canadian net operating losses (NOLs), expiration year | 2,019 | 2,019 | ||
Valuation allowance, deferred tax assets | $ 1,300,000 | $ 728,000 | ||
Change in valuation allowance, deferred tax assets | $ 583,000 | $ 442,000 | $ 86,000 | |
Tax computed at federal rate, percentage | 35.00% | 35.00% | 35.00% | |
Reduction to income tax payable | $ 10,100,000 | $ 6,900,000 | ||
Tax benefit related to settlement of DSUs, RSAs and IPO transaction costs | 6,200,000 | 5,200,000 | ||
Uncertain tax positions | 0 | 0 | ||
Unrecognized tax benefits related interest or penalties | $ 0 | 0 | ||
Income Tax Examination, Description | The Company is not currently under income tax examination by any taxing authorities. | |||
Undistributed earnings of foreign subsidiary | $ 0 | |||
Tax sharing agreement termination date | Oct. 31, 2013 | |||
Deferred tax assets, net transferred from parent prior to IPO | $ 26,600,000 | $ 35,285,000 | $ 34,865,000 | $ 26,572,000 |
Minimum [Member] | ||||
Income Taxes [Line Items] | ||||
Open tax years subject to tax examinations | 2,010 | |||
Maximum [Member] | ||||
Income Taxes [Line Items] | ||||
Open tax years subject to tax examinations | 2,015 | |||
Tax-sharing agreement [Member] | ||||
Income Taxes [Line Items] | ||||
Effective income tax rate, pre-IPO | 43.50% | 43.50% | 43.50% | |
Tax sharing agreement termination date | Oct. 31, 2013 |
Income Taxes - Components of Pr
Income Taxes - Components of Provision for Income Taxes and Income before Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Provision Benefit For Income Taxes [Line Items] | |||
Income tax expense at the federal statutory rate of 35% | $ 39,679 | $ 29,044 | $ 7,679 |
State income tax expense, net of federal benefit | 4,569 | 3,622 | 985 |
Effect of state tax rate change on deferred taxes | 1,273 | ||
Permanent differences related to compensation charges, net of federal benefit | 81 | 163 | 3,445 |
Change in valuation allowance | 583 | 442 | 86 |
Other | 833 | 181 | 275 |
Provision for income taxes | $ 47,018 | $ 33,452 | 13,735 |
Tax-sharing agreement [Member] | |||
Provision Benefit For Income Taxes [Line Items] | |||
Differences due to tax-sharing agreement | $ 1,265 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined contribution plan, new plan effective date | 2014-01 | ||
Retirement Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined contribution plan minimum eligible period | Have completed one month of service and have reached age 21. | ||
Defined contribution plan, maximum percentage of employee contribution | 100.00% | ||
Defined contribution plan, percentage of employer matching contribution percent of match | 50.00% | ||
Defined contribution plan, employer contribution percentage | 8.00% | ||
Defined contribution plan, maximum annual employer contribution per employee | $ 4,000 | ||
Defined contribution plan, matching contributions aggregated | $ 570,000 | $ 429,000 | $ 321,000 |
Earnings per Share - Computatio
Earnings per Share - Computation of Basic and Diluted Earnings Per Share, Including Antidilutive Securities Excluded from Computation of Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Numerator (Basic and Diluted): | |||||||||||||||
Net income | $ 9,251 | $ 19,949 | $ 15,176 | $ 17,556 | $ 13,669 | $ 16,430 | $ 13,523 | $ 12,796 | $ 6,782 | $ 66,350 | $ 49,531 | $ 8,206 | |||
Denominator: | |||||||||||||||
Weighted average common shares issued and outstanding | 36,541 | 37,141 | 36,660 | ||||||||||||
Deduct: Unvested RSAs | (30) | (43) | (43) | ||||||||||||
Add: Fully vested DSUs | 2,276 | 1,750 | 2,234 | ||||||||||||
Weighted Average Common Shares Outstanding | 38,787 | 38,848 | [1] | 38,851 | [1] | 38,787 | [1] | ||||||||
Basic earnings per common share | $ 0.24 | $ 0.51 | $ 0.39 | $ 0.45 | $ 0.35 | $ 0.42 | $ 0.35 | $ 0.33 | $ 0.17 | $ 1.71 | [1] | $ 1.27 | [1] | $ 0.24 | [1] |
Weighted Average Common Shares Outstanding from above | 38,787 | 38,848 | [1] | 38,851 | [1] | 38,787 | [1] | ||||||||
Add: Dilutive effect of RSUs, RSAs & ESPP | 28 | 314 | 127 | ||||||||||||
Weighted Average Common Shares Outstanding | 38,815 | 39,162 | [1] | 38,978 | [1] | 38,815 | [1] | ||||||||
Diluted earnings per common share | $ 0.24 | $ 0.51 | $ 0.39 | $ 0.45 | $ 0.35 | $ 0.42 | $ 0.35 | $ 0.33 | $ 0.17 | $ 1.69 | [1] | $ 1.27 | [1] | $ 0.24 | [1] |
Antidilutive shares excluded from diluted earnings per common share | 79 | 817 | |||||||||||||
[1] | Earnings per share (EPS) for the twelve months ended December 31, 2013 represents EPS attributable to Marcus & Millichap, Inc. subsequent to its initial public offering on October 31, 2013 and is not annualized. EPS information for periods prior to the initial public offering were not meaningful. |
Earnings per Share - Computat77
Earnings per Share - Computation of Basic and Diluted Earnings Per Share, Including Antidilutive Securities Excluded from Computation of Earnings Per Share (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2015 | |
Non-Employee Directors [Member] | Restricted Stock Awards [Member] | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |
Vesting period | 3 years |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Future Minimum Lease Payments for Operating Leases (Detail) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 17,200 |
2,017 | 14,292 |
2,018 | 12,492 |
2,019 | 9,502 |
2,020 | 8,629 |
Thereafter | 17,637 |
Operating Leases, Future Minimum Payments Due, Total | $ 79,752 |
Commitments and Contingencies79
Commitments and Contingencies - Additional Information Operating Leases (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Deferred rent | $ 4.3 | $ 3.1 | |
Rental expense | $ 17.8 | $ 16.7 | $ 15.7 |
Commitments and Contingencies80
Commitments and Contingencies - Additional Information Credit Agreement (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Line of Credit Facility [Line Items] | |||
Senior secured revolving credit facility maximum borrowing capacity | $ 60,000,000 | ||
Revolving credit facility maturity date | Jun. 1, 2017 | ||
Bank fees and other expenses | $ 224,000 | ||
Credit agreement, unused capacity, commitment fee percentage | 0.10% | ||
Commitment fee commencement date | Jul. 1, 2014 | ||
Date the Company entered into a Credit Agreement | Jun. 18, 2014 | ||
Credit agreement date | Jun. 1, 2014 | ||
Interest expense | $ 1,726,000 | $ 1,651,000 | $ 105,000 |
Credit agreement, amount outstanding | 0 | ||
Standby letters of credit borrowing capacity | 10,000,000 | ||
Standby letters of credit, utilized amount | $ 533,000 | ||
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 | 2.00% | ||
Credit agreement, pledge percentage | 100.00% | ||
Compliance description | As of December 31, 2015, the Company was in compliance with all financial and non-financial covenants. | ||
Variable Rate Above (LIBOR) [Member] | |||
Line of Credit Facility [Line Items] | |||
Base spread on variable rate | 1.50% | ||
Federal Funds Rate [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 | $ 130,000 | $ 76,000 | |
Extended Credit Agreement [Member] | |||
Line of Credit Facility [Line Items] | |||
Revolving credit facility maturity date | Jun. 1, 2018 | ||
Bank fees and other expenses | $ 35,000 | ||
Date the Company entered into a Credit Agreement | Aug. 21, 2015 | ||
Minimum [Member] | Variable Rate Above (LIBOR) [Member] | |||
Line of Credit Facility [Line Items] | |||
Base spread on variable rate | 0.875% | ||
Maximum [Member] | Variable Rate Above (LIBOR) [Member] | |||
Line of Credit Facility [Line Items] | |||
Base spread on variable rate | 1.125% |
Commitments and Contingencies81
Commitments and Contingencies - Additional Information Other (Detail) | Jan. 31, 2016USD ($) |
Subsequent Event [Member] | |
Line of Credit Facility [Line Items] | |
Other commitment amount | $ 950,000 |
Selected Quarterly Financial 82
Selected Quarterly Financial Data - Schedule of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Consolidated Financial Statement Data: | |||||||||||||||
Total revenues | $ 203,156 | $ 165,876 | $ 173,482 | $ 146,541 | $ 172,444 | $ 150,889 | $ 134,265 | $ 114,590 | $ 689,055 | $ 572,188 | $ 435,895 | ||||
Cost of services | 129,664 | 102,010 | 105,557 | 86,158 | 109,836 | 92,269 | 79,601 | 68,396 | 423,389 | 350,102 | 264,637 | ||||
Operating income | 33,930 | 27,418 | 29,529 | 23,774 | 27,097 | 23,721 | 21,726 | 12,062 | 114,651 | 84,606 | 21,286 | ||||
Net income | $ 9,251 | $ 19,949 | $ 15,176 | $ 17,556 | $ 13,669 | $ 16,430 | $ 13,523 | $ 12,796 | $ 6,782 | $ 66,350 | $ 49,531 | $ 8,206 | |||
Earnings per share: | |||||||||||||||
Basic | $ 0.24 | $ 0.51 | $ 0.39 | $ 0.45 | $ 0.35 | $ 0.42 | $ 0.35 | $ 0.33 | $ 0.17 | $ 1.71 | [1] | $ 1.27 | [1] | $ 0.24 | [1] |
Diluted | $ 0.24 | $ 0.51 | $ 0.39 | $ 0.45 | $ 0.35 | $ 0.42 | $ 0.35 | $ 0.33 | $ 0.17 | $ 1.69 | [1] | $ 1.27 | [1] | $ 0.24 | [1] |
[1] | Earnings per share (EPS) for the twelve months ended December 31, 2013 represents EPS attributable to Marcus & Millichap, Inc. subsequent to its initial public offering on October 31, 2013 and is not annualized. EPS information for periods prior to the initial public offering were not meaningful. |