Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | ||
Sep. 30, 2014 | Oct. 27, 2014 | Oct. 27, 2014 | |
Class A common stock | Class B common stock | ||
Entity Registrant Name | 'Moelis & Co | ' | ' |
Entity Central Index Key | '0001596967 | ' | ' |
Document Type | '10-Q | ' | ' |
Document Period End Date | 30-Sep-14 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 15,159,781 | 36,149,180 |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q3 | ' | ' |
Condensed_Consolidated_and_Com
Condensed Consolidated and Combined Statements of Financial Condition (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Cash and cash equivalents | $142,098 | $303,024 |
Restricted cash | 912 | 792 |
Receivables: | ' | ' |
Accounts receivable, net of allowance for doubtful accounts of $1,636 and $773 as of 2014 and 2013, respectively | 22,951 | 28,784 |
Other receivables, net of allowance for doubtful accounts of $0 and $1,080 as of 2014 and 2013, respectively | 7,819 | 6,559 |
Total receivables | 30,770 | 35,343 |
Deferred compensation | 4,404 | 3,495 |
Investments at fair value (cost basis $73,997 and $69,066 as of 2014 and 2013, respectively) | 73,999 | 68,141 |
Equity method investments | 16,634 | 12,481 |
Equipment and leasehold improvements, net | 5,860 | 5,156 |
Deferred tax asset | 69,379 | 1,315 |
Prepaid expenses and other assets | 8,133 | 13,716 |
Total assets | 352,189 | 443,463 |
Liabilities and Equity | ' | ' |
Compensation payable | 95,856 | 104,527 |
Accounts payable and accrued expenses | 13,789 | 14,262 |
Amount due pursuant to tax receivable agreement | 51,761 | ' |
Deferred revenue | 7,325 | 6,838 |
Other liabilities | 8,770 | 8,466 |
Total liabilities | 177,501 | 134,093 |
Commitments and Contingencies (See Note 13) | ' | ' |
Parent company investment | ' | 308,444 |
Accumulated other comprehensive income (loss) | 521 | 926 |
Additional paid-in-capital | 94,367 | ' |
Retained earnings (accumulated deficit) | -15,517 | ' |
Total Moelis & Company equity | 79,886 | 309,370 |
Noncontrolling interests | 94,802 | ' |
Total equity | 174,688 | 309,370 |
Total liabilities and equity | 352,189 | 443,463 |
Class A common stock | ' | ' |
Liabilities and Equity | ' | ' |
Common stock, par value $0.01 per share | 153 | ' |
Total equity | 153 | ' |
Class B common stock | ' | ' |
Liabilities and Equity | ' | ' |
Common stock, par value $0.01 per share | 362 | ' |
Total equity | $362 | ' |
Condensed_Consolidated_and_Com1
Condensed Consolidated and Combined Statements of Financial Condition (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Accounts receivable, allowance for doubtful accounts | $1,636 | $773 |
Other receivables, allowance for doubtful accounts | 0 | 1,080 |
Investments at fair value, cost basis | $73,997 | $69,066 |
Class A common stock | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | ' |
Common stock, shares authorized | 1,000,000,000 | 0 |
Common stock, shares issued | 15,260,806 | 0 |
Common stock, shares outstanding | 15,260,806 | 0 |
Class B common stock | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | ' |
Common stock, shares authorized | 1,000,000,000 | 0 |
Common stock, shares issued | 36,149,180 | 0 |
Common stock, shares outstanding | 36,149,180 | 0 |
Condensed_Consolidated_and_Com2
Condensed Consolidated and Combined Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenues | $128,651 | $98,728 | $374,855 | $257,091 |
Expenses | ' | ' | ' | ' |
Compensation and benefits | 68,148 | 64,966 | 300,793 | 166,952 |
Occupancy | 3,560 | 3,504 | 10,195 | 10,542 |
Professional fees | 5,995 | 2,999 | 14,588 | 8,887 |
Communication, technology and information services | 3,945 | 3,443 | 11,589 | 9,885 |
Travel and related expenses | 8,083 | 3,358 | 19,433 | 12,110 |
Depreciation and amortization | 542 | 571 | 1,636 | 1,743 |
Other expenses | 2,605 | 5,370 | 14,220 | 10,513 |
Total expenses | 92,878 | 84,211 | 372,454 | 220,632 |
Operating income (loss) | 35,773 | 14,517 | 2,401 | 36,459 |
Other income and expenses | 617 | -1,101 | 622 | -968 |
Income (loss) from equity method investments | 1,105 | 1,739 | -2,966 | 2,588 |
Income (loss) before income taxes | 37,495 | 15,155 | 57 | 38,079 |
Provision for income taxes | 4,710 | 705 | 5,790 | 1,782 |
Net income (loss) | 32,785 | 14,450 | -5,733 | 36,297 |
Net income (loss) attributable to noncontrolling interests | 26,285 | ' | 6,777 | ' |
Net income (loss) attributable to Moelis & Company | 6,500 | ' | -12,510 | ' |
Net income (loss) per share attributable to holders of shares of Class A common stock | ' | ' | ' | ' |
Dividends Declared per Share of Class A common stock (in dollars per share) | $0.20 | ' | $0.20 | ' |
Class A common stock | ' | ' | ' | ' |
Expenses | ' | ' | ' | ' |
Net income (loss) attributable to Moelis & Company | $6,500 | ' | ($12,510) | ' |
Weighted-average shares of Class A common stock outstanding | ' | ' | ' | ' |
Basic (in shares) | 15,262,343 | ' | 15,262,940 | ' |
Diluted (in shares) | 16,205,254 | ' | 15,262,940 | ' |
Net income (loss) per share attributable to holders of shares of Class A common stock | ' | ' | ' | ' |
Basic (in dollars per share) | $0.43 | ' | ($0.82) | ' |
Diluted (in dollars per share) | $0.40 | ' | ($0.82) | ' |
Condensed_Consolidated_and_Com3
Condensed Consolidated and Combined Statements of Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Condensed Consolidated and Combined Statements of Comprehensive Income | ' | ' | ' | ' |
Net income (loss) | $32,785 | $14,450 | ($5,733) | $36,297 |
Foreign currency translation adjustment, net of tax | -3,156 | 3,805 | -1,442 | 356 |
Other comprehensive income (loss) | -3,156 | 3,805 | -1,442 | 356 |
Comprehensive income (loss) | 29,629 | 18,255 | -7,175 | 36,653 |
Less: Comprehensive income (loss) attributable to noncontrolling interests | 24,017 | ' | 5,740 | ' |
Comprehensive income (loss) attributable to Moelis & Company | $5,612 | ' | ($12,915) | ' |
Condensed_Consolidated_and_Com4
Condensed Consolidated and Combined Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities | ' | ' |
Net income (loss) | ($5,733) | $36,297 |
Adjustments to reconcile combined net income to net cash provided by (used in) operating activities: | ' | ' |
Bad debt expense | 1,496 | 1,211 |
Depreciation and amortization | 1,636 | 1,743 |
(Income) loss from equity method investments | 2,966 | -2,588 |
Equity-based compensation | 112,726 | 34,810 |
Other | 2,949 | 2,373 |
Changes in assets and liabilities: | ' | ' |
Accounts receivable | 4,738 | 3,151 |
Other receivables | -3,234 | -10,996 |
Prepaid expenses and other assets | 1,018 | -3,904 |
Deferred compensation | -1,181 | 1,152 |
Compensation payable | -7,998 | -72,567 |
Accounts payable and accrued expenses | 7,667 | -163 |
Deferred revenue | 484 | -939 |
Dividends received | ' | 2,375 |
Other liabilities | 294 | 2,270 |
Net cash provided by (used in) operating activities | 117,828 | -5,775 |
Cash flows from investing activities | ' | ' |
Purchase of investments | -91,107 | -148,059 |
Proceeds from sales of investments | 83,237 | 200,143 |
Investment in equity method investments | -4,445 | ' |
Note payments received from employees | 831 | 383 |
Notes issued to employees | -119 | ' |
Purchase of equipment and leasehold improvements | -2,381 | -1,251 |
Change in restricted cash | -131 | -4 |
Net cash provided by (used in) investing activities | -14,115 | 51,212 |
Cash flows from financing activities | ' | ' |
Pre-offering distribution to partners | -195,017 | ' |
Tax distributions to partners | -46,990 | -39,472 |
IPO related proceeds (net of $10,316 of offering costs) | 163,682 | ' |
Dividend distributions to Parent for partners | ' | -35,389 |
Distributions of IPO proceeds to partners | -139,429 | ' |
Dividends and distributions | -10,894 | ' |
Other cash contributions from (distributions to) Parent | -34,730 | 4,578 |
Cash proceeds from issuance of Class B common stock | 500 | ' |
Other | -938 | ' |
Net cash provided by (used in) financing activities | -263,816 | -70,283 |
Effect of exchange rate fluctuations on cash and cash equivalents | -823 | 75 |
Net increase (decrease) in cash and cash equivalents | -160,926 | -24,771 |
Cash and cash equivalents, beginning of period | 303,024 | 185,623 |
Cash and cash equivalents, end of period | 142,098 | 160,852 |
Cash paid during the period for: | ' | ' |
Income taxes | 2,877 | 1,422 |
Other non-cash activity | ' | ' |
Initial establishment of deferred tax assets, net of amounts payable under tax receivable agreement | 10,854 | ' |
Capitalized IPO expenses paid in prior or subsequent period | 1,575 | ' |
Tax benefit related to settlement of appreciation units | 4,308 | ' |
Establishment of deferred tax asset related to reorganization | 3,261 | ' |
Increase in deferred tax asset related to IPO | 1,302 | ' |
Other non-cash distributions | $1,724 | ' |
Condensed_Consolidated_and_Com5
Condensed Consolidated and Combined Statements of Cash Flows (Parenthetical) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Condensed Consolidated and Combined Statements of Cash Flows | ' |
Offering costs | $10,316 |
Condensed_Consolidated_and_Com6
Condensed Consolidated and Combined Statements of Changes in Equity (USD $) | Total | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) | Parent Company Investment | Noncontrolling Interests | Class A common stock | Class B common stock |
In Thousands, except Share data, unless otherwise specified | ||||||||
Balance at beginning of the period at Dec. 31, 2012 | $260,108 | ' | ' | $163 | $259,945 | ' | ' | ' |
Changes in Parent Company Equity (Deficit) | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | 36,297 | ' | ' | ' | 36,297 | ' | ' | ' |
Net cash distributions to Parent | -70,283 | ' | ' | ' | -70,283 | ' | ' | ' |
Equity-based compensation | 34,810 | ' | ' | ' | 34,810 | ' | ' | ' |
Equity-based contributions to joint venture and global advisory board | 1,675 | ' | ' | ' | 1,675 | ' | ' | ' |
Other comprehensive income | 356 | ' | ' | 356 | ' | ' | ' | ' |
Balance at end of the period at Sep. 30, 2013 | 262,963 | ' | ' | 519 | 262,444 | ' | ' | ' |
Balance at beginning of the period at Dec. 31, 2013 | 309,370 | ' | ' | 926 | 308,444 | ' | ' | ' |
Changes in Parent Company Equity (Deficit) | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock | 500 | 138 | ' | ' | ' | ' | ' | 362 |
Issuance of common stock (in shares) | ' | ' | ' | ' | ' | ' | ' | 36,158,698 |
Net income (loss) | 29,768 | ' | ' | ' | 29,768 | ' | ' | ' |
Net cash distributions to Parent | -80,983 | ' | ' | ' | -80,983 | ' | ' | ' |
Equity-based compensation | 13,834 | ' | ' | ' | 13,834 | ' | ' | ' |
Equity-based contributions to joint venture and global advisory board | 1,223 | ' | ' | ' | 1,223 | ' | ' | ' |
Pre-offering distribution to partners | -195,017 | ' | ' | ' | -195,017 | ' | ' | ' |
Other non-cash distributions | -1,105 | ' | ' | ' | -1,105 | ' | ' | ' |
Establishment of deferred tax asset related to reorganization | 3,261 | 3,261 | ' | ' | ' | ' | ' | ' |
Other comprehensive income | 1 | ' | ' | 1 | ' | ' | ' | ' |
Reorganization of equity structure | ' | 12,475 | ' | ' | -76,164 | 63,612 | 77 | ' |
Reorganization of equity structure (in shares) | ' | ' | ' | ' | ' | ' | 7,699,851 | ' |
Balance at end of the period at Apr. 21, 2014 | 80,852 | 15,874 | ' | 927 | ' | 63,612 | 77 | 362 |
Balance at end of the period (in shares) at Apr. 21, 2014 | ' | ' | ' | ' | ' | ' | 7,699,851 | 36,158,698 |
Balance at beginning of the period at Dec. 31, 2013 | 309,370 | ' | ' | ' | ' | ' | ' | ' |
Changes in Parent Company Equity (Deficit) | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock (in shares) | ' | ' | ' | ' | ' | ' | ' | 36,158,698 |
Net income (loss) | -5,733 | ' | ' | ' | ' | ' | ' | ' |
Balance at end of the period at Sep. 30, 2014 | 174,688 | ' | ' | ' | ' | ' | ' | 362 |
Balance at end of the period (in shares) at Sep. 30, 2014 | ' | ' | ' | ' | ' | ' | ' | 36,149,180 |
Balance at beginning of the period at Apr. 21, 2014 | 80,852 | 15,874 | ' | 927 | ' | 63,612 | 77 | 362 |
Balance at beginning of the period (in shares) at Apr. 21, 2014 | ' | ' | ' | ' | ' | ' | 7,699,851 | 36,158,698 |
Changes in Parent Company Equity (Deficit) | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock | 162,107 | 162,032 | ' | ' | ' | ' | 75 | ' |
Issuance of common stock (in shares) | ' | ' | ' | ' | ' | ' | 7,483,442 | ' |
Net income (loss) | -35,501 | ' | -12,510 | ' | ' | -22,991 | ' | ' |
Distributions of IPO proceeds to partners | -139,429 | -139,429 | ' | ' | ' | ' | ' | ' |
Equity-based compensation | 98,892 | 33,185 | ' | ' | ' | 65,706 | 1 | ' |
Equity-based compensation (in shares) | ' | ' | ' | ' | ' | ' | 77,693 | ' |
Equity-based contributions to joint venture and global advisory board | 5,815 | 5,692 | ' | ' | ' | 123 | ' | ' |
Increase in deferred tax asset related to IPO | 1,302 | 1,302 | ' | ' | ' | ' | ' | ' |
Initial establishment of deferred tax assets, net of amounts payable under tax receivable agreement | 10,854 | 10,854 | ' | ' | ' | ' | ' | ' |
Tax benefit related to settlement of appreciation units | 4,308 | 4,308 | ' | ' | ' | ' | ' | ' |
Other comprehensive income | -1,443 | ' | ' | -406 | ' | -1,037 | ' | ' |
Dividends and distributions | -10,894 | 437 | -3,007 | ' | ' | -8,324 | ' | ' |
Other | -2,175 | 112 | ' | ' | ' | -2,287 | ' | ' |
Other (in shares) | ' | ' | ' | ' | ' | ' | -180 | -9,518 |
Balance at end of the period at Sep. 30, 2014 | $174,688 | $94,367 | ($15,517) | $521 | ' | $94,802 | $153 | $362 |
Balance at end of the period (in shares) at Sep. 30, 2014 | ' | ' | ' | ' | ' | ' | 15,260,806 | 36,149,180 |
ORGANIZATION_AND_BASIS_OF_PRES
ORGANIZATION AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2014 | |
ORGANIZATION AND BASIS OF PRESENTATION | ' |
ORGANIZATION AND BASIS OF PRESENTATION | ' |
1. ORGANIZATION AND BASIS OF PRESENTATION | |
The accompanying condensed consolidated and combined financial statements include the accounts and operations of Moelis & Company beginning with its initial public offering ("IPO") in April of 2014, along with the historical carved out accounts and operations of the advisory business of Moelis & Company Holdings LP (the "Parent" or "Old Holdings") prior to Moelis & Company's IPO (Moelis & Company and the advisory business of the Parent are referred to as the "Company," "we," "our," or "us"). | |
Prior to the Company's IPO, the Parent operated as a Delaware limited partnership that commenced operations on May 1, 2007. The general partner of the Parent was Moelis & Company Holdings GP LLC. The sole member of Moelis & Company Holdings GP LLC was Moelis & Company Manager LLC ("Manager"), which was wholly-owned by certain co-founding partners. In April of 2014, Old Holdings reorganized its business in connection with the IPO of 7,475,000 shares of Moelis & Company Class A common stock. Following the reorganization, the advisory business is now held under Moelis & Company Group LP ("Group LP"), a U.S. Delaware limited partnership, and Group LP is controlled by Moelis & Company. The net assets associated with the advisory operations were distributed to Group LP at their carrying amounts. The details of the reorganization and IPO are described further in Note 4 and in the combined financial statements of the Advisory Operations of Moelis & Company Holdings LP in Moelis & Company's Registration Statement filed with the U.S. Securities and Exchange Commission ("SEC") effective April 15, 2014 (the "Registration Statement"). The interim financial information provided in the accompanying condensed consolidated and combined financial statements represents the combined results of operations and financial condition prior to the Company's reorganization along with the consolidated results of operations and financial condition subsequent to the Company's reorganization and IPO. | |
The Company's activities as an investment banking advisory firm constitute a single business segment offering clients, including corporations, governments and financial sponsors, a range of advisory services with expertise across all major industries in mergers and acquisitions, recapitalizations and restructurings and other corporate finance matters. | |
Basis of Presentation—The condensed consolidated and combined financial statements of Moelis & Company include its partnership interests in Group LP, its equity interest in the sole general partner of Group LP, Moelis & Company Group GP LLC ("Group GP"), and its interests in its subsidiaries. Moelis & Company will operate and control all of the business and affairs of Group LP and its operating entity subsidiaries indirectly through its equity interest in Group GP. The Company operates through the following subsidiaries: | |
• | |
Moelis & Company LLC ("Moelis U.S."), a Delaware limited liability company, a registered broker-dealer with the SEC and a member of the Financial Industry Regulatory Authority ("FINRA"). | |
• | |
Moelis & Company International Holdings LLC ("Moelis International"), a Delaware limited liability company, owns the following entities: | |
• | |
Moelis & Company UK LLP ("Moelis UK"), a limited liability partnership registered under the laws of England and Wales. In addition to the United Kingdom, Moelis UK maintains operations through the following subsidiaries and branches: | |
• | |
Moelis & Company France SAS (French subsidiary) | |
• | |
Moelis & Company Europe Limited, Frankfurt am Main (German branch) | |
• | |
Moelis & Company UK LLP, DIFC (Dubai branch) | |
• | |
50% of Moelis Australia Holdings PTY Limited ("Moelis Australia Holdings", or the "Australian JV"), a joint venture with Magic Trust Trustee PTY Limited (the "Trust"). | |
• | |
Moelis & Company Asia Limited ("Moelis Asia"), a limited company incorporated in Hong Kong licensed under the Hong Kong Securities and Futures Ordinance to provide financial advisory services. In addition to Hong Kong, Moelis Asia maintains operations in Beijing China through Moelis & Company Consulting (Beijing) Company Limited. | |
• | |
Moelis & Company India Private Limited, a private limited company incorporated in Mumbai, India. | |
• | |
Moelis & Company Assessoria Financeira Ltda. ("Moelis Brazil"), a limited liability company incorporated in São Paulo, Brazil. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2014 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Accounting—The Company prepared the accompanying condensed consolidated and combined financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). As permitted by the interim reporting rules and regulations set forth by the SEC, the condensed consolidated and combined financial statements presented exclude certain financial information and footnote disclosures normally included in audited financial statements prepared in accordance with U.S. GAAP. In the opinion of the Company's management, the accompanying unaudited condensed consolidated and combined financial statements contain all adjustments, consisting of normal recurring accruals, necessary to fairly present the accompanying unaudited condensed consolidated and combined financial statements. These unaudited condensed consolidated and combined financial statements should be read in conjunction with the combined audited financial statements for the year ended December 31, 2013 included in the Company's Registration Statement. | |
Consolidation—The Company's policy is to consolidate (i) entities in which it has a controlling financial interest, (ii) variable interest entities where the Company has a variable interest and is deemed to be the primary beneficiary and (iii) limited partnerships where the Company is the general partner, unless the presumption of control is overcome. When the Company does not have a controlling interest in an entity, but exerts significant influence over the entity's operating and financial decisions, the Company applies the equity method of accounting in which it records in earnings its share of income or losses of the entity. All intercompany balances and transactions with the Company's subsidiaries have been eliminated in consolidation. | |
Use of Estimates—The preparation of condensed consolidated and combined financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period in which they are determined to be necessary. | |
In preparing the condensed consolidated and combined financial statements, management makes estimates and assumptions regarding: | |
• | |
the adequacy of the allowance for doubtful accounts; | |
• | |
the realization of deferred taxes; | |
• | |
the measurement of equity-based compensation; and | |
• | |
other matters that affect the reported amounts and disclosures of contingencies in the financial statements. | |
Expense Allocations—Prior to the Company's IPO in April of 2014, certain expenses have been allocated from the Parent based on the most relevant measure, including relative usage or proportion of the Company's headcount to that of the Parent. Occupancy expenses have been allocated to the Company based on the proportion of the Company's headcount to that of the Parent, and communication, technology and information services expenses have been allocated to the Company based on a combination of relative usage and the proportion of the Company's headcount to that of the Parent. All other expenses were specifically identifiable to the Company. Management believes the assumptions and allocations underlying the condensed consolidated and combined financial statements are reasonable, and the allocated amounts are representative of the amounts that would have been recorded in the condensed consolidated and combined financial statements had the Company operated independent of the Parent for the historical periods presented. | |
In connection with the Company's IPO, the Company committed to a services agreement with a related party, Moelis Asset Management LP, whereby the Company provides certain administrative services and office space to Moelis Asset Management LP for a fee. See Note 11 for further information. | |
Cash and Cash Equivalents—Cash and cash equivalents include all short-term highly liquid investments that are readily convertible to known amounts of cash and have original maturities of three months or less from the date of purchase. | |
As of September 30, 2014, the Company had cash equivalents of $63,987 (December 31, 2013: $260,825) invested primarily in U.S. Treasury Bills and government securities money market funds. Additionally, as of September 30, 2014, the Company had cash of $78,111 (December 31, 2013: $42,199) maintained in U.S. and non-U.S. bank accounts, of which most U.S. bank account balances exceeded the FDIC coverage limit of $250. | |
Restricted Cash—The Company held cash of $912 and $792 as of September 30, 2014 and December 31, 2013, respectively, in restricted collateral accounts deposited primarily in connection with corporate credit card programs. | |
Receivables—The accompanying condensed consolidated and combined statements of financial condition present accounts receivable balances net of allowance for doubtful accounts based on the Company's assessment of the collectability of customer accounts. | |
The Company maintains an allowance for doubtful accounts that, in management's opinion, provides for an adequate reserve to cover losses that may be incurred. The Company regularly reviews the allowance by considering factors such as historical experience, credit quality, age of the accounts receivable and recoverable expense balances, and the current economic conditions that may affect a customer's ability to pay such amounts owed to the Company. | |
After concluding that a reserved accounts receivable is no longer collectible, the Company will charge-off the receivable. This is determined based on several factors including the age of the accounts receivable and the credit worthiness of the customer. This has the effect of reducing both the gross receivable and the allowance for doubtful accounts. | |
Deferred Compensation—Deferred compensation costs represent arrangements with certain employees whereby cash payments are subject to a required period of service subsequent to payment by the Company. These amounts are charged to expenses over the period that the employee is required to provide services in order to vest in the payment. | |
Financial Instruments at Fair Value—Fair value is generally based on quoted prices, however if quoted market prices are not available, fair value is determined based on other relevant factors, including dealer price quotations, price activity for equivalent instruments and valuation pricing models. The Company established a fair value hierarchy which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is affected by a number of factors, including the type of instrument, the characteristics specific to the instrument and the state of the marketplace (including the existence and transparency of transactions between market participants). Financial instruments with readily-available actively quoted prices or for which fair value can be measured from actively-quoted prices in an orderly market will generally have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. | |
Financial instruments measured and reported at fair value are classified and disclosed in one of the following categories (from highest to lowest) based on inputs: | |
Level 1—Quoted prices (unadjusted) are available in active markets for identical instruments that the Company has the ability to access as of the reporting date. The Company, to the extent that it holds such instruments, does not adjust the quoted price for these instruments, even in situations in which the Company holds a large position and a sale could reasonably affect the quoted price. | |
Level 2—Pricing inputs are observable for the instruments, either directly or indirectly, as of the reporting date, but are not the same as those used in Level 1. Fair value is determined through the use of models or other valuation methodologies. | |
Level 3—Pricing inputs are unobservable for the instruments and include situations where there is little, if any, market activity for the investments. The inputs into the determination of fair value require significant judgment or estimation by the Company's management. | |
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given investment is based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the instrument. | |
For level 3 investments in which pricing inputs are unobservable and limited market activity exists, management's determination of fair value is based on the best information available, may incorporate management's own assumptions and involves a significant degree of judgment. | |
Equity Method Investments—Equity method investments primarily consist of the Company's investment in Moelis Australia Holdings. The Company accounts for its investment in Moelis Australia Holdings under the equity method of accounting as the Company does not control the entity but jointly controls Moelis Australia Holdings with the Trust. In connection with this investment, the Company acquired a call option to purchase the remaining 50% interest in Moelis Australia Holdings. Also, in connection with the investment, the Company granted a put option enabling the key senior Australian executive to sell his remaining shares in Moelis Australia Holdings back to the Company upon certain defined exit events. The call and the put options are embedded in the equity method investment and have not been separated as embedded derivatives because they do not meet the definition of a derivative given that the investee's shares are not publicly traded. The investment reflects the Company's share of contributions made to, distributions received from, and the equity earnings and losses of, the joint venture. The Company reflects its share of gains and losses of the joint venture in income (loss) from equity method investments in the condensed consolidated and combined statements of operations. | |
Equipment and Leasehold Improvements—Office equipment and furniture and fixtures are stated at cost less accumulated depreciation, which is determined using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years, respectively. Leasehold improvements are stated at cost less accumulated amortization, which is determined using the straight-line method over the lesser of the term of the lease or the estimated useful life of the asset. | |
Major renewals and improvements are capitalized and minor replacements, maintenance and repairs are charged to expenses as incurred. Upon retirement or disposal of assets, the cost and related accumulated depreciation or amortization are removed from the condensed consolidated and combined statements of financial condition and any gain or loss is reflected in the condensed consolidated and combined statements of operations. | |
Deferred Tax Asset and Amount Due Pursuant to Tax Receivable Agreement—In conjunction with the IPO, the Company is treated for U.S. federal income tax purposes as having directly purchased Class A partnership units in Group LP from the existing unitholders. In the future, additional Group LP Class A partnership units may be exchanged for shares of Class A common stock in the Company. The initial purchase and these future exchanges are expected to result in an increase in the tax basis of Group LP's assets attributable to the Company's interest in Group LP. These increases in the tax basis of Group LP's assets attributable to the Company's interest in Group LP would not have been available but for this initial purchase and future exchanges. Such increases in tax basis are likely to increase (for tax purposes) depreciation and amortization deductions and therefore reduce the amount of income tax the Company would otherwise be required to pay in the future. As a result, the Company records a deferred tax asset for such increase in tax basis. | |
The Company has entered into a tax receivable agreement with its eligible Managing Directors that will provide for the payment by the Company to its eligible Managing Directors of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes as a result of (a) the increases in tax basis attributable to exchanges by its eligible Managing Directors and (b) tax benefits related to imputed interest deemed to be paid by the Company as a result of this tax receivable agreement. The Company expects to benefit from the remaining 15% of cash savings, if any, in income tax that it realizes and record any such estimated tax benefits as an increase to additional paid-in-capital. For purposes of the tax receivable agreement, cash savings in income tax will be computed by comparing the Company's actual income tax liability to the amount of such taxes that it would have been required to pay had there been no increase to the tax basis of the tangible and intangible assets of Group LP as a result of the exchanges and had it not entered into the tax receivable agreement. The term of the tax receivable agreement commenced upon consummation of the IPO and will continue until all such tax benefits have been utilized or expired, unless the Company exercises its right to terminate the tax receivable agreement for an amount based on an agreed value of payments remaining to be made under the agreement. The Company has recorded the estimated tax benefits related to the increase in tax basis and imputed interest as a result of the initial purchase described above as a deferred tax asset in the condensed consolidated and combined statements of financial condition. The amount due to its eligible Managing Directors related to the tax receivable agreement as a result of the initial purchase described above is recorded as amount due pursuant to tax receivable agreement in the condensed consolidated and combined statements of financial condition. The amounts recorded for the deferred tax asset and the liability for our obligations under the tax receivable agreement are estimates. Any adjustments to our estimates subsequent to their initial establishment will be included in net income (loss). Future exchanges of Class A partnership units in Group LP for Class A common shares in the Company will be accounted for in a similar manner. | |
Revenue and Expense Recognition—The Company recognizes revenues from providing advisory services when earned. Upfront fees are recognized over the estimated period that the related services are performed. Transaction-related fees are recognized when all services for a transaction have been provided, specified conditions have been met and the transaction closes. Underwriting revenues are recognized when the offering is deemed complete and is presented net of related expenses. Deferred revenues are recorded for fees received that have not yet been earned. Expenses are recorded on the condensed consolidated and combined statements of operations, net of client reimbursements. Reimbursable expenses billed to clients totaled $2,793 and $1,957 for the three months ended September 30, 2014 and 2013 respectively, and $7,520 and $5,750 for the nine months ended September 30, 2014 and 2013, respectively. | |
Equity-based Compensation—The Company recognizes the cost of employee services received in exchange for an equity instrument award. The cost is based on its grant-date fair value amortized over the service period required by the award's vesting terms. Prior to the Company's IPO, the measurement of the grant-date fair value required the Company's Parent to make estimates about its future operating results and the appropriate risk-adjusted discount rates. The methods used to estimate the fair value of equity-based compensation generally included the market approach and the income approach, each of which involve a significant degree of judgment. Under the market approach, fair value is determined with reference to observable valuation measures for comparable companies (e.g., multiplying a key performance metric of the comparable company by a relevant valuation multiple—adjusted for differences between the Company's Parent and the referenced comparable). Under the income approach, fair value is determined by converting future amounts (e.g., cash flows or earnings) to a single present amount (discounted) using current expectations about those future amounts. Subsequent to the Company's IPO, the grant-date fair value of equity awards is based on quoted market prices at the time of grant. The Company recognizes such amounts in compensation and benefits expenses in the accompanying condensed consolidated and combined statements of operations and as an increase to equity in the accompanying condensed consolidated and combined statements of financial condition and changes in equity. See Note 9 for further discussion. | |
For the purposes of calculating diluted net income (loss) per share to holders of Class A common stock, unvested service-based awards are included in the diluted weighted average shares of Class A common stock outstanding using the treasury stock method. See Note 8 for further discussion. | |
Income Taxes—Prior to the Company's reorganization and IPO of Moelis & Company, the Company had been primarily subject to the New York City unincorporated business tax ("UBT") and certain other foreign, state and local taxes as applicable. The Company's operations were historically comprised of entities that are organized as limited liability companies and limited partnerships. For U.S. federal income tax purposes, taxes related to income earned by these entities represent obligations of the individual partners and members and have historically not been reflected in the condensed consolidated and combined statements of financial condition. In connection with the Company's reorganization and IPO, the Company became subject to U.S. corporate federal and state income tax on its allocable share of results of operations from Group LP. | |
The Company accounts for income taxes in accordance with ASC 740, "Accounting for Income Taxes" ("ASC 740"), which requires the recognition of tax benefits or expenses on temporary differences between the financial reporting and tax bases of its assets and liabilities by applying the enacted tax rates in effect for the year in which the differences are expected to reverse. Such net tax effects on temporary differences are reflected on the Company's condensed consolidated and combined statements of financial condition as deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when the Company believes that it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. | |
ASC 740-10 prescribes a two-step approach for the recognition and measurement of tax benefits associated with the positions taken or expected to be taken in a tax return that affect amounts reported in the financial statements. The Company has reviewed and will continue to review the conclusions reached regarding uncertain tax positions, which may be subject to review and adjustment at a later date based on ongoing analyses of tax laws, regulations and interpretations thereof. For the three and nine months ended September 30, 2014 and 2013, no unrecognized tax benefit was recorded. To the extent that the Company's assessment of the conclusions reached regarding uncertain tax positions changes as a result of the evaluation of new information, such change in estimate will be recorded in the period in which such determination is made. The Company reports income tax-related interest and penalties, if applicable, as a component of income tax expense. For the three and nine months ended September 30, 2014 and 2013, no such amounts were recorded. | |
Foreign Currency Translation—Assets and liabilities held in non-U.S. dollar denominated (functional) currencies are translated into U.S. dollars at exchange rates in effect at the end of the reporting period. Revenues and expenses are translated at average exchange rates during the reporting period. A charge or credit is recorded to other comprehensive income to reflect the translation of these amounts to the extent the non-U.S. currency is designated the functional currency of the subsidiary. Non-functional currency related transaction gains and losses are immediately recorded in the condensed consolidated and combined statements of operations. | |
RECENT_ACCOUNTING_PRONOUNCEMEN
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2014 | |
RECENT ACCOUNTING PRONOUNCEMENTS | ' |
RECENT ACCOUNTING PRONOUNCEMENTS | ' |
3. RECENT ACCOUNTING PRONOUNCEMENTS | |
In January 2013, the FASB issued ASU No. 2013-01 "Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities" ("ASU 2013-01"). ASU 2013-01 provides amendments to ASU 2011-11 by clarifying the scope of transactions that are subject to the disclosures of offsetting. The amendments in this update are effective retrospectively for periods beginning after January 1, 2013. The adoption of this update did not have an impact on the Company's condensed consolidated and combined financial statements. | |
In July 2013, the FASB issued ASU No. 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" ("ASU 2013-11"). ASU 2013-11 provides amendments to ASC No. 740, "Income Taxes", which clarify the guidance for the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists. The amendments require that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward. If a net operating loss carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The amendments in this update are effective prospectively during interim and annual periods beginning after December 15, 2013, with early adoption permitted. The adoption of this update did not have a material impact on the Company's condensed consolidated and combined financial statements. | |
In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" ("ASU 2014-09"). ASU 2014-09 requires a company to recognize revenue in an amount that reflects the consideration to which the entity expects to be entitled in exchange for services provided. The amendment requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. The amendments in this update are effective prospectively during interim and annual periods beginning after December 15, 2016, with early adoption prohibited. The Company is currently assessing the impact the adoption of ASU 2014-09 will have on its condensed consolidated and combined financial statements. | |
BUSINESS_CHANGES_AND_DEVELOPME
BUSINESS CHANGES AND DEVELOPMENTS | 9 Months Ended |
Sep. 30, 2014 | |
BUSINESS CHANGES AND DEVELOPMENTS | ' |
BUSINESS CHANGES AND DEVELOPMENTS | ' |
4. BUSINESS CHANGES AND DEVELOPMENTS | |
Moelis Brazil | |
In August 2014, the Company established Moelis Brazil, a new corporate entity located in São Paulo, Brazil for the purpose of providing investment banking advisory services to clients in Brazil and increasing the global reach of the Company. The Company owns a 94% interest in Moelis Brazil and the remaining 6% is owned by senior bankers of the newly formed entity. As the majority owner of Moelis Brazil, the Company consolidates its financial results. | |
Reorganization and Initial Public Offering | |
In April 2014, Old Holdings reorganized its business in connection with the IPO of Class A common stock by Moelis & Company, a newly-formed Delaware corporation. Following the reorganization, the advisory operations are owned by Group LP and Group LP is controlled by Moelis & Company. The new public shareholders are entitled to receive a portion of the economics of the operations through their direct ownership interests in shares of Class A common stock of Moelis & Company. The existing owners of Group LP will continue to receive the majority of the economics of the operations, as noncontrolling interest holders, primarily through direct and indirect ownership interests in Group LP partnership units. As a corporation, Moelis & Company is subject to United States federal and state corporate income taxes, which is resulting in a material increase in the applicable tax rates and current tax expense incurred post reorganization. | |
Group LP has one principal class of units, Class A partnership units. Group LP issued Class A partnership units to Moelis & Company and to certain existing holders of Old Holdings units. Following the reorganization, each Group LP Class A partnership unit (not held by Moelis & Company or its subsidiaries) is exchangeable into one share of Moelis & Company Class A common stock. In addition, Group LP issued Class B partnership units to Moelis & Company. The Class B partnership units correspond with the economic rights of shares of Moelis & Company Class B common stock. The economic rights of Class B common stock are based on the ratio of the Class B subscription price to the initial public offering price of shares of Class A common stock (.00055 to 1), and the aggregate number of shares of Class B common stock may be converted to Class A common stock (up to a maximum of 20,000 shares). Holders of shares of Class B common stock are entitled to receive dividends of the same type as any dividends payable on outstanding shares of Class A common stock at a ratio of .00055 to 1. | |
Group LP Class A partnership unitholders have no voting rights by virtue of their ownership of Group LP Class A partnership units, except for the limited rights described in Group LP's Amended and Restated Agreement of Limited Partnership. Moelis & Company Partner Holdings LP holds all shares of Class B common stock, enabling it initially to exercise majority voting control over Moelis & Company. Among other items, Class B common stock contains a condition (the "Class B Condition") that calls for Mr. Moelis to maintain a defined minimum equity stake. So long as the Class B Condition is satisfied, each share of Class B common stock entitles its holder to ten votes for each share held of record on all matters submitted to a vote of stockholders. Shares of Class B common stock are generally not transferrable and, if transferred other than in the limited circumstances set forth in Moelis & Company's Amended and Restated Certificate of Incorporation, such shares shall automatically convert into a number of shares of Class A common stock, or dollar equivalent, set forth in Moelis & Company's Amended and Restated Certificate of Incorporation. Upon failure of the Class B Condition, each share of Class B common stock will have one vote for each share held. Each share of Class B common stock may, at the option of the holder, be converted into a number of shares of Class A common stock, or dollar set forth in Moelis & Company's Amended and Restated Certificate of Incorporation. | |
In connection with the reorganization and IPO described above, several transactions took place which impacted the Company's condensed consolidated and combined financial statements including the following: | |
• | |
A pre-offering distribution to the partners of Old Holdings of $195,017 reflected within financing activities in the condensed consolidated and combined statements of cash flows and in the condensed consolidated and combined statements of changes in equity; | |
• | |
The purchase by Moelis & Company of Class A partnership units directly from Group LP with the proceeds of the IPO. The proceeds received related to the issuance of Class A common stock in connection with the IPO is recorded net of underwriting discounts, commissions and offering expenses. Net cash received of $163,682 during the nine months ended September 30, 2014 is reflected within financing activities in the condensed consolidated and combined statements of cash flows. Net proceeds recorded in the condensed consolidated and combined statements of changes in equity of $162,107, takes into account any IPO related expenses paid during 2013 and any accruals remaining as of September 30, 2014; | |
• | |
The one-time cash distribution of $139,429 by Group LP to the partners of Old Holdings of a portion of the proceeds arising from the sale of Class A partnership units to Moelis & Company is reflected within financing activities in the condensed consolidated and combined statements of cash flows and in the condensed consolidated and combined statements of changes in equity; | |
• | |
The tax impact associated with the one-time cash distribution is treated as an acquisition for U.S. federal income tax purposes of Class A partnership units in Group LP from certain partners of Old Holdings. This distribution resulted in a deferred tax asset of which approximately $60,896 of this deferred tax asset is attributable to exchanges by certain of the partners of Old Holdings who are party to the tax receivable agreement. Pursuant to this agreement, 85% (or $51,761) of the tax benefits associated with this portion of the deferred tax asset are payable to partners of Old Holdings over the next 15 years and is recorded as amount due pursuant to tax receivable agreement in the condensed consolidated and combined statements of financial condition. The remaining tax benefit is allocable to the Company and is recorded in additional paid-in-capital. | |
• | |
Expenses related to the reorganization and IPO recorded in the condensed consolidated and combined statements of operations for the nine months ended September 30, 2014 include the following: | |
• | |
$87,601 of compensation and benefits expense associated with the one-time non-cash acceleration of unvested equity held by Managing Directors; | |
• | |
$763 ($384 for the three months ended September 30, 2014) of compensation and benefits expense associated with the amortization of RSUs granted in connection with the IPO (excludes expense associated with RSUs granted at the time of the IPO in connection with 2013 equity incentive compensation); amortization expense of RSUs granted in connection with the IPO will be recognized over a five year vesting period; | |
• | |
$2,046 ($1,094 for the three months ended September 30, 2014) of compensation and benefits expense associated with the amortization of stock options granted in connection with the IPO; amortization expense of stock options granted in connection with the IPO will be recognized over a five year vesting period; | |
• | |
$4,014 of compensation and benefits expense associated with the issuance of cash (expense of $2,004) and fully vested shares of Class A common stock (expense of $2,010) in settlement of appreciation rights issued in prior years; | |
• | |
$1,240 of professional fees expense associated with the one-time non-cash acceleration of unvested equity held by non-employee members of Moelis & Company's Global Advisory Board; and | |
• | |
$4,916 of expenses associated with the one-time non-cash acceleration of unvested equity held by employees of the Australian JV. Half of the expenses associated with acceleration of equity held by employees of the Australian JV is included in other expenses and the other half is included in income (loss) from equity method investments. | |
EQUITY_METHOD_INVESTMENTS
EQUITY METHOD INVESTMENTS | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
EQUITY METHOD INVESTMENTS | ' | |||||||||||||
EQUITY METHOD INVESTMENTS | ' | |||||||||||||
5. EQUITY METHOD INVESTMENTS | ||||||||||||||
Investment in Joint Venture | ||||||||||||||
On April 1, 2010, the Company entered into a 50-50 joint venture in Moelis Australia Holdings, investing a combination of cash and certain net assets of its wholly-owned subsidiary, Moelis Australia, in exchange for its interests. The remaining 50% is owned by an Australian trust established by and for the benefit of Moelis Australia senior executives. | ||||||||||||||
On April 1, 2011, the Company contributed its equity to Moelis Australia Holdings, which in turn granted equity awards to its employees in return for providing future employment related services. These units generally vest over an eight year service period and are recorded as compensation expenses on Moelis Australia Holdings' financial statements. As the recipients are not employees of the Company, but rather employees of the Australian JV, the Company recognized the entire expense associated with these equity awards based on the fair value re-measured at each reporting period and amortized over the vesting period. In connection with the Company's reorganization and IPO, the unvested equity held by the employees of the Australian JV was accelerated in April of 2014. For the nine months ended September 30, 2014, the Company recognized $5,350 in additional equity, $2,675 in equity method investments and $2,675 in other expenses relating to these equity awards in the condensed consolidated and combined financial statements. For the nine months ended September 30, 2013, the Company recognized $1,112 in additional equity, $556 in equity method investments and $556 in other expenses relating to these equity awards in the condensed consolidated and combined financial statements. | ||||||||||||||
During the nine months ended September 30, 2013, Moelis Australia Holdings paid dividends to the Company in the amount of $2,375. This dividend was treated as a return on investment in the condensed consolidated and combined financial statements. | ||||||||||||||
During the nine months ended September 30, 2014, the Company made a cash contribution to Moelis Australia Holdings in the amount of $4,180. The Company treated this contribution as an increase in equity method investments in the condensed consolidated and combined financial statements. | ||||||||||||||
Summary financial information related to Moelis Australia Holdings is as follows: | ||||||||||||||
September 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Total assets | $ | 31,740 | $ | 38,465 | ||||||||||
Total liabilities | (6,327 | ) | (15,760 | ) | ||||||||||
| | | | | | | | |||||||
Net equity | $ | 25,413 | $ | 22,705 | ||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
For the Three Months | For the Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Total revenues | $ | 9,863 | $ | 10,782 | $ | 17,443 | $ | 30,390 | ||||||
Total expenses | (7,653 | ) | (7,304 | ) | (23,375 | ) | (25,213 | ) | ||||||
| | | | | | | | | | | | | | |
Net income (loss) | $ | 2,210 | $ | 3,478 | $ | (5,932 | ) | $ | 5,177 | |||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Ownership percentage | 50 | % | 50 | % | 50 | % | 50 | % | ||||||
Income (loss) from equity method investment | $ | 1,105 | $ | 1,739 | $ | (2,966 | ) | $ | 2,588 | |||||
Other Equity Method Investment | ||||||||||||||
In June 2014, the Company made an investment of $265 into an entity controlled by a related party, Moelis Asset Management LP. The Company has determined that it should account for this investment as an equity method investment on the condensed consolidated and combined financial statements. For the three and nine months ended September 30, 2014, no income or loss was recorded on this investment. | ||||||||||||||
EQUIPMENT_AND_LEASEHOLD_IMPROV
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ' | |||||||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ' | |||||||
6. EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ||||||||
Equipment and leasehold improvements, net consist of the following: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
Office equipment | $ | 8,445 | $ | 7,498 | ||||
Furniture and fixtures | 2,050 | 1,730 | ||||||
Leasehold improvements | 5,301 | 4,395 | ||||||
| | | | | | | | |
Total | 15,796 | 13,623 | ||||||
Less accumulated depreciation and amortization | (9,936 | ) | (8,467 | ) | ||||
| | | | | | | | |
Equipment and leasehold improvements, net | $ | 5,860 | $ | 5,156 | ||||
| | | | | | | | |
| | | | | | | | |
Depreciation and amortization expenses for fixed assets totaled $542 and $540 for the three months ended September 30, 2014 and 2013, respectively, and $1,595 and $1,628 for the nine months ended September 30, 2014 and 2013, respectively. | ||||||||
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||
7. FAIR VALUE MEASUREMENTS | ||||||||||||||
The Company established a fair value hierarchy which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Financial instruments measured and reported at fair value are classified and disclosed in one of the following categories (from highest to lowest) based on inputs: | ||||||||||||||
Level 1—Quoted prices (unadjusted) are available in active markets for identical instruments that the Company has the ability to access as of the reporting date. The Company, to the extent that it holds such instruments, does not adjust the quoted price for these instruments, even in situations in which the Company holds a large position and a sale could reasonably affect the quoted price. | ||||||||||||||
Level 2—Pricing inputs are observable for the instruments, either directly or indirectly, as of the reporting date, but are not the same as those used in Level 1. Fair value is determined through the use of models or other valuation methodologies. The estimated fair values of government securities money markets, U.S. Treasury Bills and bank time deposits classified in Level 2 as of September 30, 2014 and 2013 are based on quoted prices for recent trading activity in identical or similar instruments. The Company generally invests in U.S. Treasury Bills with maturities of less than six months. | ||||||||||||||
Level 3—Pricing inputs are unobservable for the instruments and include situations in which there is little, if any, market activity for the investments. The inputs into the determination of fair value require significant judgment or estimation by the Company's management. The valuation methodology used for the Company's investment classified as Level 3 as of December 31, 2013 was based upon a recent market transaction executed by the issuer. | ||||||||||||||
See Note 2 for further information on the Company's fair value hierarchy. | ||||||||||||||
The following tables summarize the levels of the fair value hierarchy into which the Company's financial assets and liabilities fall as of September 30, 2014: | ||||||||||||||
Financial assets: | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Included in cash and cash equivalents | ||||||||||||||
Government securities money market | $ | 63,987 | $ | — | $ | 63,987 | $ | — | ||||||
Investments | ||||||||||||||
U.S. treasury bills | 73,999 | — | 73,999 | — | ||||||||||
| | | | | | | | | | | | | | |
Total financial assets | $ | 137,986 | $ | — | $ | 137,986 | $ | — | ||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
The following table summarizes the levels of the fair value hierarchy into which the Company's financial assets fall as of December 31, 2013: | ||||||||||||||
Financial assets: | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Included in cash and cash equivalents | ||||||||||||||
Government securities money market | $ | 73,366 | $ | — | $ | 73,366 | $ | — | ||||||
U.S. treasury bills | 146,991 | — | 146,991 | — | ||||||||||
Bank time deposits | 40,468 | — | 40,468 | — | ||||||||||
Investments | ||||||||||||||
U.S. treasury bills | 66,237 | — | 66,237 | — | ||||||||||
Common stock | 1,904 | — | — | 1,904 | ||||||||||
| | | | | | | | | | | | | | |
Total financial assets | $ | 328,966 | $ | — | $ | 327,062 | $ | 1,904 | ||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
The Company's methodology for reclassifications impacting the fair value hierarchy is that transfers in/out of the respective category are reported at fair value as of the beginning of the period in which the reclassification occurred. The changes to the Company's investment classified as Level 3 are as follows for the nine months ended September 30, 2014. | ||||||||||||||
Common Stock | ||||||||||||||
January 1, 2014 | $ | 1,904 | ||||||||||||
Non-cash settlement of customer receivable | 1,000 | |||||||||||||
Distribution to Parent | (2,904 | ) | ||||||||||||
| | | | | ||||||||||
September 30, 2014 | $ | — | ||||||||||||
| | | | | ||||||||||
| | | | | ||||||||||
Unrealized gains (losses) related to investment still held as of September 30, 2014 | $ | — | ||||||||||||
| | | | | ||||||||||
| | | | | ||||||||||
There were no transfers between Level 1, Level 2 or Level 3 during the nine months ended September 30, 2014 and 2013. | ||||||||||||||
Investment Risk Factors and Concentration of Investments | ||||||||||||||
The Company's financial instruments are subject to the following risk factors: | ||||||||||||||
Market Risk | ||||||||||||||
Market risk represents the loss that can be caused by a change in the fair value of a financial instrument. | ||||||||||||||
Currency Risk | ||||||||||||||
The Company is exposed to the risk that the exchange rate of the U.S. dollar relative to other currencies may have an adverse effect on the reported value of the Company's non-U.S. dollar denominated or based assets and liabilities. | ||||||||||||||
NET_INCOME_LOSS_PER_SHARE_ATTR
NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS | ' | |||||||
NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS | ' | |||||||
8. NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS | ||||||||
The calculations of basic and diluted net income (loss) per share attributable to holders of shares of Class A common stock for the three and nine months ended September 30, 2014 are presented below. | ||||||||
(dollars in thousands, except per share amounts) | Three Months | Nine Months | ||||||
Ended | Ended | |||||||
September 30, | September 30, | |||||||
2014 | 2014 | |||||||
Numerator: | ||||||||
Net income (loss) attributable to holders of shares of Class A common stock—basic | $ | 6,500 | $ | (12,510 | ) | |||
Add (deduct) dilutive effect of: | ||||||||
Noncontrolling interests related to Class A partnership units | (a) | (a) | ||||||
| | | | | | | | |
Net income (loss) attributable to holders of shares of Class A common stock—diluted | $ | 6,500 | $ | (12,510 | ) | |||
| | | | | | | | |
| | | | | | | | |
Denominator: | ||||||||
Weighted average shares of Class A common stock outstanding—basic | 15,262,343 | 15,262,940 | ||||||
Add (deduct) dilutive effect of: | ||||||||
Noncontrolling interests related to Class A partnership units | (a) | (a) | ||||||
Weighted average number of incremental shares issuable from unvested restricted stock, RSUs and stock options, as calculated using the treasury stock method | 942,911 | (b) | ||||||
| | | | | | | | |
Weighted average shares of Class A common stock outstanding—diluted | 16,205,254 | 15,262,940 | ||||||
| | | | | | | | |
| | | | | | | | |
Net income (loss) per share attributable to holders of shares of Class A common stock | ||||||||
Basic | $ | 0.43 | $ | (0.82 | ) | |||
| | | | | | | | |
| | | | | | | | |
Diluted | $ | 0.4 | $ | (0.82 | ) | |||
| | | | | | | | |
| | | | | | | | |
The allocation of income (loss) to Class A shareholders only began following the IPO closing on April 22, 2014. | ||||||||
We have not included the impact of Class B common stock because these shares are entitled to an insignificant amount of economic participation. | ||||||||
(a) | ||||||||
Class A partnership units may be exchanged for Moelis & Company Class A common stock on a one-for-one basis, subject to applicable lock-up, vesting and transfer restrictions. If all Class A partnership units were to be exchanged for Class A common stock, fully diluted Class A common stock outstanding would be 55,199,112 for the three months ended September 30, 2014 and 54,256,798 for the nine months ended September 30, 2014 . In computing the dilutive effect, if any, that the aforementioned exchange would have on net income (loss) per share, net income (loss) available to holders of Class A common stock would be adjusted due to the elimination of the noncontrolling interests in consolidated entities associated with the Group LP Class A partnership units (including any tax impact). For the three and nine months ended September 30, 2014, such exchange is not reflected in diluted net income (loss) per share as the assumed exchange is not dilutive. | ||||||||
(b) | ||||||||
During the nine months ended September 30, 2014, the additional shares of Moelis & Company's Class A common stock assumed to be issued pursuant to unvested restricted stock, RSUs and stock options as calculated using the treasury stock method were antidilutive and therefore have been excluded from the calculation of diluted net income (loss) per share attributable to Moelis & Company. The additional shares that would have been included in this calculation if the effect were dilutive would have been 665,649 shares for the nine months ended September 30, 2014. Antidilution is the result of the Company producing a loss for the nine months ended September 30, 2014. | ||||||||
EQUITYBASED_COMPENSATION
EQUITY-BASED COMPENSATION | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
EQUITY-BASED COMPENSATION | ' | |||||||
EQUITY-BASED COMPENSATION | ' | |||||||
9. EQUITY-BASED COMPENSATION | ||||||||
Partnership Units | ||||||||
Prior to the Company's restructuring and IPO, the Parent's ownership structure was comprised of common partners (principally outside investors) holding units and employees holding units, which collectively represented the partnership interests in the Parent and evidence of the right to receive distributions and allocations of net profit and losses as defined in the Parent Limited Partnership Agreement. The common partners contributed capital to the Parent and are not subject to vesting. Units granted to Managing Directors upon joining the Company and as part of annual incentive compensation generally vested based on service over five to eight years. Certain non-Managing Director employees were granted units as part of their incentive arrangements and these units generally vest based on service ratably over four years. In connection with the Company's restructuring and IPO, substantially all of the partner equity subject to vesting had been accelerated. Units granted to non-Managing Director employees were not accelerated in connection with the Company's restructuring and IPO and continue to vest based on the original terms of the grant. | ||||||||
In connection with the reorganization and IPO, Group LP issued Class A partnership units to Moelis & Company and to certain existing holders of Old Holdings. Following the reorganization, a Group LP Class A partnership unit (not held by Moelis & Company or its subsidiaries) is exchangeable into one share of Moelis & Company Class A common stock and represents the Company's noncontrolling interests. As of September 30, 2014, partners held 38,993,858 Group LP partnership units, 730,207 of which were unvested and will continue to vest over their service life. | ||||||||
For the three months ended September 30, 2014 and 2013, the Company recognized compensation expenses of $886 and $10,891, respectively in relation to vesting of units. For the nine months ended September 30, 2014 and 2013, the Company recognized compensation expenses of $100,835 and $34,810, respectively in relation to vesting of units. As of September 30, 2014, there was $10,434 of unrecognized compensation expense related to unvested Class A partnership units. The Company expects to recognize the unrecognized compensation expense at September 30, 2014, over a weighted-average period of 3.0 years, using the graded vesting method. | ||||||||
2014 Omnibus Incentive Plan | ||||||||
In connection with the IPO, the Company adopted the Moelis & Company 2014 Omnibus Incentive Plan (the "Plan") to provide additional incentives to selected officers, employees, Managing Directors, non-employee directors, independent contractors, partners and consultants. The Plan provides for the issuance of incentive stock options ("ISOs"), nonqualified stock options, stock appreciation rights ("SARs"), restricted stock, RSUs, stock bonuses, other stock-based awards and cash awards. | ||||||||
Restricted Stock and Restricted Stock Units (RSUs) | ||||||||
Pursuant to the Plan and in connection with the Company's IPO, annual compensation process and ongoing hiring process, the Company has issued 2,477,272 shares of restricted stock and RSUs in 2014 which generally vest over a service life of four to five years. For the three and nine months ended September 30, 2014, the Company recognized expenses of $4,509 and $7,835, respectively related to these awards. | ||||||||
The following table summarizes activity related to restricted stock and RSUs for the nine months ended September 30, 2014. | ||||||||
Restricted Stock & RSUs | ||||||||
Number of | Weighted Average | |||||||
Shares | Grant Date | |||||||
Fair Value | ||||||||
Unvested Balance at January 1, 2014 | — | $ | — | |||||
Granted | 2,477,272 | 26.08 | ||||||
Forfeited | (56,642 | ) | 25 | |||||
Vested | (9,190 | ) | 28.02 | |||||
| | | | | | | | |
Unvested Balance at September 30, 2014 | 2,411,440 | $ | 26.1 | |||||
| | | | | | | | |
| | | | | | | | |
As of September 30, 2014, the total compensation expense related to unvested restricted stock and RSUs not yet recognized was $46,499. The Company assumes a forfeiture rate of 3% annually based on expected turnover and periodically reassesses this rate. The weighted-average period over which this compensation expense is expected to be recognized at September 30, 2014 is 3.2 years. | ||||||||
Stock Options | ||||||||
Pursuant to the Plan and in connection with the IPO, the Company issued 3,501,881 stock options in 2014 which vest over a five-year period. The Company estimates the fair value of stock option awards using the Black-Scholes valuation model with the following assumptions: | ||||||||
Nine Months | ||||||||
Ended | ||||||||
September 30, 2014 | ||||||||
Expected life (in years) | 6 | |||||||
Weighted-average risk free interest rate | 1.91 | % | ||||||
Expected volatility | 35 | % | ||||||
Dividend yield | 2.72 | % | ||||||
Weighted-average fair value at grant date | $ | 6.7 | ||||||
The following table summarizes activity related to stock options for the nine months ended September 30, 2014. | ||||||||
Stock Options Outstanding | ||||||||
Number | Weighted-Average | |||||||
Outstanding | Exercise Price | |||||||
Per Share | ||||||||
Outstanding at January 1, 2014 | — | $ | — | |||||
Grants | 3,501,881 | 25 | ||||||
Exercises | — | 25 | ||||||
Forfeiture or expirations | (130,975 | ) | 25 | |||||
| | | | | | | | |
Outstanding at September 30, 2014 | 3,370,906 | $ | 25 | |||||
| | | | | | | | |
| | | | | | | | |
For the three and nine months ended September 30, 2014, the Company recognized expenses of $1,094 and $2,046, respectively related to these stock options. As of September 30, 2014, the total compensation expense related to unvested stock options not yet recognized was $17,165. The Company assumes a forfeiture rate of 3% annually based on expected turnover and periodically reassesses this rate. This compensation expense is expected to be recognized over a weighted-average period of 4.1 years. | ||||||||
STOCKHOLDERS_EQUITY
STOCKHOLDERS EQUITY | 9 Months Ended |
Sep. 30, 2014 | |
STOCKHOLDERS EQUITY | ' |
STOCKHOLDERS EQUITY | ' |
10. STOCKHOLDERS EQUITY | |
Class A Common Stock | |
In April 2014, the Company issued 15,263,653 shares of Class A common stock as follows: | |
• | |
7,699,851 shares in connection with the reorganization; | |
• | |
7,475,000 shares in connection with the IPO; and | |
• | |
88,802 shares in connection with the settlement of appreciation rights issued in prior years. | |
As of September 30, 2014, 15,260,806 shares of Class A common stock were issued and outstanding. | |
Class B Common Stock | |
In conjunction with Moelis & Company's IPO of its Class A common stock, the Company issued 36,158,698 shares of Class B common stock. The economic rights of Class B common stock are based on the ratio of the Class B subscription price to the initial public offering price of shares of Class A common stock (.00055 to 1), and the aggregate number of shares of Class B common stock may be converted to Class A common stock (up to a maximum of 20,000 shares). Holders of shares of Class B common stock are entitled to receive dividends of the same type as any dividends payable on outstanding shares of Class A common stock at a ratio of .00055 to 1. As of September 30, 2014, 36,149,180 shares of Class B common stock were issued and outstanding. | |
Noncontrolling Interests | |
In connection with the Company's reorganization, Group LP issued Class A partnership units to Moelis & Company and to certain existing holders of Old Holdings. Following the reorganization, a Group LP Class A partnership unit (not held by Moelis & Company or its subsidiaries) is exchangeable into one share of Moelis & Company Class A common stock and represents the Company's noncontrolling interests. As of September 30, 2014, partners held 38,993,858 Group LP partnership units, representing a 72% noncontrolling interest in Moelis & Company. | |
Moelis & Company will operate and control all of the business and affairs of Group LP and its operating entity subsidiaries indirectly through its equity interest in Group GP, and thus the 15,260,806 shares of Class A common stock outstanding at September 30, 2014 represents the controlling interest. | |
Dividend | |
On October 28, 2014, the Board of Directors of Moelis & Company declared a special dividend of $1.00 per share and a regular quarterly dividend of $0.20 per share. The aggregate $1.20 per share dividend will be paid on November 24, 2014 to common stockholders of record on November 10, 2014. During the nine months ended September 30, 2014 the Company declared and paid dividends of $0.20 per share. | |
RELATEDPARTY_TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2014 | |
RELATED-PARTY TRANSACTIONS | ' |
RELATED-PARTY TRANSACTIONS | ' |
11. RELATED-PARTY TRANSACTIONS | |
Aircraft Lease—On April 21, 2010, Manager acquired an aircraft with funds received solely from its managing member (Mr. Moelis). In connection with the restructuring and IPO, Manager could no longer operate the aircraft for use in the Company's business and as a result, the arrangement under which the plane was provided to the Company for its use was required to be restructured. Starting on April 15, 2014, the aircraft was used by the Company pursuant to a ten-year dry lease with Manager, the terms of which were comparable to the market rates of leasing from an independent third party. For the three and nine months ended September 30, 2014, the Company incurred $156 and $310 in lease costs to be paid to Manager, respectively. Consistent with such dry lease arrangement, the Company was obligated to bear all the costs of operating the aircraft. While the primary use of the aircraft was for business purposes, because of the benefit afforded to the Company in terms of security and productivity while traveling for personal reasons, the Company entered into a timesharing agreement with Mr. Moelis to allow him to use the aircraft for personal use. Under such timesharing agreement, Mr. Moelis was required to reimburse the Company for the maximum amount of reimbursement allowed by applicable Federal Aviation Administration rules. For the three and nine months ended September 30, 2014, Mr. Moelis incurred costs of approximately $221 and $301 pursuant to the timesharing agreement, respectively. Such amounts are included in prepaid expenses and other assets on the condensed consolidated and combined statements of financial condition. During the third quarter of fiscal 2014, Manager sold the aircraft and the ten-year dry lease was terminated. | |
On August 30, 2014, Manager acquired a new aircraft with funds received solely from its managing member (Mr. Moelis). The aircraft is used and operated by the Company pursuant to a dry lease with Manager which terminates on December 31, 2019. The terms of the dry lease are comparable to the market rates of leasing from an independent third party. Pursuant to this dry lease arrangement, the lessee is obligated to bear its share of the costs of operating the aircraft. For the three and nine months ended September 30, 2014, the Company incurred $61 in aircraft lease costs to be paid to Manager. In addition, there are two other lessees of the aircraft; one of whom is Mr. Moelis. These lessees share the lease, operating and related costs of the plane in proportion to their respective use pursuant to a cost sharing and operating agreement. | |
Promissory Notes—As of September 30, 2014, there were $120 of unsecured promissory notes from employees held by the Company (December 31, 2013: $831). Any outstanding balances are reflected in other receivables on the condensed consolidated and combined statements of financial condition. The notes held as of September 30, 2014 bear a rate of 4.00% and the note held at December 31, 2013, bore a rate of 4.75%. During the nine months ended September 30, 2014 and 2013, the Company received $831 and $383, respectively of principal repayments and recognized interest income of $5 and $29, respectively, on such notes, which is included in other income and expenses on the condensed consolidated and combined statements of operations. | |
Allocated Expenses—Prior to the Company's IPO in April of 2014, certain expenses have been allocated from the Parent based on the most relevant measure. In most cases, corporate overhead expenses specific to the advisory business were both identifiable and quantifiable, and allocated directly to the Company. The remaining corporate overhead expenses were allocated to the Company based on usage or the relative proportion of the Company's headcount to that of the Parent. | |
Management believes the assumptions and allocations underlying the condensed consolidated and combined financial statements are reasonable and the allocated amounts are representative of the amounts that would have been recorded in the condensed consolidated and combined financial statements had the Company been operated independent of the Parent for historical periods presented. | |
Services Agreement—In connection with the Company's IPO, the Company entered into a services agreement with a related party, Moelis Asset Management LP, whereby the Company provides certain administrative services, technology, and office space to Moelis Asset Management LP for a fee totaling $500 and $960 for the three months ended September 30, 2014 and the year-to-date post-IPO period ended September 30, 2014, respectively. The amount of the fee is based upon the estimated usage and related expense of all shared services between the Company and Moelis Asset Management LP during the relevant period, and will be assessed periodically by Management as per the terms of the agreement. | |
Joint Venture—As of September 30, 2014, the Company had a net balance due to the Australian JV (see Note 5) of $425 (December 31, 2013: $1,145), which is reflected in other assets on the condensed consolidated and combined statements of financial condition. This balance consists of amounts due to the Australian JV for advisory services performed and billable expenses incurred on behalf of the Company during the period, offset by expenses paid by the Company on behalf of the Australian JV. The relationship between the Company and the Australian JV is governed by a services agreement. | |
Other Equity Method Investment—In June of 2014, the Company made an investment of $265 into an entity controlled by a related party, Moelis Asset Management LP. The Company has determined that it should account for this investment as an equity method investment on the condensed consolidated and combined financial statements. For the three and nine months ended September 30, 2014, no income or loss was recorded on this investment. | |
Revenues—From time to time, the Company enters into advisory transactions with Moelis Asset Management LP and its affiliates. For the three and nine months ended September 30, 2014, the Company earned revenues of $2,769 and $3,717, respectively, associated with such transactions. | |
REGULATORY_REQUIREMENTS
REGULATORY REQUIREMENTS | 9 Months Ended |
Sep. 30, 2014 | |
REGULATORY REQUIREMENTS | ' |
REGULATORY REQUIREMENTS | ' |
12. REGULATORY REQUIREMENTS | |
Under the SEC Uniform Net Capital Rule (SEC Rule 15c3-1) Alternative Standard under Section (a)(1)(ii), the minimum net capital requirement is $250. At September 30, 2014, Moelis U.S. had net capital of $83,828, which was $83,578 in excess of its required net capital. At December 31, 2013, Moelis U.S. had net capital of $101,690, which was $101,440 in excess of its required net capital. | |
Moelis U.S. does not carry customer accounts and does not otherwise hold funds or securities for, or owe money or securities to, customers and accordingly is exempt under Section (k)(2)(ii) of SEC Rule 15c3-3. | |
At September 30, 2014, the aggregate regulatory net capital of Moelis UK was $37,952 which exceeded the minimum requirement by $37,889. At December 31, 2013, the aggregate regulatory net capital of Moelis UK was $42,344, which exceeded the minimum requirement by $42,275. | |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
COMMITMENTS AND CONTINGENCIES | ' | ||||
COMMITMENTS AND CONTINGENCIES | ' | ||||
13. COMMITMENTS AND CONTINGENCIES | |||||
Bank Line of Credit—The Company maintains an unsecured revolving credit facility and as of September 30, 2014, the commitment amount was $25,000 and matures on June 30, 2015. | |||||
Borrowings on the facility bear interest at the greater of a fixed rate of 3.50% per annum or at the borrower's option of (i) LIBOR plus 1% or (ii) Prime minus 1.50%. As of September 30, 2014 and 2013, the Company had no borrowings under the credit facility. | |||||
As of September 30, 2014, the Company's available credit under this facility was $16,669 as a result of the issuance of an aggregate amount of $8,331 of various standby letters of credit, which were required in connection with certain office lease and other agreements. The Company incurs a 1% per annum fee on the outstanding balance of issued letters of credit. | |||||
Leases—The Company maintains operating leases with expiration dates that extend through 2023. The Company incurred expense relating to its operating leases of $2,756 and $8,051 for the three and nine months ended September 30, 2014, respectively, and $2,818 and $8,501 for the three and nine months ended September 30, 2013, respectively. | |||||
The future minimum rental payments required under the operating leases in place at September 30, 2014 are as follows: | |||||
Fiscal year ended | Amount | ||||
Remainder of 2014 | $ | 3,536 | |||
2015 | 12,778 | ||||
2016 | 12,266 | ||||
2017 | 12,224 | ||||
2018 | 12,915 | ||||
Thereafter | 23,096 | ||||
| | | | | |
Total | $ | 76,815 | |||
| | | | | |
| | | | | |
Contractual Arrangements—In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties and which provide indemnification for specified losses, including certain indemnification of certain officers, directors and employees. | |||||
Joint Venture Put and Call Options—In connection with the Company's Australian JV, the Company granted a put option in April 2010 enabling the key senior Australian executive to sell his shares held in the Australian JV back to the Company at fair value. The put option can be exercised if the key senior Australian executive ceases to be employed by the Australian JV (including due to death, disability or resignation but excluding termination for cause) and following such cessation of employment, the key senior Australian executive, the remaining Australian executives and the Company are unable to agree upon a restructuring of the Australian JV. The put option cannot be exercised prior to March 2015, except in the event of death or disability of the key senior Australian executive. If the put option is exercised, the Company will be required to pay 50% of the purchase price upon exercise and the remaining balance within 18 months (in cash or listed stock). In addition, since April 2010, the Company has held a call option to purchase the shares from the Trust at fair value with payment terms equal to those called for under the put option. | |||||
Legal—There are no legal actions pending or, to management's knowledge, threatened against the Company or any of its combined entities, other than ordinary course of business actions that we believe will not have a material adverse effect on our business or financial statements. | |||||
EMPLOYEE_BENEFIT_PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Sep. 30, 2014 | |
EMPLOYEE BENEFIT PLANS | ' |
EMPLOYEE BENEFIT PLANS | ' |
14. EMPLOYEE BENEFIT PLANS | |
The Company covers substantially all salaried employees with a defined contribution 401(k) plan. Each salaried employee of the Company who has attained the age of 21 is eligible to participate in the 401(k) plan on their first day of employment. Any employer contributions to the 401(k) plan are entirely at the discretion of the Company. The Company accrued expenses relating to employer matching contributions to the 401(k) plan for the three months ended September 30, 2014 and 2013 in the amount of $348 and $318, respectively, and $973 and $1,029 for the nine months ending September 30, 2014 and 2013, respectively. | |
INCOME_TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2014 | |
INCOME TAXES | ' |
INCOME TAXES | ' |
15. INCOME TAXES | |
Prior to the Company's reorganization and IPO of Moelis & Company, the Company had been primarily subject to the New York City unincorporated business tax ("UBT") and certain other foreign, state and local taxes. The Company's operations were historically comprised of entities that are organized as limited liability companies and limited partnerships. For U.S. federal income tax purposes, taxes related to income earned by these entities represent obligations of the individual partners and members and have historically not been reflected in the condensed consolidated and combined statements of financial condition. In connection with the Company's reorganization and IPO, the Company became subject to U.S. corporate federal, state and local income tax on its allocable share of results of operations from Group LP. | |
The Company recorded an increase in the net deferred tax asset of $68,064 for the nine months ended September 30, 2014, which is primarily attributable to approximately $67,394 of tax impact associated with the Company's reorganization and the one-time cash distribution to partners of Old Holdings in connection with the IPO of Moelis & Company treated as an acquisition for U.S. federal income tax purposes of partnership units in Group LP from certain partners of Old Holdings. This distribution resulted in a deferred tax asset of which approximately $60,896 is attributable to exchanges by certain of the partners of Old Holdings who are party to the tax receivable agreement. Pursuant to this agreement, 85% (or $51,761) of the tax benefits associated with this portion of the deferred tax asset are payable to partners of Old Holdings over the next 15 years and recorded as amount due pursuant to tax receivable agreement in the condensed consolidated and combined statements of financial condition. The remaining tax benefit is allocable to the Company and is recorded in additional paid-in-capital. | |
BUSINESS_INFORMATION
BUSINESS INFORMATION | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
BUSINESS INFORMATION | ' | |||||||||||||
BUSINESS INFORMATION | ' | |||||||||||||
16. BUSINESS INFORMATION | ||||||||||||||
The Company's activities as an investment banking advisory firm constitute a single business segment offering clients, including corporations, governments and financial sponsors, a range of advisory services with expertise across all major industries in mergers and acquisitions, recapitalizations and restructurings and other corporate finance matters. | ||||||||||||||
We do not allocate our revenue by the type of advice we provide because of the complexity of the transactions on which we may earn revenue and our comprehensive approach to client service. For example, a restructuring engagement may evolve to require a sale of all or a portion of the client, M&A assignments can develop from relationships established on prior restructuring engagements and capital markets expertise can be instrumental on both M&A and restructuring assignments. | ||||||||||||||
There were no clients that accounted for more than 10% of revenues for the three or nine months ended September 30, 2014 or 2013. Since the financial markets are global in nature, the Company generally manages its business based on the operating results of the enterprise taken as whole, not by geographic region. The following table sets forth the geographical distribution of revenues and assets based on the location of the office that generates the revenues or holds the assets, and therefore may not be reflective of the geography in which our clients are located. | ||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Revenues: | ||||||||||||||
United States | $ | 102,099 | $ | 79,955 | $ | 291,818 | $ | 211,735 | ||||||
Rest of World | 26,552 | 18,773 | 83,037 | 45,356 | ||||||||||
| | | | | | | | | | | | | | |
Total | $ | 128,651 | $ | 98,728 | $ | 374,855 | $ | 257,091 | ||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
September 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Assets: | ||||||||||||||
United States | $ | 268,023 | $ | 359,072 | ||||||||||
Rest of World | 84,166 | 84,391 | ||||||||||||
| | | | | | | | |||||||
Total | $ | 352,189 | $ | 443,463 | ||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2014 | |
SUBSEQUENT EVENTS | ' |
SUBSEQUENT EVENTS | ' |
17. SUBSEQUENT EVENTS | |
On October 28, 2014, the Board of Directors of Moelis & Company declared a special dividend of $1.00 per share and a regular quarterly dividend of $0.20 per share. The aggregate $1.20 per share dividend will be paid on November 24, 2014 to common stockholders of record on November 10, 2014. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
Basis of Accounting | ' |
Basis of Accounting—The Company prepared the accompanying condensed consolidated and combined financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). As permitted by the interim reporting rules and regulations set forth by the SEC, the condensed consolidated and combined financial statements presented exclude certain financial information and footnote disclosures normally included in audited financial statements prepared in accordance with U.S. GAAP. In the opinion of the Company's management, the accompanying unaudited condensed consolidated and combined financial statements contain all adjustments, consisting of normal recurring accruals, necessary to fairly present the accompanying unaudited condensed consolidated and combined financial statements. These unaudited condensed consolidated and combined financial statements should be read in conjunction with the combined audited financial statements for the year ended December 31, 2013 included in the Company's Registration Statement. | |
Consolidation | ' |
Consolidation—The Company's policy is to consolidate (i) entities in which it has a controlling financial interest, (ii) variable interest entities where the Company has a variable interest and is deemed to be the primary beneficiary and (iii) limited partnerships where the Company is the general partner, unless the presumption of control is overcome. When the Company does not have a controlling interest in an entity, but exerts significant influence over the entity's operating and financial decisions, the Company applies the equity method of accounting in which it records in earnings its share of income or losses of the entity. All intercompany balances and transactions with the Company's subsidiaries have been eliminated in consolidation. | |
Use of Estimates | ' |
Use of Estimates—The preparation of condensed consolidated and combined financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period in which they are determined to be necessary. | |
In preparing the condensed consolidated and combined financial statements, management makes estimates and assumptions regarding: | |
• | |
the adequacy of the allowance for doubtful accounts; | |
• | |
the realization of deferred taxes; | |
• | |
the measurement of equity-based compensation; and | |
• | |
other matters that affect the reported amounts and disclosures of contingencies in the financial statements. | |
Expense Allocations | ' |
Expense Allocations—Prior to the Company's IPO in April of 2014, certain expenses have been allocated from the Parent based on the most relevant measure, including relative usage or proportion of the Company's headcount to that of the Parent. Occupancy expenses have been allocated to the Company based on the proportion of the Company's headcount to that of the Parent, and communication, technology and information services expenses have been allocated to the Company based on a combination of relative usage and the proportion of the Company's headcount to that of the Parent. All other expenses were specifically identifiable to the Company. Management believes the assumptions and allocations underlying the condensed consolidated and combined financial statements are reasonable, and the allocated amounts are representative of the amounts that would have been recorded in the condensed consolidated and combined financial statements had the Company operated independent of the Parent for the historical periods presented. | |
In connection with the Company's IPO, the Company committed to a services agreement with a related party, Moelis Asset Management LP, whereby the Company provides certain administrative services and office space to Moelis Asset Management LP for a fee. See Note 11 for further information. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents—Cash and cash equivalents include all short-term highly liquid investments that are readily convertible to known amounts of cash and have original maturities of three months or less from the date of purchase. | |
As of September 30, 2014, the Company had cash equivalents of $63,987 (December 31, 2013: $260,825) invested primarily in U.S. Treasury Bills and government securities money market funds. Additionally, as of September 30, 2014, the Company had cash of $78,111 (December 31, 2013: $42,199) maintained in U.S. and non-U.S. bank accounts, of which most U.S. bank account balances exceeded the FDIC coverage limit of $250. | |
Restricted Cash | ' |
Restricted Cash—The Company held cash of $912 and $792 as of September 30, 2014 and December 31, 2013, respectively, in restricted collateral accounts deposited primarily in connection with corporate credit card programs. | |
Receivables | ' |
Receivables—The accompanying condensed consolidated and combined statements of financial condition present accounts receivable balances net of allowance for doubtful accounts based on the Company's assessment of the collectability of customer accounts. | |
The Company maintains an allowance for doubtful accounts that, in management's opinion, provides for an adequate reserve to cover losses that may be incurred. The Company regularly reviews the allowance by considering factors such as historical experience, credit quality, age of the accounts receivable and recoverable expense balances, and the current economic conditions that may affect a customer's ability to pay such amounts owed to the Company. | |
After concluding that a reserved accounts receivable is no longer collectible, the Company will charge-off the receivable. This is determined based on several factors including the age of the accounts receivable and the credit worthiness of the customer. This has the effect of reducing both the gross receivable and the allowance for doubtful accounts. | |
Deferred Compensation | ' |
Deferred Compensation—Deferred compensation costs represent arrangements with certain employees whereby cash payments are subject to a required period of service subsequent to payment by the Company. These amounts are charged to expenses over the period that the employee is required to provide services in order to vest in the payment. | |
Financial Instruments at Fair Value | ' |
Financial Instruments at Fair Value—Fair value is generally based on quoted prices, however if quoted market prices are not available, fair value is determined based on other relevant factors, including dealer price quotations, price activity for equivalent instruments and valuation pricing models. The Company established a fair value hierarchy which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is affected by a number of factors, including the type of instrument, the characteristics specific to the instrument and the state of the marketplace (including the existence and transparency of transactions between market participants). Financial instruments with readily-available actively quoted prices or for which fair value can be measured from actively-quoted prices in an orderly market will generally have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. | |
Financial instruments measured and reported at fair value are classified and disclosed in one of the following categories (from highest to lowest) based on inputs: | |
Level 1—Quoted prices (unadjusted) are available in active markets for identical instruments that the Company has the ability to access as of the reporting date. The Company, to the extent that it holds such instruments, does not adjust the quoted price for these instruments, even in situations in which the Company holds a large position and a sale could reasonably affect the quoted price. | |
Level 2—Pricing inputs are observable for the instruments, either directly or indirectly, as of the reporting date, but are not the same as those used in Level 1. Fair value is determined through the use of models or other valuation methodologies. | |
Level 3—Pricing inputs are unobservable for the instruments and include situations where there is little, if any, market activity for the investments. The inputs into the determination of fair value require significant judgment or estimation by the Company's management. | |
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given investment is based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the instrument. | |
For level 3 investments in which pricing inputs are unobservable and limited market activity exists, management's determination of fair value is based on the best information available, may incorporate management's own assumptions and involves a significant degree of judgment. | |
Equity Method Investments | ' |
Equity Method Investments—Equity method investments primarily consist of the Company's investment in Moelis Australia Holdings. The Company accounts for its investment in Moelis Australia Holdings under the equity method of accounting as the Company does not control the entity but jointly controls Moelis Australia Holdings with the Trust. In connection with this investment, the Company acquired a call option to purchase the remaining 50% interest in Moelis Australia Holdings. Also, in connection with the investment, the Company granted a put option enabling the key senior Australian executive to sell his remaining shares in Moelis Australia Holdings back to the Company upon certain defined exit events. The call and the put options are embedded in the equity method investment and have not been separated as embedded derivatives because they do not meet the definition of a derivative given that the investee's shares are not publicly traded. The investment reflects the Company's share of contributions made to, distributions received from, and the equity earnings and losses of, the joint venture. The Company reflects its share of gains and losses of the joint venture in income (loss) from equity method investments in the condensed consolidated and combined statements of operations. | |
Equipment and Leasehold Improvements | ' |
Equipment and Leasehold Improvements—Office equipment and furniture and fixtures are stated at cost less accumulated depreciation, which is determined using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years, respectively. Leasehold improvements are stated at cost less accumulated amortization, which is determined using the straight-line method over the lesser of the term of the lease or the estimated useful life of the asset. | |
Major renewals and improvements are capitalized and minor replacements, maintenance and repairs are charged to expenses as incurred. Upon retirement or disposal of assets, the cost and related accumulated depreciation or amortization are removed from the condensed consolidated and combined statements of financial condition and any gain or loss is reflected in the condensed consolidated and combined statements of operations. | |
Deferred Tax Asset and Amount Due Pursuant to Tax Receivable Agreement | ' |
Deferred Tax Asset and Amount Due Pursuant to Tax Receivable Agreement—In conjunction with the IPO, the Company is treated for U.S. federal income tax purposes as having directly purchased Class A partnership units in Group LP from the existing unitholders. In the future, additional Group LP Class A partnership units may be exchanged for shares of Class A common stock in the Company. The initial purchase and these future exchanges are expected to result in an increase in the tax basis of Group LP's assets attributable to the Company's interest in Group LP. These increases in the tax basis of Group LP's assets attributable to the Company's interest in Group LP would not have been available but for this initial purchase and future exchanges. Such increases in tax basis are likely to increase (for tax purposes) depreciation and amortization deductions and therefore reduce the amount of income tax the Company would otherwise be required to pay in the future. As a result, the Company records a deferred tax asset for such increase in tax basis. | |
The Company has entered into a tax receivable agreement with its eligible Managing Directors that will provide for the payment by the Company to its eligible Managing Directors of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes as a result of (a) the increases in tax basis attributable to exchanges by its eligible Managing Directors and (b) tax benefits related to imputed interest deemed to be paid by the Company as a result of this tax receivable agreement. The Company expects to benefit from the remaining 15% of cash savings, if any, in income tax that it realizes and record any such estimated tax benefits as an increase to additional paid-in-capital. For purposes of the tax receivable agreement, cash savings in income tax will be computed by comparing the Company's actual income tax liability to the amount of such taxes that it would have been required to pay had there been no increase to the tax basis of the tangible and intangible assets of Group LP as a result of the exchanges and had it not entered into the tax receivable agreement. The term of the tax receivable agreement commenced upon consummation of the IPO and will continue until all such tax benefits have been utilized or expired, unless the Company exercises its right to terminate the tax receivable agreement for an amount based on an agreed value of payments remaining to be made under the agreement. The Company has recorded the estimated tax benefits related to the increase in tax basis and imputed interest as a result of the initial purchase described above as a deferred tax asset in the condensed consolidated and combined statements of financial condition. The amount due to its eligible Managing Directors related to the tax receivable agreement as a result of the initial purchase described above is recorded as amount due pursuant to tax receivable agreement in the condensed consolidated and combined statements of financial condition. The amounts recorded for the deferred tax asset and the liability for our obligations under the tax receivable agreement are estimates. Any adjustments to our estimates subsequent to their initial establishment will be included in net income (loss). Future exchanges of Class A partnership units in Group LP for Class A common shares in the Company will be accounted for in a similar manner. | |
Revenue and Expense Recognition | ' |
Revenue and Expense Recognition—The Company recognizes revenues from providing advisory services when earned. Upfront fees are recognized over the estimated period that the related services are performed. Transaction-related fees are recognized when all services for a transaction have been provided, specified conditions have been met and the transaction closes. Underwriting revenues are recognized when the offering is deemed complete and is presented net of related expenses. Deferred revenues are recorded for fees received that have not yet been earned. Expenses are recorded on the condensed consolidated and combined statements of operations, net of client reimbursements. Reimbursable expenses billed to clients totaled $2,793 and $1,957 for the three months ended September 30, 2014 and 2013 respectively, and $7,520 and $5,750 for the nine months ended September 30, 2014 and 2013, respectively. | |
Equity-based Compensation | ' |
Equity-based Compensation—The Company recognizes the cost of employee services received in exchange for an equity instrument award. The cost is based on its grant-date fair value amortized over the service period required by the award's vesting terms. Prior to the Company's IPO, the measurement of the grant-date fair value required the Company's Parent to make estimates about its future operating results and the appropriate risk-adjusted discount rates. The methods used to estimate the fair value of equity-based compensation generally included the market approach and the income approach, each of which involve a significant degree of judgment. Under the market approach, fair value is determined with reference to observable valuation measures for comparable companies (e.g., multiplying a key performance metric of the comparable company by a relevant valuation multiple—adjusted for differences between the Company's Parent and the referenced comparable). Under the income approach, fair value is determined by converting future amounts (e.g., cash flows or earnings) to a single present amount (discounted) using current expectations about those future amounts. Subsequent to the Company's IPO, the grant-date fair value of equity awards is based on quoted market prices at the time of grant. The Company recognizes such amounts in compensation and benefits expenses in the accompanying condensed consolidated and combined statements of operations and as an increase to equity in the accompanying condensed consolidated and combined statements of financial condition and changes in equity. See Note 9 for further discussion. | |
For the purposes of calculating diluted net income (loss) per share to holders of Class A common stock, unvested service-based awards are included in the diluted weighted average shares of Class A common stock outstanding using the treasury stock method. See Note 8 for further discussion. | |
Income Taxes | ' |
Income Taxes—Prior to the Company's reorganization and IPO of Moelis & Company, the Company had been primarily subject to the New York City unincorporated business tax ("UBT") and certain other foreign, state and local taxes as applicable. The Company's operations were historically comprised of entities that are organized as limited liability companies and limited partnerships. For U.S. federal income tax purposes, taxes related to income earned by these entities represent obligations of the individual partners and members and have historically not been reflected in the condensed consolidated and combined statements of financial condition. In connection with the Company's reorganization and IPO, the Company became subject to U.S. corporate federal and state income tax on its allocable share of results of operations from Group LP. | |
The Company accounts for income taxes in accordance with ASC 740, "Accounting for Income Taxes" ("ASC 740"), which requires the recognition of tax benefits or expenses on temporary differences between the financial reporting and tax bases of its assets and liabilities by applying the enacted tax rates in effect for the year in which the differences are expected to reverse. Such net tax effects on temporary differences are reflected on the Company's condensed consolidated and combined statements of financial condition as deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when the Company believes that it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized. | |
ASC 740-10 prescribes a two-step approach for the recognition and measurement of tax benefits associated with the positions taken or expected to be taken in a tax return that affect amounts reported in the financial statements. The Company has reviewed and will continue to review the conclusions reached regarding uncertain tax positions, which may be subject to review and adjustment at a later date based on ongoing analyses of tax laws, regulations and interpretations thereof. For the three and nine months ended September 30, 2014 and 2013, no unrecognized tax benefit was recorded. To the extent that the Company's assessment of the conclusions reached regarding uncertain tax positions changes as a result of the evaluation of new information, such change in estimate will be recorded in the period in which such determination is made. The Company reports income tax-related interest and penalties, if applicable, as a component of income tax expense. For the three and nine months ended September 30, 2014 and 2013, no such amounts were recorded. | |
Foreign Currency Translation | ' |
Foreign Currency Translation—Assets and liabilities held in non-U.S. dollar denominated (functional) currencies are translated into U.S. dollars at exchange rates in effect at the end of the reporting period. Revenues and expenses are translated at average exchange rates during the reporting period. A charge or credit is recorded to other comprehensive income to reflect the translation of these amounts to the extent the non-U.S. currency is designated the functional currency of the subsidiary. Non-functional currency related transaction gains and losses are immediately recorded in the condensed consolidated and combined statements of operations. |
EQUITY_METHOD_INVESTMENTS_Tabl
EQUITY METHOD INVESTMENTS (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
EQUITY METHOD INVESTMENTS | ' | |||||||||||||
Summary financial information related to Moelis Australia Holdings | ' | |||||||||||||
September 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Total assets | $ | 31,740 | $ | 38,465 | ||||||||||
Total liabilities | (6,327 | ) | (15,760 | ) | ||||||||||
| | | | | | | | |||||||
Net equity | $ | 25,413 | $ | 22,705 | ||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
For the Three Months | For the Nine Months | |||||||||||||
Ended September 30, | Ended September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Total revenues | $ | 9,863 | $ | 10,782 | $ | 17,443 | $ | 30,390 | ||||||
Total expenses | (7,653 | ) | (7,304 | ) | (23,375 | ) | (25,213 | ) | ||||||
| | | | | | | | | | | | | | |
Net income (loss) | $ | 2,210 | $ | 3,478 | $ | (5,932 | ) | $ | 5,177 | |||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Ownership percentage | 50 | % | 50 | % | 50 | % | 50 | % | ||||||
Income (loss) from equity method investment | $ | 1,105 | $ | 1,739 | $ | (2,966 | ) | $ | 2,588 |
EQUIPMENT_AND_LEASEHOLD_IMPROV1
EQUIPMENT AND LEASEHOLD IMPROVEMENTS (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
EQUIPMENT AND LEASEHOLD IMPROVEMENTS | ' | |||||||
Schedule of equipment and leasehold improvements, net | ' | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
Office equipment | $ | 8,445 | $ | 7,498 | ||||
Furniture and fixtures | 2,050 | 1,730 | ||||||
Leasehold improvements | 5,301 | 4,395 | ||||||
| | | | | | | | |
Total | 15,796 | 13,623 | ||||||
Less accumulated depreciation and amortization | (9,936 | ) | (8,467 | ) | ||||
| | | | | | | | |
Equipment and leasehold improvements, net | $ | 5,860 | $ | 5,156 | ||||
| | | | | | | | |
| | | | | | | | |
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||
Summary of the levels of the fair value hierarchy into which the Company's financial assets and liabilities falls | ' | |||||||||||||
The following tables summarize the levels of the fair value hierarchy into which the Company's financial assets and liabilities fall as of September 30, 2014: | ||||||||||||||
Financial assets: | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Included in cash and cash equivalents | ||||||||||||||
Government securities money market | $ | 63,987 | $ | — | $ | 63,987 | $ | — | ||||||
Investments | ||||||||||||||
U.S. treasury bills | 73,999 | — | 73,999 | — | ||||||||||
| | | | | | | | | | | | | | |
Total financial assets | $ | 137,986 | $ | — | $ | 137,986 | $ | — | ||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
The following table summarizes the levels of the fair value hierarchy into which the Company's financial assets fall as of December 31, 2013: | ||||||||||||||
Financial assets: | Total | Level 1 | Level 2 | Level 3 | ||||||||||
Included in cash and cash equivalents | ||||||||||||||
Government securities money market | $ | 73,366 | $ | — | $ | 73,366 | $ | — | ||||||
U.S. treasury bills | 146,991 | — | 146,991 | — | ||||||||||
Bank time deposits | 40,468 | — | 40,468 | — | ||||||||||
Investments | ||||||||||||||
U.S. treasury bills | 66,237 | — | 66,237 | — | ||||||||||
Common stock | 1,904 | — | — | 1,904 | ||||||||||
| | | | | | | | | | | | | | |
Total financial assets | $ | 328,966 | $ | — | $ | 327,062 | $ | 1,904 | ||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Schedule of changes to the Company's investment classified as Level 3 | ' | |||||||||||||
Common Stock | ||||||||||||||
January 1, 2014 | $ | 1,904 | ||||||||||||
Non-cash settlement of customer receivable | 1,000 | |||||||||||||
Distribution to Parent | (2,904 | ) | ||||||||||||
| | | | | ||||||||||
September 30, 2014 | $ | — | ||||||||||||
| | | | | ||||||||||
| | | | | ||||||||||
Unrealized gains (losses) related to investment still held as of September 30, 2014 | $ | — | ||||||||||||
| | | | | ||||||||||
| | | | | ||||||||||
NET_INCOME_LOSS_PER_SHARE_ATTR1
NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS | ' | |||||||
Schedule of calculations of basic and diluted net income (loss) per share attributable to holders of shares of Class A common stock | ' | |||||||
(dollars in thousands, except per share amounts) | Three Months | Nine Months | ||||||
Ended | Ended | |||||||
September 30, | September 30, | |||||||
2014 | 2014 | |||||||
Numerator: | ||||||||
Net income (loss) attributable to holders of shares of Class A common stock—basic | $ | 6,500 | $ | (12,510 | ) | |||
Add (deduct) dilutive effect of: | ||||||||
Noncontrolling interests related to Class A partnership units | (a) | (a) | ||||||
| | | | | | | | |
Net income (loss) attributable to holders of shares of Class A common stock—diluted | $ | 6,500 | $ | (12,510 | ) | |||
| | | | | | | | |
| | | | | | | | |
Denominator: | ||||||||
Weighted average shares of Class A common stock outstanding—basic | 15,262,343 | 15,262,940 | ||||||
Add (deduct) dilutive effect of: | ||||||||
Noncontrolling interests related to Class A partnership units | (a) | (a) | ||||||
Weighted average number of incremental shares issuable from unvested restricted stock, RSUs and stock options, as calculated using the treasury stock method | 942,911 | (b) | ||||||
| | | | | | | | |
Weighted average shares of Class A common stock outstanding—diluted | 16,205,254 | 15,262,940 | ||||||
| | | | | | | | |
| | | | | | | | |
Net income (loss) per share attributable to holders of shares of Class A common stock | ||||||||
Basic | $ | 0.43 | $ | (0.82 | ) | |||
| | | | | | | | |
| | | | | | | | |
Diluted | $ | 0.4 | $ | (0.82 | ) | |||
| | | | | | | | |
| | | | | | | | |
(a) | ||||||||
Class A partnership units may be exchanged for Moelis & Company Class A common stock on a one-for-one basis, subject to applicable lock-up, vesting and transfer restrictions. If all Class A partnership units were to be exchanged for Class A common stock, fully diluted Class A common stock outstanding would be 55,199,112 for the three months ended September 30, 2014 and 54,256,798 for the nine months ended September 30, 2014 . In computing the dilutive effect, if any, that the aforementioned exchange would have on net income (loss) per share, net income (loss) available to holders of Class A common stock would be adjusted due to the elimination of the noncontrolling interests in consolidated entities associated with the Group LP Class A partnership units (including any tax impact). For the three and nine months ended September 30, 2014, such exchange is not reflected in diluted net income (loss) per share as the assumed exchange is not dilutive. | ||||||||
(b) | ||||||||
During the nine months ended September 30, 2014, the additional shares of Moelis & Company's Class A common stock assumed to be issued pursuant to unvested restricted stock, RSUs and stock options as calculated using the treasury stock method were antidilutive and therefore have been excluded from the calculation of diluted net income (loss) per share attributable to Moelis & Company. The additional shares that would have been included in this calculation if the effect were dilutive would have been 665,649 shares for the nine months ended September 30, 2014. Antidilution is the result of the Company producing a loss for the nine months ended September 30, 2014. | ||||||||
EQUITYBASED_COMPENSATION_Table
EQUITY-BASED COMPENSATION (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
EQUITY-BASED COMPENSATION | ' | |||||||
Summary of activity related to restricted stock and RSUs | ' | |||||||
Restricted Stock & RSUs | ||||||||
Number of | Weighted Average | |||||||
Shares | Grant Date | |||||||
Fair Value | ||||||||
Unvested Balance at January 1, 2014 | — | $ | — | |||||
Granted | 2,477,272 | 26.08 | ||||||
Forfeited | (56,642 | ) | 25 | |||||
Vested | (9,190 | ) | 28.02 | |||||
| | | | | | | | |
Unvested Balance at September 30, 2014 | 2,411,440 | $ | 26.1 | |||||
| | | | | | | | |
| | | | | | | | |
Schedule of assumptions used to estimates the fair value of stock option using the Black-Scholes valuation model | ' | |||||||
Nine Months | ||||||||
Ended | ||||||||
September 30, 2014 | ||||||||
Expected life (in years) | 6 | |||||||
Weighted-average risk free interest rate | 1.91 | % | ||||||
Expected volatility | 35 | % | ||||||
Dividend yield | 2.72 | % | ||||||
Weighted-average fair value at grant date | $ | 6.7 | ||||||
Summary of activity related to stock options | ' | |||||||
Stock Options Outstanding | ||||||||
Number | Weighted-Average | |||||||
Outstanding | Exercise Price | |||||||
Per Share | ||||||||
Outstanding at January 1, 2014 | — | $ | — | |||||
Grants | 3,501,881 | 25 | ||||||
Exercises | — | 25 | ||||||
Forfeiture or expirations | (130,975 | ) | 25 | |||||
| | | | | | | | |
Outstanding at September 30, 2014 | 3,370,906 | $ | 25 | |||||
| | | | | | | | |
| | | | | | | | |
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
COMMITMENTS AND CONTINGENCIES | ' | ||||
Schedule of future minimum rental payments required under the operating leases in place | ' | ||||
Fiscal year ended | Amount | ||||
Remainder of 2014 | $ | 3,536 | |||
2015 | 12,778 | ||||
2016 | 12,266 | ||||
2017 | 12,224 | ||||
2018 | 12,915 | ||||
Thereafter | 23,096 | ||||
| | | | | |
Total | $ | 76,815 | |||
| | | | | |
| | | | | |
BUSINESS_INFORMATION_Tables
BUSINESS INFORMATION (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
BUSINESS INFORMATION | ' | |||||||||||||
Schedule of geographical distribution of revenues and assets | ' | |||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
Revenues: | ||||||||||||||
United States | $ | 102,099 | $ | 79,955 | $ | 291,818 | $ | 211,735 | ||||||
Rest of World | 26,552 | 18,773 | 83,037 | 45,356 | ||||||||||
| | | | | | | | | | | | | | |
Total | $ | 128,651 | $ | 98,728 | $ | 374,855 | $ | 257,091 | ||||||
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
September 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
Assets: | ||||||||||||||
United States | $ | 268,023 | $ | 359,072 | ||||||||||
Rest of World | 84,166 | 84,391 | ||||||||||||
| | | | | | | | |||||||
Total | $ | 352,189 | $ | 443,463 | ||||||||||
| | | | | | | | |||||||
| | | | | | | | |||||||
ORGANIZATION_AND_BASIS_OF_PRES1
ORGANIZATION AND BASIS OF PRESENTATION (Details) (Class A common stock) | 1 Months Ended | 6 Months Ended |
Apr. 30, 2014 | Sep. 30, 2014 | |
Class A common stock | ' | ' |
Organization and basis of presentation | ' | ' |
Shares issued in initial public offering | 15,263,653 | 7,483,442 |
ORGANIZATION_AND_BASIS_OF_PRES2
ORGANIZATION AND BASIS OF PRESENTATION (Details 2) (Moelis Australia Holdings) | Sep. 30, 2014 | Sep. 30, 2013 |
Moelis Australia Holdings | ' | ' |
Investment in Joint Venture | ' | ' |
Ownership percentage | 50.00% | 50.00% |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | Moelis Australia Holdings | ||
Cash and Cash Equivalents | ' | ' | ' |
Cash equivalents | $63,987 | $260,825 | ' |
Cash | 78,111 | 42,199 | ' |
Restricted Cash | ' | ' | ' |
Cash in restricted collateral accounts | $912 | $792 | ' |
Investment in Joint Venture | ' | ' | ' |
Remaining ownership interest that may be acquired through call option (as a percent) | ' | ' | 50.00% |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Deferred Tax Asset and Amount Due Pursuant to Tax Receivable Agreement | ' | ' | ' | ' |
Payment to eligible Managing Directors as a percentage of cash savings actually realized (as a percent) | ' | ' | 85.00% | ' |
Remaining percentage of cash savings realized by the Company (as a percent) | ' | ' | 15.00% | ' |
Revenue and Expense Recognition | ' | ' | ' | ' |
Reimbursable expenses billed to clients | $2,793 | $1,957 | $7,520 | $5,750 |
Income Taxes | ' | ' | ' | ' |
Unrecognized Tax Benefits | $0 | $0 | $0 | $0 |
Office Equipment And Furniture And Fixtures | Maximum | ' | ' | ' | ' |
Equipment and leasehold improvements | ' | ' | ' | ' |
Useful lives | ' | ' | '7 years | ' |
Office Equipment And Furniture And Fixtures | Minimum | ' | ' | ' | ' |
Equipment and leasehold improvements | ' | ' | ' | ' |
Useful lives | ' | ' | '3 years | ' |
BUSINESS_CHANGES_AND_DEVELOPME1
BUSINESS CHANGES AND DEVELOPMENTS (Details) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 6 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | |||||
In Thousands, except Share data, unless otherwise specified | Apr. 21, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 21, 2014 | Sep. 30, 2014 | Apr. 30, 2014 | Sep. 30, 2014 | Aug. 31, 2014 | Aug. 31, 2014 | Sep. 30, 2014 | Apr. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Class A common stock | Class A common stock | Class B common stock | Class B common stock | Class B common stock | Class B common stock | Class B common stock | Moelis Brazil | Moelis Brazil | Group LP | Group LP | Group LP | Old Holdings | ||||
item | Maximum | Maximum | Senior bankers | Class A common stock | ||||||||||||
Reorganization and initial public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 94.00% | 6.00% | ' | ' | ' | ' |
Number of principal classes of units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' |
Number of shares of common stock to be issued upon exchange of a partnership unit | ' | ' | ' | 1 | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ratio of subscription price to the initial public offering price of shares of common stock | ' | ' | ' | ' | ' | ' | ' | 0.00055 | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate number of shares of Class B common stock that may be converted into Class A common stock | ' | ' | ' | ' | ' | ' | ' | ' | 20,000 | 20,000 | ' | ' | ' | ' | ' | ' |
Dividends payable ratio to outstanding shares of publicly traded common stock | ' | ' | ' | ' | ' | ' | ' | 0.00055 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of votes entitled to holder for each share of common stock held upon satisfaction of Class B Condition | ' | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of votes entitled to holder for each share of common stock held upon failure of Class B Condition | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pre-offering distribution to partners | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $195,017 |
IPO related proceeds, net of expenses | ' | ' | 163,682 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 163,682 | ' |
Proceeds from IPO, net of expenses | 500 | 162,107 | ' | 75 | ' | ' | 362 | ' | ' | ' | ' | ' | ' | ' | 162,107 | ' |
One time cash distribution to partners of Old Holdings | ' | ' | 139,429 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 139,429 | ' | ' | ' |
Deferred tax asset attributable to partners of Old Holdings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60,896 | ' | ' | 60,896 |
Tax benefits associated with deferred tax asset payable to partners (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% |
Tax benefits associated with deferred tax asset payable to partners | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $51,761 |
Period of tax receivable agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 years | ' | ' | '15 years |
BUSINESS_CHANGES_AND_DEVELOPME2
BUSINESS CHANGES AND DEVELOPMENTS (Details 2) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 | Apr. 01, 2011 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Class A common stock | Australian JV | Australian JV | RSUs | RSUs | Stock options | Stock options | Managing Directors | ||
Investment in Joint Venture | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expense associated with the one-time non-cash acceleration of unvested equity | ' | ' | ' | $4,916 | ' | ' | ' | ' | $87,601 |
Compensation and benefits expense associated with the amortization of RSUs granted in connection with the IPO | ' | ' | ' | ' | 384 | 763 | 1,094 | 2,046 | ' |
Vesting period | ' | ' | '8 years | ' | ' | '5 years | ' | '5 years | ' |
Compensation and benefits expense associated with issuance of cash and fully vested shares | ' | 4,014 | ' | ' | ' | ' | ' | ' | ' |
Compensation and benefits expense associated with issuance of cash | ' | 2,004 | ' | ' | ' | ' | ' | ' | ' |
Compensation and benefits expense associated with issuance of fully vested shares | ' | 2,010 | ' | ' | ' | ' | ' | ' | ' |
Professional fees expense associated with one-time non-cash acceleration of unvested equity | $1,240 | ' | ' | ' | ' | ' | ' | ' | ' |
EQUITY_METHOD_INVESTMENTS_Deta
EQUITY METHOD INVESTMENTS (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Apr. 01, 2011 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Apr. 01, 2010 | Jun. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Australian JV | Australian JV | Australian JV | Australian JV | Australian JV | Australian JV | Australian JV | Entity controlled by Moelis Asset Management LP | Entity controlled by Moelis Asset Management LP | Entity controlled by Moelis Asset Management LP | |||||
Australian trust | ||||||||||||||
Investment in Joint Venture | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership percentage | ' | ' | ' | ' | ' | 50.00% | 50.00% | 50.00% | 50.00% | ' | 50.00% | ' | ' | ' |
Vesting period | ' | ' | ' | ' | '8 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional equity recognized from Australian JV equity-based contributions | ' | ' | ' | ' | ' | ' | ' | $5,350 | $1,112 | ' | ' | ' | ' | ' |
Additional investment in joint venture recognized from Australian JV equity-based contributions | ' | ' | ' | ' | ' | ' | ' | 2,675 | 556 | ' | ' | ' | ' | ' |
Contribution of equity awards recognized in other expenses | ' | ' | ' | ' | ' | ' | ' | 2,675 | 556 | ' | ' | ' | ' | ' |
Dividends received | ' | ' | ' | 2,375 | ' | ' | ' | ' | 2,375 | ' | ' | ' | ' | ' |
Investment made | ' | ' | 4,445 | ' | ' | ' | ' | 4,180 | ' | ' | ' | 265 | ' | ' |
Summary financial information related to Moelis Australia Holdings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total assets | ' | ' | ' | ' | ' | 31,740 | ' | 31,740 | ' | 38,465 | ' | ' | ' | ' |
Total liabilities | ' | ' | ' | ' | ' | -6,327 | ' | -6,327 | ' | -15,760 | ' | ' | ' | ' |
Net equity | ' | ' | ' | ' | ' | 25,413 | ' | 25,413 | ' | 22,705 | ' | ' | ' | ' |
Total revenues | ' | ' | ' | ' | ' | 9,863 | 10,782 | 17,443 | 30,390 | ' | ' | ' | ' | ' |
Total expenses | ' | ' | ' | ' | ' | -7,653 | -7,304 | -23,375 | -25,213 | ' | ' | ' | ' | ' |
Net income (loss) | ' | ' | ' | ' | ' | 2,210 | 3,478 | -5,932 | 5,177 | ' | ' | ' | ' | ' |
Ownership percentage | ' | ' | ' | ' | ' | 50.00% | 50.00% | 50.00% | 50.00% | ' | 50.00% | ' | ' | ' |
Income (loss) from equity method investments | $1,105 | $1,739 | ($2,966) | $2,588 | ' | $1,105 | $1,739 | ($2,966) | $2,588 | ' | ' | ' | $0 | $0 |
EQUIPMENT_AND_LEASEHOLD_IMPROV2
EQUIPMENT AND LEASEHOLD IMPROVEMENTS (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Equipment and leasehold improvements | ' | ' | ' | ' | ' |
Total | $15,796 | ' | $15,796 | ' | $13,623 |
Less accumulated depreciation and amortization | -9,936 | ' | -9,936 | ' | -8,467 |
Equipment and leasehold improvements, net | 5,860 | ' | 5,860 | ' | 5,156 |
Depreciation and amortization expenses | 542 | 540 | 1,595 | 1,628 | ' |
Office equipment | ' | ' | ' | ' | ' |
Equipment and leasehold improvements | ' | ' | ' | ' | ' |
Total | 8,445 | ' | 8,445 | ' | 7,498 |
Furniture and fixtures | ' | ' | ' | ' | ' |
Equipment and leasehold improvements | ' | ' | ' | ' | ' |
Total | 2,050 | ' | 2,050 | ' | 1,730 |
Leasehold improvements | ' | ' | ' | ' | ' |
Equipment and leasehold improvements | ' | ' | ' | ' | ' |
Total | $5,301 | ' | $5,301 | ' | $4,395 |
FAIR_VALUE_MEASUREMENTS_Detail
FAIR VALUE MEASUREMENTS (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | U.S. treasury bills | Total | Total | Total | Total | Total | Total | Total | Total | Level 2 | Level 2 | Level 2 | Level 2 | Level 2 | Level 2 | Level 2 | Level 3 | Level 3 | ||
Government securities money market | Government securities money market | U.S. treasury bills | U.S. treasury bills | Bank time deposits | Common Stock | Government securities money market | Government securities money market | U.S. treasury bills | U.S. treasury bills | Bank time deposits | Common Stock | |||||||||
Fair value measurements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum investment term | ' | ' | '6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | ' | ' | ' | ' | ' | $63,987 | $73,366 | ' | $146,991 | $40,468 | ' | ' | ' | $63,987 | $73,366 | ' | $146,991 | $40,468 | ' | ' |
Total investments in securities | 73,999 | 68,141 | ' | ' | ' | ' | ' | 73,999 | 66,237 | ' | 1,904 | ' | ' | ' | ' | 73,999 | 66,237 | ' | ' | 1,904 |
Total financial assets | ' | ' | ' | $137,986 | $328,966 | ' | ' | ' | ' | ' | ' | $137,986 | $327,062 | ' | ' | ' | ' | ' | $1,904 | ' |
FAIR_VALUE_MEASUREMENTS_Detail1
FAIR VALUE MEASUREMENTS (Details 2) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Changes to the Company's investment classified as Level 3 | ' | ' |
Transfers between Level 1, Level 2 or Level 3 | $0 | $0 |
Common Stock | ' | ' |
Changes to the Company's investment classified as Level 3 | ' | ' |
Balance at beginning of the period | 1,904 | ' |
Non-cash settlement of customer receivable | 1,000 | ' |
Distribution to Parent | ($2,904) | ' |
NET_INCOME_LOSS_PER_SHARE_ATTR2
NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS (Details) (USD $) | 3 Months Ended | 9 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 | Apr. 30, 2014 |
Numerator: | ' | ' | ' |
Net income (loss) attributable to holders of shares of Class A common stock - basic | $6,500 | ($12,510) | ' |
Denominator: | ' | ' | ' |
Weighted average number of incremental shares issuable | 942,911 | ' | ' |
Class A common stock | ' | ' | ' |
Numerator: | ' | ' | ' |
Net income (loss) attributable to holders of shares of Class A common stock - basic | 6,500 | -12,510 | ' |
Net income (loss) attributable to holders of shares of Class A common stock - diluted | $6,500 | ($12,510) | ' |
Denominator: | ' | ' | ' |
Weighted average shares of Class A common stock outstanding - basic (in shares) | 15,262,343 | 15,262,940 | ' |
Weighted average shares of Class A common stock outstanding - diluted (in shares) | 16,205,254 | 15,262,940 | ' |
Net income (loss) per share attributable to holders of shares of Class A common stock | ' | ' | ' |
Basic (in dollars per share) | $0.43 | ($0.82) | ' |
Diluted (in dollars per share) | $0.40 | ($0.82) | ' |
Number of shares of common stock to be issued upon exchange of a partnership unit | 1 | 1 | 1 |
Fully diluted shares of common stock outstanding if all Class A partnership units were to be exchanged for common stock immediately following the reorganization | 55,199,112 | 54,256,798 | ' |
Number of antidilutive securities excluded from calculation of diluted income (loss) per share | ' | 665,649 | ' |
EQUITYBASED_COMPENSATION_Detai
EQUITY-BASED COMPENSATION (Details) (USD $) | Sep. 30, 2014 | Apr. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
In Thousands, except Share data, unless otherwise specified | Class A common stock | Class A common stock | Partnership units | Partnership units | Partnership units | Partnership units | Managing Directors | Managing Directors | Non-managing director employees |
Partnership units | Partnership units | Partnership units | |||||||
Minimum | Maximum | ||||||||
Equity-based compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period | ' | ' | ' | ' | ' | ' | '5 years | '8 years | '4 years |
Number of shares of common stock to be issued upon exchange of a partnership unit | 1 | 1 | ' | ' | ' | ' | ' | ' | ' |
Units held by partners | ' | ' | 38,993,858 | ' | 38,993,858 | ' | ' | ' | ' |
Unvested units held by partners | ' | ' | 730,207 | ' | 730,207 | ' | ' | ' | ' |
Compensation expenses | ' | ' | $886 | $10,891 | $100,835 | $34,810 | ' | ' | ' |
Unrecognized compensation expense | ' | ' | $10,434 | ' | $10,434 | ' | ' | ' | ' |
Weighted average period to recognize unrecognized compensation expense | ' | ' | ' | ' | '3 years | ' | ' | ' | ' |
EQUITYBASED_COMPENSATION_Detai1
EQUITY-BASED COMPENSATION (Details 2) (USD $) | 3 Months Ended | 9 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2014 |
Restricted stock and RSUs | ' | ' |
Equity-based compensation | ' | ' |
Award issued (in shares) | ' | 2,477,272 |
Number of shares | ' | ' |
Granted (in shares) | ' | 2,477,272 |
Forfeited (in shares) | ' | -56,642 |
Vested (in shares) | ' | -9,190 |
Unvested Balance at the end of the period (in shares) | 2,411,440 | 2,411,440 |
Weighted Average Grant Date Fair Value | ' | ' |
Granted (in dollars per share) | ' | $26.08 |
Forfeited (in dollars per share) | ' | $25 |
Vested (in dollars per share) | ' | $28.02 |
Unvested Balance at the end of the period (in dollars per share) | $26.10 | $26.10 |
Total compensation expense not yet recognized | $46,499 | $46,499 |
Forfeiture rate (as a percent) | ' | 3.00% |
Weighted average period to recognize compensation expense | ' | '3 years 2 months 12 days |
Stock options | ' | ' |
Equity-based compensation | ' | ' |
Award issued (in shares) | ' | 3,501,881 |
Vesting period | ' | '5 years |
Compensation expenses | 1,094 | 2,046 |
Number of shares | ' | ' |
Granted (in shares) | ' | 3,501,881 |
Weighted Average Grant Date Fair Value | ' | ' |
Total compensation expense not yet recognized | 17,165 | 17,165 |
Forfeiture rate (as a percent) | ' | 3.00% |
Weighted average period to recognize compensation expense | ' | '4 years 1 month 6 days |
Assumptions used to estimates fair value | ' | ' |
Expected life (in years) | ' | '6 years |
Weighted-average risk free interest rate (as a percent) | ' | 1.91% |
Expected volatility (as a percent) | ' | 35.00% |
Dividend yield (as a percent) | ' | 2.72% |
Weighted - average fair value at grant date | ' | $6.70 |
Number Outstanding | ' | ' |
Granted (in shares) | ' | 3,501,881 |
Forfeiture or expirations (in shares) | ' | -130,975 |
Outstanding at the end of the period (in shares) | 3,370,906 | 3,370,906 |
Weighted-Average Exercise Price Per Share | ' | ' |
Granted (in dollars per share) | ' | $25 |
Exercise (in dollars per share) | ' | $25 |
Forfeiture or expirations (in dollars per share) | ' | $25 |
Outstanding at the end of the period (in dollars per share) | $25 | $25 |
RSUs | ' | ' |
Equity-based compensation | ' | ' |
Vesting period | ' | '5 years |
Hiring process | Restricted stock and RSUs | ' | ' |
Equity-based compensation | ' | ' |
Award issued (in shares) | ' | 2,477,272 |
Compensation expenses | $4,509 | $7,835 |
Number of shares | ' | ' |
Granted (in shares) | ' | 2,477,272 |
Hiring process | Restricted stock and RSUs | Minimum | ' | ' |
Equity-based compensation | ' | ' |
Vesting period | ' | '4 years |
Hiring process | Restricted stock and RSUs | Maximum | ' | ' |
Equity-based compensation | ' | ' |
Vesting period | ' | '5 years |
STOCKHOLDERS_EQUITY_Details
STOCKHOLDERS EQUITY (Details) (USD $) | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | |||||
Sep. 30, 2014 | Apr. 30, 2014 | Nov. 24, 2014 | Oct. 28, 2014 | Sep. 30, 2014 | Apr. 30, 2014 | Apr. 21, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Apr. 21, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Apr. 30, 2014 | Sep. 30, 2014 | |
IPO | Subsequent event | Subsequent event | Group LP | Class A common stock | Class A common stock | Class A common stock | Class A common stock | Class A common stock | Class B common stock | Class B common stock | Class B common stock | Class B common stock | Class B common stock | ||
Group LP | Maximum | Maximum | |||||||||||||
STOCKHOLDERS EQUITY | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock issued in connection with IPO (in shares) | ' | 7,475,000 | ' | ' | ' | 15,263,653 | ' | 7,483,442 | ' | ' | 36,158,698 | 36,158,698 | ' | ' | ' |
Reorganization of equity structure (in shares) | ' | ' | ' | ' | ' | 7,699,851 | 7,699,851 | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock issued in connection with settlement of appreciation rights issued in prior years (in shares) | ' | ' | ' | ' | ' | 88,802 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | ' | ' | ' | ' | ' | ' | 15,260,806 | 0 | ' | ' | 36,149,180 | 0 | ' | ' |
Common stock, shares outstanding | ' | ' | ' | ' | ' | ' | ' | 15,260,806 | 0 | 15,260,806 | ' | 36,149,180 | 0 | ' | ' |
Ratio of subscription price to the initial public offering price of shares of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00055 | ' | ' | ' |
Aggregate number of shares of Class B common stock that may be converted into Class A common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,000 | 20,000 |
Dividends payable ratio to outstanding shares of publicly traded common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00055 | ' | ' | ' |
Number of shares of common stock to be issued upon exchange of a partnership unit | ' | ' | ' | ' | ' | 1 | ' | 1 | ' | ' | ' | ' | ' | ' | ' |
Number of units held by noncontrolling interest holders | ' | ' | ' | ' | 38,993,858 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Noncontrolling interests (as a percent) | ' | ' | ' | ' | 72.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Special dividend declared (in dollars per share) | ' | ' | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend declared (in dollars per share) | $0.20 | ' | $1.20 | $0.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividends declared during period (in dollars per share) | $0.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Dividend paid (in dollars per share) | ' | ' | ' | ' | $0.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
RELATEDPARTY_TRANSACTIONS_Deta
RELATED-PARTY TRANSACTIONS (Details) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
In Thousands, unless otherwise specified | Aug. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Aug. 30, 2014 | Apr. 15, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Jun. 30, 2014 |
item | Manager | Manager | Manager | Manager | Employees | Employees | Employees | Australian JV | Australian JV | Moelis Asset Management LP | Moelis Asset Management LP | Moelis Asset Management LP | ||||
item | Unsecured promissory notes | Unsecured promissory notes | Unsecured promissory notes | |||||||||||||
Related-party transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aircraft lease term | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease costs to be paid | ' | ' | ' | ' | $61 | ' | $156 | $310 | ' | ' | ' | ' | ' | ' | ' | ' |
Expenses for use of the aircraft | ' | ' | ' | ' | ' | ' | 221 | 301 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of lessees of aircraft (other than the Company), including related party | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of lessess of aircraft who are a related party | 2 | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unsecured promissory notes from employees | ' | ' | ' | ' | ' | ' | ' | ' | 120 | ' | 831 | ' | ' | ' | ' | ' |
Fixed and variable interest rates (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | 4.75% | ' | ' | ' | ' | ' |
Principal repayments | ' | 831 | 383 | ' | ' | ' | ' | ' | 831 | 383 | ' | ' | ' | ' | ' | ' |
Interest income recognized | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 29 | ' | ' | ' | ' | ' | ' |
Fee for services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500 | 960 | ' |
Due to related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 425 | 1,145 | ' | ' | ' |
Investment into the entity controlled by a related party | ' | 16,634 | ' | 12,481 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 265 |
Revenue from Related Parties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,769 | $3,717 | ' |
REGULATORY_REQUIREMENTS_Detail
REGULATORY REQUIREMENTS (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Regulatory requirements | ' | ' |
Minimum net capital requirement | $250 | ' |
Moelis US | ' | ' |
Regulatory requirements | ' | ' |
Net capital | 83,828 | 101,690 |
Net capital in excess of required net capital | 83,578 | 101,440 |
Moelis UK | ' | ' |
Regulatory requirements | ' | ' |
Net capital | 37,952 | 42,344 |
Net capital in excess of required net capital | $37,889 | $42,275 |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Leases | ' | ' | ' | ' |
Rent expense incurred relating to operating leases | $2,756 | $2,818 | $8,051 | $8,501 |
Future minimum rental payments | ' | ' | ' | ' |
Remainder of 2014 | 3,536 | ' | 3,536 | ' |
2015 | 12,778 | ' | 12,778 | ' |
2016 | 12,266 | ' | 12,266 | ' |
2017 | 12,224 | ' | 12,224 | ' |
2018 | 12,915 | ' | 12,915 | ' |
Thereafter | 23,096 | ' | 23,096 | ' |
Total | 76,815 | ' | 76,815 | ' |
Unsecured revolving credit facility | ' | ' | ' | ' |
Bank line of credit | ' | ' | ' | ' |
Commitment amount | 25,000 | ' | 25,000 | ' |
Fixed rate of interest (as a percent) | 3.50% | ' | 3.50% | ' |
Borrowings under the credit facility | 0 | 0 | 0 | 0 |
Available credit under the facility | 16,669 | ' | 16,669 | ' |
Unsecured revolving credit facility | LIBOR | ' | ' | ' | ' |
Bank line of credit | ' | ' | ' | ' |
Reference rate (as a percent) | ' | ' | 'LIBOR | ' |
Interest rate margin (as a percent) | ' | ' | 1.00% | ' |
Unsecured revolving credit facility | Prime | ' | ' | ' | ' |
Bank line of credit | ' | ' | ' | ' |
Reference rate (as a percent) | ' | ' | 'Prime | ' |
Interest rate margin (as a percent) | ' | ' | -1.50% | ' |
Standby letters of credit | ' | ' | ' | ' |
Bank line of credit | ' | ' | ' | ' |
Letters of credit outstanding | $8,331 | ' | $8,331 | ' |
Fee on the outstanding balances (as a percent) | ' | ' | 1.00% | ' |
COMMITMENTS_AND_CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details 2) (Australian JV) | 9 Months Ended |
Sep. 30, 2014 | |
Australian JV | ' |
Joint venture put and call options | ' |
Percentage of purchase price to be paid immediately if the Parent is public and the put option is exercised | 50.00% |
Period within which the remaining balance is to be paid if the parent is public and the put option is exercised | '18 months |
EMPLOYEE_BENEFIT_PLANS_Details
EMPLOYEE BENEFIT PLANS (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
EMPLOYEE BENEFIT PLANS | ' | ' | ' | ' |
Minimum age required to be eligible to participate in the 401(k) plan | ' | ' | '21 years | ' |
Expenses accrued relating to employer matching contributions | $348 | $318 | $973 | $1,029 |
INCOME_TAXES_Details
INCOME TAXES ( Details) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Income taxes | ' |
Net deferred tax asset increase | $68,064 |
Net deferred tax asset increase attributable to tax impact associated with existing books and tax basis temporary difference items allocated to entity and subject to corporate income tax rate | 67,394 |
Parent Company Investment | ' |
Income taxes | ' |
Cash distribution to partners in connection to IPO attributable to exchanges by partners | 60,896 |
Percentage of cash distribution to partners in connection to IPO attributable to exchanges by partners, payable to partners | 85.00% |
Cash distribution to partners in connection to IPO attributable to exchanges by partners, payable to partners | $51,761 |
Period of cash distribution to partners in connection to IPO attributable to exchanges by partners, payable to partners | '15 years |
BUSINESS_INFORMATION_Details
BUSINESS INFORMATION (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Business information | ' | ' | ' | ' | ' |
Total revenues | $128,651 | $98,728 | $374,855 | $257,091 | ' |
Total assets | 352,189 | ' | 352,189 | ' | 443,463 |
United States | ' | ' | ' | ' | ' |
Business information | ' | ' | ' | ' | ' |
Total revenues | 102,099 | 79,955 | 291,818 | 211,735 | ' |
Total assets | 268,023 | ' | 268,023 | ' | 359,072 |
Rest of world | ' | ' | ' | ' | ' |
Business information | ' | ' | ' | ' | ' |
Total revenues | 26,552 | 18,773 | 83,037 | 45,356 | ' |
Total assets | $84,166 | ' | $84,166 | ' | $84,391 |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | Sep. 30, 2014 | Nov. 24, 2014 | Oct. 28, 2014 |
Subsequent event | Subsequent event | ||
Subsequent Events | ' | ' | ' |
Special dividend declared (in dollars per share) | ' | ' | $1 |
Dividend declared (in dollars per share) | $0.20 | $1.20 | $0.20 |