Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 21, 2017 | Jun. 30, 2016 | |
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | PJT | ||
Entity Registrant Name | PJT Partners Inc. | ||
Entity Central Index Key | 1,626,115 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 401.8 | ||
Class A Common Stock | |||
Entity Common Stock, Shares Outstanding | 18,517,534 | ||
Class B Common Stock | |||
Entity Common Stock, Shares Outstanding | 259 |
Consolidated and Combined State
Consolidated and Combined Statements of Financial Condition - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | |
Assets | |||
Cash and Cash Equivalents | $ 152,431 | $ 82,322 | |
Restricted Cash | 827 | ||
Accounts Receivable (net of allowance for doubtful accounts of $4,374 and $862 at December 31, 2016 and December 31, 2015, respectively) | 227,560 | 169,590 | |
Intangible Assets, Net | [1] | 14,713 | 23,646 |
Goodwill | 72,286 | 75,769 | |
Furniture, Equipment and Leasehold Improvements, Net | 38,155 | 31,490 | |
Other Assets | 14,374 | 14,920 | |
Deferred Tax Asset, Net | 70,957 | 68,688 | |
Total Assets | 590,476 | 467,252 | |
Liabilities, Redeemable Non-Controlling Interests and Equity (Deficit) | |||
Accrued Compensation and Benefits | 140,076 | 81,221 | |
Accounts Payable, Accrued Expenses and Other Liabilities | 17,354 | 29,533 | |
Deferred Rent Liability | 16,353 | 12,414 | |
Amount Due Pursuant to Tax Receivable Agreement | 964 | ||
Taxes Payable | 1,527 | 1,672 | |
Deferred Revenue | 786 | 477 | |
Total Liabilities | 177,060 | 125,317 | |
Commitments and Contingencies | |||
Redeemable Non-Controlling Interests | 421,976 | 309,855 | |
Equity (Deficit) | |||
Additional Paid-In Capital | 9,145 | 43,132 | |
Retained Deficit | (17,946) | (11,184) | |
Accumulated Other Comprehensive Income (Loss) | 61 | (48) | |
Total Equity (Deficit) | (8,560) | 32,080 | |
Total Liabilities, Redeemable Non-Controlling Interests and Equity (Deficit) | 590,476 | 467,252 | |
Class A Common Stock | |||
Equity (Deficit) | |||
Common stock, value | 180 | 180 | |
Total Equity (Deficit) | 180 | 180 | |
Class B Common Stock | |||
Equity (Deficit) | |||
Common stock, value | $ 0 | $ 0 | |
[1] | Excludes fully amortized intangible assets. |
Consolidated and Combined Stat3
Consolidated and Combined Statements of Financial Condition (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accounts Receivable, allowance for doubtful accounts | $ 4,374 | $ 862 |
Class A Common Stock | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 3,000,000,000 | 3,000,000,000 |
Common Stock, Shares Issued | 18,003,272 | 17,966,456 |
Common Stock, Shares Outstanding | 18,003,272 | 17,966,456 |
Class B Common Stock | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 1,000,000 | 1,000,000 |
Common Stock, Shares Issued | 271 | 300 |
Common Stock, Shares Outstanding | 271 | 300 |
Consolidated and Combined Stat4
Consolidated and Combined Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | |||
Advisory Fees | $ 377,610,000 | $ 286,014,000 | $ 271,278,000 |
Placement Fees | 114,968,000 | 114,058,000 | 127,664,000 |
Interest Income and Other | 6,852,000 | 5,866,000 | 2,127,000 |
Total Revenues | 499,430,000 | 405,938,000 | 401,069,000 |
Expenses | |||
Compensation and Benefits | 381,000,000 | 315,195,000 | 317,478,000 |
Occupancy and Related | 25,815,000 | 32,682,000 | 25,601,000 |
Travel and Related | 11,480,000 | 14,082,000 | 13,382,000 |
Professional Fees | 18,925,000 | 19,814,000 | 10,837,000 |
Communications and Information Services | 8,875,000 | 7,622,000 | 7,048,000 |
Depreciation and Amortization | 14,026,000 | 14,872,000 | 7,773,000 |
Other Expenses | 24,809,000 | 7,607,000 | 11,412,000 |
Total Expenses | 484,930,000 | 411,874,000 | 393,531,000 |
Income (Loss) Before Provision for Taxes | 14,500,000 | (5,936,000) | 7,538,000 |
Provision for Taxes | 9,392,000 | 239,000 | 3,046,000 |
Net Income (Loss) | 5,108,000 | (6,175,000) | 4,492,000 |
Net Income (Loss) Attributable to Redeemable Non-Controlling Interests | 8,142,000 | (13,751,000) | |
Net Income (Loss) Attributable to PJT Partners Inc. | $ (3,034,000) | 7,576,000 | 4,492,000 |
Class A Common Stock | |||
Net Loss Per Share of Class A Common Stock | |||
Net Loss Per Share of Class A Common Stock — Basic and Diluted | $ (0.17) | ||
Weighted-Average Shares of Class A Common Stock Outstanding — Basic and Diluted | 18,292,717 | ||
Affiliates | |||
Revenues | |||
Advisory Fees | $ 0 | 4,220,000 | 31,948,000 |
Placement Fees | $ 0 | $ 14,329,000 | $ 14,911,000 |
Consolidated and Combined Stat5
Consolidated and Combined Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net Income (Loss) | $ 5,108 | $ (6,175) | $ 4,492 |
Other Comprehensive Income, Net of Tax — Currency Translation Adjustment | 252 | 622 | 1,243 |
Comprehensive Income (Loss) | 5,360 | (5,553) | $ 5,735 |
Comprehensive Income (Loss) Attributable to Redeemable Non-Controlling Interests | 8,285 | (6) | |
Comprehensive Loss Attributable to PJT Partners Inc. | $ (2,925) | $ (5,547) |
Consolidated and Combined Stat6
Consolidated and Combined Statements of Changes in Equity (Deficit) - USD ($) $ in Thousands | Total | Class A Common Stock | Class B Common Stock | Additional Paid-in Capital | Retained Deficit | Accumulated Other Comprehensive Income (Loss) | Former Parent Company Investment | Redeemable Non-Controlling Interests |
Beginning Balance at Dec. 31, 2013 | $ 301,328 | $ (233) | $ 301,561 | |||||
Net Income (Loss) | 4,492 | 4,492 | ||||||
Currency Translation Adjustment | 1,243 | 1,243 | ||||||
Net Increase (Decrease) in Former Parent Company Investment | 25,257 | 25,257 | ||||||
Ending Balance at Dec. 31, 2014 | 332,320 | 1,010 | 331,310 | |||||
Net Income (Loss) | 18,760 | 18,760 | ||||||
Currency Translation Adjustment | 635 | 635 | ||||||
Net Increase (Decrease) in Former Parent Company Investment | (95,530) | (95,530) | ||||||
Ending Balance at Sep. 30, 2015 | 256,185 | 1,645 | 254,540 | |||||
Beginning Balance at Dec. 31, 2014 | 332,320 | 1,010 | 331,310 | |||||
Net Income (Loss) | 7,576 | |||||||
Ending Balance at Dec. 31, 2015 | 32,080 | $ 180 | $ 43,132 | $ (11,184) | (48) | $ 309,855 | ||
Ending Balance (in shares) at Dec. 31, 2015 | 17,966,456 | 300 | ||||||
Beginning Balance at Sep. 30, 2015 | 256,185 | 1,645 | 254,540 | |||||
Settlement of Due from Blackstone Balances | 24,002 | 24,002 | ||||||
Establishment of Deferred Tax Asset Related to Reorganization | 62,267 | 62,267 | ||||||
Tax Distributions | (4,663) | |||||||
Forfeiture Liability for Equity Awards | (1,319) | (1,319) | ||||||
Net Income (Loss) | (11,184) | (11,184) | (13,751) | |||||
Currency Translation Adjustment | (13) | (13) | ||||||
Reorganization of Equity Structure | (109,993) | 146,227 | (1,680) | $ (254,540) | 119,858 | |||
Issuances of Common Stock | 180 | $ 180 | ||||||
Issuances of Common Stock (in shares) | 17,966,456 | 300 | ||||||
Equity-Based Compensation | 11,782 | 11,782 | 8,589 | |||||
Adjustment of Redeemable Non-Controlling Interests to Redemption Value | (199,822) | (199,822) | 199,822 | |||||
Other | (5) | (5) | ||||||
Ending Balance at Dec. 31, 2015 | 32,080 | $ 180 | 43,132 | (11,184) | (48) | 309,855 | ||
Ending Balance (in shares) at Dec. 31, 2015 | 17,966,456 | 300 | ||||||
Tax Distributions | (12,381) | |||||||
Forfeiture Liability for Equity Awards | 804 | 804 | ||||||
Net Income (Loss) | (3,034) | (3,034) | 8,142 | |||||
Currency Translation Adjustment | 109 | 109 | 143 | |||||
Dividends | (3,728) | (3,728) | ||||||
Non-Cash Contributions from Former Parent | 8,566 | 8,566 | ||||||
Net Share Settlement | (230) | (230) | (36) | |||||
Issuances of Common Stock | (8,933) | (8,933) | 8,933 | |||||
Issuances of Common Stock (in shares) | 36,816 | 7 | ||||||
Forfeitures of Shares | 1,511 | 1,511 | (1,511) | |||||
Forfeitures of Shares (in shares) | (3) | |||||||
Equity-Based Compensation | 50,510 | 50,510 | 38,500 | |||||
Cash Settled Exchanges of Partnership Units | 170 | 170 | (16,054) | |||||
Cash Settled Exchanges of Partnership Units (in shares) | (33) | |||||||
Adjustment of Redeemable Non-Controlling Interests to Redemption Value | (86,385) | (86,385) | 86,385 | |||||
Ending Balance at Dec. 31, 2016 | $ (8,560) | $ 180 | $ 9,145 | $ (17,946) | $ 61 | $ 421,976 | ||
Ending Balance (in shares) at Dec. 31, 2016 | 18,003,272 | 271 |
Consolidated and Combined Stat7
Consolidated and Combined Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities | |||
Net Income (Loss) | $ 5,108 | $ (6,175) | $ 4,492 |
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities | |||
Equity-Based Compensation Expense | 89,010 | 38,614 | 66,464 |
Depreciation and Amortization Expense | 14,026 | 14,760 | 7,773 |
Bad Debt Expense (Recovery) | 4,132 | (2,260) | 882 |
Foreign Currency Transaction Gains | 710 | ||
Deferred Taxes | 2,293 | (3,718) | (768) |
Other Non-Cash Amounts Included in Net Income (Loss) | 834 | (87) | |
Cash Flows Due to Changes in Operating Assets and Liabilities | |||
Accounts Receivable | (64,853) | (4,517) | (1,265) |
Receivable from Affiliates | 28,464 | 5,294 | |
Due from Blackstone | 35,042 | (26,712) | |
Deferred Tax Assets | (66,090) | ||
Other Assets | (429) | (12,126) | (4,149) |
Accrued Compensation and Benefits | 63,160 | 53,146 | (3,533) |
Accounts Payable, Accrued Expenses and Other Liabilities | (1,119) | 20,556 | 299 |
Deferred Rent Liability | 4,604 | 12,414 | |
Deferred Tax Liability | 106 | ||
Taxes Payable | (145) | 512 | (233) |
Deferred Revenue | 354 | (1,097) | 764 |
Net Cash Provided by Operating Activities | 116,851 | 112,183 | 49,989 |
Investing Activities | |||
Note Issued to Employee | (550) | ||
Proceeds from Repayment of Note Issued to Employee | 538 | ||
Cash from Acquisition of PJT Capital LP | 12,653 | ||
Purchases of Intangible Assets | (1,337) | ||
Purchases of Furniture, Equipment and Leasehold Improvements | (13,088) | (34,582) | |
Dispositions of Furniture, Equipment and Leasehold Improvements | 457 | ||
Change in Restricted Cash | 757 | (827) | |
Net Cash Used in Investing Activities | (11,793) | (24,186) | |
Financing Activities | |||
Dividends | (3,728) | ||
Tax Distributions | (12,381) | (4,663) | |
Contributions from Former Parent | 49,371 | ||
Distribution to Former Parent | (88,895) | ||
Employee Taxes Paid for Shares Withheld | (266) | ||
Cash-Settled Exchanges of Partnership Units | (16,054) | ||
Principal Payments on Capital Lease Obligations | (88) | (21) | |
Net Decrease from Former Parent Company Investment | (41,120) | ||
Net Cash Used in Financing Activities | (32,517) | (44,208) | (41,120) |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | (2,432) | ||
Net Increase in Cash and Cash Equivalents | 70,109 | 43,789 | 8,869 |
Cash and Cash Equivalents, Beginning of Period | 82,322 | 38,533 | 29,664 |
Cash and Cash Equivalents, End of Period | 152,431 | 82,322 | 38,533 |
Supplemental Disclosure of Cash Flows Information | |||
Payments for Income Taxes, including those to Former Parent, Net of Refunds Received | 6,813 | 3,518 | $ 3,668 |
Supplemental Disclosure of Significant Non-Cash Activities | |||
Non-Cash Contributions from Former Parent | 8,566 | ||
Furniture, Equipment and Leasehold Improvements, Net Included in Accounts Payable, Accrued Expenses and Other Liabilities | (7,296) | ||
Blackstone | |||
Supplemental Disclosure of Significant Non-Cash Activities | |||
Non-Cash Contributions from Former Parent | 8,566 | ||
Accounts Receivable | 1,281 | ||
Receivable from Affiliates | (16,302) | ||
Due from Blackstone | 1,475 | ||
Furniture, Equipment and Leasehold Improvements, Net | 4,258 | ||
Other Assets | 70 | ||
Accrued Compensation and Benefits | (10,527) | ||
Accounts Payable, Accrued Expenses and Other Liabilities | (445) | ||
Taxes Payable | 433 | ||
Accumulated Other Comprehensive Income | (1,680) | ||
PJT Capital LP | |||
Supplemental Disclosure of Significant Non-Cash Activities | |||
Accounts Receivable | (1,170) | ||
Furniture, Equipment and Leasehold Improvements, Net | (334) | ||
Other Assets | (362) | ||
Intangible Assets | (13,300) | ||
Goodwill | 3,483 | (6,896) | |
Deferred Tax Asset | $ (3,483) | ||
Accrued Compensation and Benefits | 29,424 | ||
Accounts Payable, Accrued Expenses and Other Liabilities | 4,626 | ||
Taxes Payable | $ 665 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | 1. ORGANIZATION On October 7, 2014, the board of directors of the general partner of The Blackstone Group L.P. (the “former Parent” or “Blackstone”) approved a plan to separate Blackstone’s strategic advisory services, restructuring and reorganization advisory services and Park Hill Group businesses from Blackstone and combine the separated business with PJT Capital (as defined below) to form PJT Partners (“PJT Partners” or the “Company”), which separation occurred on October 1, 2015. On October 1, 2015, Blackstone distributed on a pro rata basis to its common unitholders all of the issued and outstanding shares of Class A common stock of PJT Partners Inc. held by it. This pro rata distribution is referred to as the “Distribution.” The separation of the PJT Partners business from Blackstone and related transactions, including the Distribution, the internal reorganization that preceded the Distribution and the acquisition by PJT Partners of PJT Capital LP (together with its general partner and their respective subsidiaries, “PJT Capital”) that occurred substantially concurrently with the Distribution, is referred to as the “spin-off.” The spin-off, including the consummation of the acquisition of PJT Capital and the Distribution is described in Note 3. “Reorganization and Spin-off.” PJT Partners delivers a wide array of strategic advisory, restructuring and special situations and private fund advisory and placement services to corporations, financial sponsors, institutional investors and governments around the world. The Company offers a unique portfolio of advisory services designed to help its clients realize major corporate milestones and solve complex issues. Also, through the Park Hill Group, the Company provides private fund advisory and placement services for alternative investment managers, including private equity funds, real estate funds and hedge funds. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company prepared the accompanying consolidated and combined financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”). As the sole general partner of PJT Partners Holdings LP, PJT Partners Inc. operates and controls all of the business and affairs and consolidates the financial results of PJT Partners Holdings LP and its subsidiaries. The Company operates through the following subsidiaries: PJT Partners LP, Park Hill Group LLC, PJT Partners (UK) Limited and PJT Partners (HK) Limited. The Company did not operate as an independent, stand-alone entity for all periods included in these consolidated and combined financial statements. Prior to the spin-off on October 1, 2015, the Company’s operations were included in Blackstone’s results as they were historically managed as part of Blackstone, in conformity with GAAP. For periods prior to October 1, 2015, the accompanying consolidated and combined financial statements were prepared on a stand-alone basis and were derived from the consolidated financial statements and accounting records of Blackstone. Additionally prior to October 1, 2015, Blackstone’s net investment in PJT Partners was shown as Former Parent Company Investment in lieu of Stockholders’ Equity in the consolidated and combined financial statements. All intercompany transactions have been eliminated for all periods presented. The Consolidated and Combined Statements of Operations reflect intercompany expense allocations made to the Company by Blackstone for certain corporate functions and for shared services provided by Blackstone prior to October 1, 2015. Where possible, these allocations were made on a specific identification basis and, in other cases, these expenses were allocated by Blackstone based on a pro rata basis of headcount, usage or some other basis depending on the nature of the allocated cost. Expenses without a specific consumption based indicator were allocated based on revenues adjusted for factors such as the size and complexity of the business. See Note 12. “Transactions with Related Parties” for further information on expenses allocated by Blackstone. Both the Company and Blackstone consider the basis on which the expenses were previously allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by the Company during the periods presented prior to October 1, 2015. The allocations may not, however, reflect the expense the Company would have incurred as an independent, publicly traded company for the periods presented. Actual costs that may have been incurred if PJT Partners had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, which functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. Following the spin-off, the Company has been performing these functions using its own resources or purchased services. For an interim period, however, some of these functions may continue to be provided by Blackstone, pursuant to a transition services agreement for a period of 24 months with the option for Blackstone or the Company to terminate any given service with 60 days’ notice. See Note 12. “Transactions with Related Parties” for further information on services provided by Blackstone to the Company for the years ended December 31, 2016 and 2015. During the second quarter of 2016, a misstatement was identified in the accounting for certain partnership interests in PJT Partners Holdings LP, which resulted in a reclassification from Redeemable Non-Controlling Interests to Retained Deficit and Additional Paid-In Capital. In accordance with Accounting Standards Codification (“ASC”) Topic 250, Accounting Changes and Error Corrections Use of Estimates The preparation of consolidated and combined financial statements and related disclosures in conformity with 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 consolidated and combined financial statements, management makes estimates regarding the adequacy of the allowance for doubtful accounts, evaluation of goodwill and intangible assets, realization of deferred taxes, measurement of equity-based compensation and other matters that affect the reported amounts and disclosures in the consolidated and combined financial statements. Business Combinations The purchase price allocations for acquisitions are based on estimates of the fair value of tangible and intangible assets acquired and liabilities assumed. The Company engages independent valuation specialists, when necessary, to assist with purchase price allocations and uses recognized valuation techniques, including the income and market approaches, to determine fair value. Management makes estimates and assumptions in determining purchase price allocations and valuation analyses, which may involve significant unobservable inputs. The excess of the purchase price over the estimated fair values of the underlying assets acquired and liabilities assumed is allocated to goodwill. In certain circumstances, the allocations of the purchase price are based upon preliminary estimates and assumptions. Accordingly, the allocations may be subject to revision when the Company receives final information, including appraisals and other analyses. Assets acquired and liabilities assumed in business combinations are recorded in the Company’s Consolidated and Combined Statements of Financial Condition as of the respective acquisition dates based upon their estimated fair values at such dates. The results of operations of businesses acquired by the Company are included in the Company’s Consolidated and Combined Statements of Operations from their respective dates of acquisition. Revenue Recognition Revenues consist of Advisory Fees, Placement Fees and Interest Income and Other. Fees are recognized when (a) there is evidence of an arrangement with a client, (b) agreed upon services have been provided, (c) fees are fixed or determinable, and (d) collection is reasonably assured. Advisory Fees – Advisory Fees typically consist of retainer and transaction-based fee arrangements related to strategic advisory services, restructuring and special situations services and secondary advisory services provided by Park Hill Group. Advisory retainer and transaction-based fees are recognized when services for the transactions are complete, in accordance with terms set forth in individual agreements. The amount and timing of the fees paid vary by the type of engagement. The majority of the Advisory Fees are dependent on the successful completion of a transaction. Placement Fees – Placement Fees consist of fund placement services for alternative investment funds and private placements for corporate clients. Placement fees earned for services to corporate clients are recognized as earned upon successful completion of the transaction. Fund placement fees earned for services to alternative asset managers are typically recognized as earned upon acceptance by a fund of capital or capital commitments (referred to as a “closing”), in accordance with terms set forth in individual agreements. For commitment based fees, revenue is recognized as commitments are accepted. Fees for such closed-end fund arrangements are generally paid in quarterly installments over three or four years and interest is charged to the outstanding balance at an agreed upon rate (typically the London Interbank Offered Rate (“LIBOR”) plus a market-based margin). For funds with multiple closings, each closing is treated as a separate performance obligation. As a result, revenue is recognized at each closing as the performance obligations are fulfilled. For open-end fund structures, placement fees are typically calculated as a percentage of a placed investor’s month-end net asset value. Typically, fees for such open-end fund structures are earned over a 48 month period. For these arrangements, revenue is recognized monthly as the amounts become fixed and determinable. The Company may receive non-refundable up-front fees upon execution of agreements with clients to provide placement services, which are recorded as revenues in the period over which services are provided. Accrued but unpaid Advisory and Placement Fees are included in Accounts Receivable in the Consolidated and Combined Statements of Financial Condition. Interest Income and Other – Interest Income and Other represents interest typically earned on Cash and Cash Equivalents and outstanding placement fees receivable, miscellaneous income, foreign exchange gains and losses arising on transactions denominated in currencies other than U.S. dollars and sublease income. Interest on placement fees receivable is earned from the time revenue is recognized and is calculated based upon LIBOR plus an additional percentage as mutually agreed upon with the receivable counterparty. Interest receivable is included in Accounts Receivable in the Consolidated and Combined Statements of Financial Condition. Deferred Revenue – Deferred Revenue represents the receipt of Advisory and Placement Fees prior to such amounts being earned and is recognized using the straight-line method over the period that it is earned. Fair Value of Financial Instruments The carrying value of financial instruments approximates fair value. Financial instruments held by the Company include Cash Equivalents and Accounts Receivable. GAAP establishes a hierarchical disclosure framework 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 financial instrument, the characteristics specific to the financial instrument and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets generally will 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 based on the observability of inputs used in the determination of fair values, as follows: • Level I – Quoted prices are available in active markets for identical financial instruments as of the reporting date. • Level II – Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. • Level III – Pricing inputs are unobservable for the financial instruments and includes situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value require significant management judgment or estimation. 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 financial instrument is based on the lowest level of input that is significant to the fair value measurement. 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. Cash is primarily held at two major U.S. financial institutions. As of December 31, 2016, the Company had cash equivalents of $50.0 million representing investments in U.S. Treasury bills. The Company had no such investments in U.S. Treasury bills as of December 31, 2015. The fair values of the U.S. Treasury bills are based on quoted prices for recent trading activity in identical instruments and are classified accordingly as Level I in the fair value hierarchy. Restricted Cash Restricted cash consists of cash held at a financial institution related to deposits received from sublessees . Accounts Receivable Accounts Receivable includes placement fees, interest and advisory fee receivables. Accounts receivable are assessed periodically for collectibility and an allowance is recognized for doubtful accounts, if required. Included in Accounts Receivable are long-term receivables which relate to placement fees that are generally paid in installments over a period of three to four years. Additional disclosures regarding Accounts Receivable are discussed in Note 5. “Accounts Receivable and Allowance for Doubtful Accounts.” The Company charges interest on long-term receivables based upon LIBOR plus an additional percentage as mutually agreed upon with the receivable counterparty. The Company is reimbursed by certain clients for reasonable travel, telephone, postage and other out-of pocket expenses incurred in relation to services provided. Expenses that are directly related to such transactions and billable to clients are presented net in the Consolidated and Combined Statements of Operations. Reimbursable expenses that are outstanding are reported in Accounts Receivable in the Consolidated and Combined Statements of Financial Condition. Allowance for Doubtful Accounts The Company performs periodic reviews of outstanding accounts receivable and its clients’ financial condition. The Company generally does not require collateral and establishes an allowance for doubtful accounts based upon factors such as historical experience, credit quality, age of the accounts receivable balances and the current economic conditions that may affect a counterparty’s ability to pay such amounts owed to the Company. After concluding that a reserved accounts receivable balance is no longer collectible, the Company will reduce both the gross receivable and the allowance for doubtful accounts. This is determined based on several factors including the age of the accounts receivable balance and the creditworthiness of the counterparty. Goodwill and Intangible Assets Goodwill recorded arose from the contribution and reorganization of Blackstone’s predecessor entities in 2007 immediately prior to Blackstone’s initial public offering (“IPO”) as well as from the acquisition of PJT Capital LP that occurred on October 1, 2015. Goodwill is reviewed for impairment at least annually utilizing a qualitative or quantitative approach and more frequently if circumstances indicate impairment may have occurred. Goodwill is tested for impairment at the reporting unit level. A reporting unit is a component of an operating segment for which discrete financial information is available which is regularly reviewed by management. The impairment testing for goodwill under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of the Company’s reporting unit is less than its respective carrying value. If it is determined that it is more likely than not that the reporting unit’s fair value is less than its carrying value or when the quantitative approach is used, a two-step quantitative assessment is performed to (a) calculate the fair value of the reporting unit and compare it to its carrying value, and (b) if the carrying value exceeds its fair value, to measure an impairment loss. The Company’s intangible assets are derived from (a) customer relationships that were established as part of Blackstone’s IPO, (b) the value of the trade name as part of the acquisition of PJT Capital LP, (c) the open customer backlog acquired as part of the PJT Capital LP acquisition, and (d) the purchase of certain customer mandates from Blackstone. Identifiable finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives of one to fifteen years, reflecting the average time over which such intangible assets are expected to contribute to cash flows. Amortization expense is included in Depreciation and Amortization in the Consolidated and Combined Statements of Operations. The Company does not hold any indefinite-lived intangible assets. Intangible assets are reviewed for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. Furniture, Equipment and Leasehold Improvements Furniture, Equipment and Leasehold Improvements, Net consist primarily of leasehold improvements, furniture, fixtures and equipment and office equipment and are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the assets’ estimated useful economic lives, which for leasehold improvements are the lesser of the lease terms or the life of the asset, generally ten to fifteen years, and five to seven years for other fixed assets. The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Depreciation and amortization are included in Depreciation and Amortization in the Consolidated and Combined Statements of Operations. Fixed assets held under capital leases are recorded at the present value of the future minimum lease payments, less accumulated depreciation and amortization in Furniture, Equipment and Leasehold Improvements, Net in the Consolidated and Combined Statements of Financial Condition. Depreciation and amortization are calculated using the straight-line method over the life of the lease and are included in Depreciation and Amortization in the Consolidated and Combined Statements of Operations. The capital lease obligations are included in Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated and Combined Statements of Financial Condition. Foreign Currency In the normal course of business, the Company may enter into transactions not denominated in U.S. dollars. Foreign exchange gains and losses arising on such transactions are recorded in Interest Income and Other in the Consolidated and Combined Statements of Operations. In addition, the Company consolidates a number of businesses that have a non-U.S. dollar functional currency. Non-U.S. dollar denominated assets and liabilities are translated to U.S. dollars at the exchange rate prevailing at the reporting date and income, expenses, gains and losses are translated at the prevailing exchange rate on the dates they were recorded. Cumulative translation adjustments arising from the translation of non-U.S. dollar denominated operations are recorded in Other Comprehensive Income. Comprehensive Income (Loss) Comprehensive Income consists of Net Income (Loss) and Other Comprehensive Income (Loss). The Company’s Other Comprehensive Income (Loss) is comprised of foreign currency cumulative translation adjustments. Redeemable Non-Controlling Interests The holders of the common units of partnership interest in PJT Partners Holdings LP (“Partnership Units”) have redemption rights not solely within the Company’s control and thus is considered a redeemable non-controlling interest. Redeemable Non-Controlling Interests have been presented separately from Equity in the Consolidated and Combined Statements of Financial Condition and the portion of net income or loss attributable to the redeemable non-controlling interests has been presented separately in the Consolidated and Combined Statements of Operations. The Company has elected to recognize any changes in the redemption value immediately as they occur and adjusts the carrying amount of the redeemable non-controlling interests to its redemption value at the end of each reporting period. Reductions in the carrying amount of the redeemable non-controlling interests are only recorded if the Company has previously recorded increases in the carrying amount of the redeemable non-controlling interests. The change in redemption value is recognized in Additional Paid-In Capital in the Consolidated and Combined Statements of Financial Condition. Compensation and Benefits Compensation and Benefits consists of (a) employee compensation, comprising salary and bonus, and benefits paid and payable to employees and partners, and (b) equity-based compensation associated with the grants of equity-based awards to employees and partners. Compensation cost relating to the issuance of equity-based awards with a requisite service period to partners and employees is measured at fair value at the grant date, taking into consideration expected forfeitures, and expensed over the vesting period on a straight-line basis. Equity-based awards that do not require future service are expensed immediately. Cash settled equity-based awards are classified as liabilities and are remeasured at the end of each reporting period. Prior to October 1, 2015, certain of the Company’s employees participated in Blackstone’s equity-based compensation plans. Equity-based compensation expense related to those plans was based upon specific identification of cost related to the Company’s employees. The Company also received allocated equity-based compensation expense associated with Blackstone’s employees of central support functions. In certain instances, the Company may grant equity-based awards containing both a service and a market condition. The effect of the market condition is reflected in the grant date fair value of the award. Compensation cost is recognized for an award with a market condition over the requisite service period, provided that the requisite service period is completed, irrespective of whether the market condition is satisfied. If a recipient terminates employment before completion of the requisite service period, any compensation cost previously recognized is reversed unless the market condition has been satisfied prior to termination. If the market condition has been satisfied during the vesting period, the remaining unrecognized compensation cost is accelerated. At the Company’s discretion, the Company may provide compensation to certain employees with repayment obligations. Such payments are recorded in Compensation and Benefits in the Consolidated and Combined Statements of Operations. The Company assesses the potential risk of forfeiture and likelihood of recouping amounts paid, and if deemed necessary, records a provision for forfeitures in the financial statements. Income Taxes PJT Partners Inc. is a corporation subject to U.S. federal, state and local income taxes in jurisdictions where it does business. The Company’s businesses generally operate as partnerships for U.S. federal and state purposes and as corporate entities in non-U.S. jurisdictions. In the U.S. federal and state jurisdictions, taxes related to income earned by these entities generally represent obligations of the individual members and partners. Prior to October 1, 2015, these taxes were not reflected in the Company’s consolidated and combined financial statements. The operating entities have generally been subject to New York City Unincorporated Business Tax (“UBT”) and to entity-level income taxes imposed by non-U.S. jurisdictions, as applicable. These taxes have been reflected in the Company’s consolidated and combined financial statements . Prior to October 1, 2015, the Company’s operations were included in the income tax returns of Blackstone’s subsidiaries, except for certain entities that were classified as partnerships for U.S. tax purposes. These partnerships were subject to New York City UBT and certain other foreign, state and local taxes, as applicable . In connection with the spin-off from Blackstone on October 1, 2015, PJT Partners Inc. became subject to U.S. corporate federal, state and local income tax on its allocable share of results of operations from the operating partnership (PJT Partners Holdings LP) . Current tax liabilities are recorded in Taxes Payable in the Consolidated and Combined Statements of Financial Condition. The Company uses the asset and liability method of accounting for deferred tax assets and liabilities. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax bases, using the enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. 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. The Company records uncertain tax positions on the basis of a two-step process: (a) a determination is made whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position, and (b) those tax positions that meet the recognition threshold described in the first step are recorded based on the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement with the tax authority. The effects of tax adjustments and settlements with taxing authorities are presented in the Company’s consolidated and combined financial statements in the period to which they relate as if the Company were a separate tax filer in those years. The Company recognizes accrued interest and penalties related to uncertain tax positions in Other Expenses in the Consolidated and Combined Statements of Operations, as applicable. Unrecognized tax benefits are recorded in Taxes Payable in the Consolidated and Combined Statements of Financial Condition, as applicable. Amount Due Pursuant to Tax Receivable Agreement Holders of Partnership Units (other than PJT Partners Inc.) may, subject to the terms and conditions set forth in the partnership agreement of PJT Partners Holdings LP, on a quarterly basis (subject to the terms of the exchange agreement) exchange their Partnership Units for cash, or, at the Company’s election, for shares of Class A common stock of PJT Partners Inc. on a one-for-one basis. PJT Partners Holdings LP intends to make an election under Section 754 of the Code effective for each taxable year in which an exchange of Partnership Units for cash or for shares of Class A common stock occurs, which is expected to result in increases to the tax basis of the assets of PJT Partners Holdings LP at the time of an exchange of Partnership Units. Stock-settled exchanges and certain of these cash-settled exchanges are expected to result in increases in the tax basis of the tangible and intangible assets of PJT Partners Holdings LP. These increases in tax basis may reduce the amount of tax that PJT Partners Inc. would otherwise be required to pay in the future. These increases in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets . The Company entered into a tax receivable agreement that provides for the payment by PJT Partners Inc. to exchanging holders of Partnership Units of 85% of the benefits, if any, that PJT Partners Inc. is deemed to realize as a result of the increases in tax basis related to such exchanges of Partnership Units and of certain other tax benefits related to entering into the tax receivable agreement, including tax benefits attributable to payments under the tax receivable agreement. This payment obligation is an obligation of PJT Partners Inc. and not of PJT Partners Holdings LP. PJT Partners Inc. expects to benefit from the remaining 15% of cash tax savings, if any, in income tax it realizes. For purposes of the tax receivable agreement, the cash tax savings in income tax is computed by comparing the actual income tax liability of PJT Partners Inc. (calculated with certain assumptions) to the amount of such taxes that PJT Partners Inc. would have been required to pay had there been no increase to the tax basis of the assets of PJT Partners Holdings LP as a result of the exchanges and had PJT Partners Inc. not entered into the tax receivable agreement. The term of the tax receivable agreement will continue until all such tax benefits have been utilized or expired, unless PJT Partners Inc. exercises its right to terminate the tax receivable agreement for an amount based on the agreed payments remaining to be made under the agreement or PJT Partners Inc. breaches any of its material obligations under the tax receivable agreement in which case all obligations generally will be accelerated and due as if PJT Partners Inc. had exercised its right to terminate the tax receivable agreement. The Company accounts for the effects of these increases in tax basis and associated payments under the tax receivable agreement arising from exchanges as follows: • the Company records an increase in deferred tax assets for the estimated income tax effects of the increases in tax basis based on enacted federal, state and local tax rates at the date of the exchange; • to the extent the Company estimates that it will not realize the full benefit represented by the deferred tax asset, based on an analysis that will consider, among other things, the Company’s expectation of future earnings, the Company reduces the deferred tax asset with a valuation allowance; and • the Company records 85% of the estimated realizable tax benefit (which is the recorded deferred tax asset less any recorded valuation allowance) as an increase to the Amount Due Pursuant to Tax Receivable Agreement and the remaining 15% of the estimated realizable tax benefit as an increase to Additional Paid-In Capital. The effects of changes in estimates after the date of the redemption or exchange as well as subsequent changes in the enacted tax rates would be included in net income. Net Income (Loss) Per Share of Class A Common Stock Prior to the spin-off from Blackstone, the Company’s business was conducted through a number of Blackstone entities as to which there was no single holding entity. There was no single capital structure upon which to calculate historical net income (loss) per share. Accordingly, net income (loss) per share information has not been presented for historical periods prior to the spin-off. Basic Net Income (Loss) Per Share is computed using the weighted-average number of shares of Class A common stock outstanding; vested, undelivered restricted stock units (“RSUs”); and unvested RSUs that have met requisite service requirements. Diluted Net Income (Loss) Per Share is computed using the number of shares of Class A common stock included in the Basic Net Income (Loss) Per Share calculation, and if dilutive, the incremental common stock that the Company would issue upon the assumed vesting of RSUs using the treasury stock method. Contingencies and Litigation The Company records loss contingencies if (a) information available prior to issuance of the consolidated and combined financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the consolidated and combined financial statements, and (b) the amount of loss can be reasonably estimated. If one or both criteria for accrual are not met, but there is at least a reasonable possibility that a loss will occur, the Company does not record an accrual for a loss contingency but describes the contingency and provides detail, when possible, of the estimated potential loss or range of loss. If an estimate cannot be made, a statement to that effect is made. Costs incurred with defending matters are expensed as incurred. Accruals related to loss contingencies are recorded in Other Expenses in the Consolidated and Combined Statements of Operations. Insurance Reimbursements Receipts from insurance reimbursements up to the amount of the losses recognized are considered recoveries. These recoveries are accounted for when they are probable of receipt. Insurance recoveries are not recognized prior to t |
Reorganization and Spin-Off
Reorganization and Spin-Off | 12 Months Ended |
Dec. 31, 2016 | |
Reorganizations [Abstract] | |
Reorganization and Spin-Off | 3. REORGANIZATION AND SPIN-OFF In connection with the spin-off on October 1, 2015, Blackstone underwent an internal reorganization, pursuant to which the operations that had historically constituted Blackstone’s Financial Advisory reporting segment, other than Blackstone’s capital markets services business, were contributed to PJT Partners Holdings LP, a newly-formed holding partnership that became controlled by PJT Partners Inc., as general partner. In the internal reorganization, the limited partners of the holding partnerships that owned Blackstone’s operating subsidiaries and certain individuals engaged in the Company’s business received Class A common stock of PJT Partners Inc., as well as Partnership Units that, subject to certain terms and conditions, are redeemable at the option of the holder for cash, or, at PJT Partners Holdings LP’s election, for shares of PJT Partners Inc.’s Class A common stock on a one-for-one basis. On October 1, 2015, prior to the distribution, PJT Partners Holdings LP acquired all of the outstanding equity interests in PJT Capital LP. In connection with the acquisition, Mr. Taubman and the other selling holders of equity interests in PJT Capital LP received unvested Partnership Units. On October 1, 2015, following the internal reorganization and the acquisition, Blackstone distributed on a pro rata basis to its common unitholders, all of the issued and outstanding Class A common stock of PJT Partners Inc. held by it. In connection with the spin-off described above, several transactions took place which impacted the Company’s consolidated and combined financial statements including the following: • The recording of the assets transferred and liabilities assumed of PJT Capital LP along with goodwill and intangible assets as part of the business combination (refer to Note 4. “Business Combinations”); • PJT Partners Inc.’s new capital structure, including the allocation of income (loss) between PJT Partners Inc. and redeemable non-controlling interests and the net settlement of Blackstone’s former net investment in PJT Partners; • The recording of $55.4 million in cash, which amount was determined prior to the spin-off and took into account the accounts receivable the Company had as of the date of the spin-off and was designed to satisfy all regulatory and statutory reserve requirements to provide minimum working capital to the Company; • PJT Partners (UK) Limited’s purchase of open customer mandates from Blackstone, which were recorded as intangible assets on the Consolidated and Combined Statements of Financial Condition; • The contribution of certain intangible assets and the related deferred tax assets that were previously held by Blackstone or its subsidiaries, including the establishment of a deferred tax asset (and a corresponding credit to Additional Paid-In Capital) of $58.4 million associated with tax basis step-up arising from exchanges by Blackstone partners of their partnership interests in certain Blackstone subsidiaries; • The reversal of severance charges related to the reorganization, spin-off and acquisition; and • The settlement of account balances between the Company and Blackstone. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Business Combinations | 4. BUSINESS COMBINATIONS Acquisition of PJT Capital LP On October 1, 2015, PJT Partners Holdings LP acquired all of the outstanding equity interests in PJT Capital LP. The effect of the transaction was a transfer of PJT Capital LP interests to PJT Partners Holdings LP in exchange for unvested PJT Partners Holdings LP units. No other consideration was transferred. This transaction was accounted for as a business combination and PJT Capital LP’s operating results have been included in the Company’s financial statements from the date of the transaction. The Company incurred $0.1 million of costs related to the acquisition, which were included in Professional Fees in the Consolidated and Combined Statement of Operations for the year ended December 31, 2015. The following table summarizes the allocation of the purchase price for PJT Capital LP at the acquisition date as well as measurement period adjustments recorded: October 1, 2015 Measurement Period Adjustments December 31, 2016 Assets Cash $ 12,653 $ — $ 12,653 Accounts Receivable 1,170 — 1,170 Furniture, Equipment and Leasehold Improvements 334 — 334 Other Assets 362 — 362 Intangible Assets 13,300 — 13,300 Deferred Tax Assets — 3,483 3,483 Goodwill 6,896 (3,483 ) 3,413 34,715 — 34,715 Liabilities Accrued Compensation and Benefits 29,424 — 29,424 Accounts Payable, Accrued Expenses and Other Liabilities 4,626 — 4,626 Taxes Payable 665 — 665 34,715 — 34,715 Net Assets Acquired $ — $ — $ — The excess of the purchase price over the fair value of the net assets acquired of $3.4 million was recorded as goodwill. Goodwill includes the in-place workforce, which allows the Company to continue serving its existing client base, begin marketing to potential clients and avoid significant costs reproducing the workforce. The transaction did not result in goodwill for tax purposes. The estimated fair value of the intangible assets acquired, which consisted of PJT Capital LP’s backlog of client assignments that existed at the time of the acquisition and trade name was based, in part, on a valuation using an income approach or market approach and has been included in Intangible Assets, Net in the Consolidated and Combined Statements of Financial Condition. The estimated fair value ascribed to the identifiable intangible assets is amortized on a straight-line basis over the estimated useful lives of the assets over periods ranging between one and ten years. The Consolidated and Combined Statement of Operations for the year ended December 31, 2015 included the results of PJT Capital LP from the date of acquisition, October 1, 2015, through December 31, 2015. Supplemental information on an unaudited pro forma basis, as if the acquisition had been consummated as of January 1, 2014 is as follows: Year Ended December 31, 2015 2014 Total Revenues $ 430,086 $ 411,073 Loss Before Provision for Taxes $ (29,102 ) $ (296 ) Loss Attributable to PJT Partners Inc. $ (11,616 ) $ (3,478 ) The unaudited pro forma results of operations do not purport to represent what the Company’s results of operations would actually have been had the acquisition occurred on January 1, 2014, or to project the Company’s results of operations for any future period. Actual future results may vary considerably based on a variety of factors beyond the Company’s control. The pro forma results include (a) the amortization of identifiable intangible assets of PJT Capital LP, and (b) the estimated income tax expense related to the historical earnings of PJT Capital LP, which as a result of the acquisition, would have been subject to income tax at the effective tax rate of the Company. Acquisition of Customer Mandates On October 1, 2015, PJT Partners (UK) Limited, a subsidiary of the Company, purchased certain open customer mandates and other assets from a subsidiary of its former Parent. This transaction was accounted for as an asset acquisition. There were no capitalized transaction costs and the total purchase price was $1.5 million. The customer mandates acquired were recorded as intangible assets and are amortized over their estimated useful lives of 18 months. In connection with the transaction, the Company acquired $1.3 million of customer mandates and $0.2 million of other assets and liabilities, net. |
Accounts Receivable and Allowan
Accounts Receivable and Allowance for Doubtful Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Accounts Receivable and Allowance for Doubtful Accounts | 5. ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS Included in Accounts Receivable are long-term receivables of $73.1 million and $62.6 million as of December 31, 2016 and 2015, respectively, related to placement fees that are generally paid in installments over a period of three to four years. The carrying value of such long-term receivables approximates fair value. Long-term receivables are classified as Level II in the fair value hierarchy. The Company does not have any long-term receivables on non-accrual status. Long-term receivables that were more than 90 days past due were $2.7 million and $2.2 million as of December 31, 2016 and 2015, respectively. Changes in the allowance for doubtful accounts related to long-term receivables are presented below: Year Ended December 31, 2016 2015 2014 Balance, Beginning of Period $ — $ 392 $ 1,621 Bad Debt Recovery — (392 ) (1,229 ) Balance, End of Period $ — $ — $ 392 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 6. GOODWILL AND INTANGIBLE ASSETS Changes in the carrying value of goodwill consist of the following: December 31, 2016 2015 Balance, Beginning of Year $ 75,769 $ 68,873 Goodwill Acquired (a) — 6,896 Measurement Period Adjustment (b) (3,483 ) — Balance, End of Year $ 72,286 $ 75,769 (a) The change in carrying amount of goodwill was the result of the business combination disclosed in Note 4. “Business Combinations.” (b) During the year ended December 31, 2016, the Company recorded a $3.5 million measurement period adjustment related to the acquisition of PJT Capital LP. As of December 31, 2016 and 2015, the Company’s assessment did not result in any impairment of goodwill. Intangible Assets, Net consists of the following: December 31, 2016 2015 Finite-Lived Intangible Assets Customer Relationships $ 26,476 $ 26,476 Client Backlog — 7,600 Trade Name 5,700 5,700 Client Mandates and Other 1,276 1,483 Total Intangible Assets 33,452 41,259 Accumulated Amortization (18,739 ) (17,613 ) Intangible Assets, Net (a) $ 14,713 $ 23,646 ( a ) Excludes fully amortized intangible assets. Changes in the Company’s Intangible Assets, Net consist of the following: Year Ended December 31, 2016 2015 2014 Balance, Beginning of Year $ 23,646 $ 19,797 $ 22,450 Additions — 14,805 — Amortization Expense (8,870 ) (10,939 ) (2,653 ) Translation Adjustments (63 ) (17 ) — Balance, End of Year $ 14,713 $ 23,646 $ 19,797 At September 30, 2015, the Company performed an assessment of its intangible assets and determined that impairment indicators existed regarding certain customer relationship intangible assets established at the time of Blackstone’s IPO. The Company concluded there were no future cash flows associated with these intangible assets; therefore, the fair value was zero. As a result, the Company recorded an impairment charge of $6.0 million during the year ended December 31, 2015 to fully impair these intangible assets, which was included in Depreciation and Amortization in the Consolidated and Combined Statements of Operations. No such impairment was recorded during the year ended December 31, 2016. Amortization of Intangible Assets held at December 31, 2016 is expected to be $2.4 million for the year ending December 31, 2017 and $2.3 million for the years ending 2018, 2019, 2020 and 2021. The intangible assets as of December 31, 2016 are expected to amortize over a weighted-average period of 8.7 years. |
Furniture, Equipment and Leaseh
Furniture, Equipment and Leasehold Improvements | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Furniture, Equipment and Leasehold Improvements | 7. FURNITURE, EQUIPMENT AND LEASEHOLD IMPROVEMENTS Furniture, Equipment and Leasehold Improvements, Net consists of the following: December 31, 2016 2015 Office Equipment $ 1,778 $ 1,873 Leasehold Improvements 32,889 23,330 Furniture and Fixtures 11,364 9,119 Total Furniture, Equipment and Leasehold Improvements 46,031 34,322 Accumulated Depreciation (7,876 ) (2,832 ) Furniture, Equipment and Leasehold Improvements, Net $ 38,155 $ 31,490 Depreciation expense, including allocations from the former Parent for the periods presented before October 1, 2015, was $5.2 million, $3.9 million and $5.1 million for the years ended December 31, 2016, 2015 and 2014, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. INCOME TAXES The Company’s operations were included in Blackstone subsidiaries’ U.S. federal, state and foreign tax returns for taxable periods ending before the Company’s spin-off and separation from Blackstone on October 1, 2015. With respect to such taxable periods, the Company’s income taxes were calculated on a separate tax return basis. For subsequent periods, the Company is filing tax returns as a stand-alone entity, and its deferred taxes and effective tax rates differ from those of the historical periods. The Company’s pretax income (loss) is associated with activities in domestic and international jurisdictions, as follows: Year Ended December 31, 2016 2015 2014 Income (Loss) Before Provision for Taxes Domestic $ 38,360 $ 29,581 $ 8,952 International (23,860 ) (35,517 ) (1,414 ) Total $ 14,500 $ (5,936 ) $ 7,538 The Provision for Income Taxes consists of the following: Year Ended December 31, 2016 2015 2014 Current Federal Income Tax $ 4,131 $ 50 $ — State and Local Income Tax 2,777 3,576 3,495 Foreign Income Tax 191 331 319 7,099 3,957 3,814 Deferred Federal Income Tax 2,376 (3,698 ) — State and Local Income Tax (20 ) (17 ) (768 ) Foreign Income Tax (63 ) (3 ) — 2,293 (3,718 ) (768 ) Provision for Taxes $ 9,392 $ 239 $ 3,046 The following table summarizes the Company’s tax position: Year Ended December 31, 2016 2015 2014 Income (Loss) Before Provision for Taxes $ 14,500 $ (5,936 ) $ 7,538 Provision for Taxes $ 9,392 $ 239 $ 3,046 Effective Income Tax Rate 64.8 % -4.0 % 40.4 % The following table reconciles the effective income tax rate to the U.S. federal statutory tax rate: Year Ended December 31, 2016 2015 2014 Expected Income Tax Expense (Benefit) at the Federal Statutory Rate 35.0 % 35.0 % 35.0 % Permanent Differences for Compensation 33.4 % -24.9 % — Accrual to Blackstone Related to Employee Matters Agreement 9.9 % — — Partnership (Income) Loss Not Subject to U.S. Corporate Income Taxes -21.2 % 54.2 % -35.0 % Foreign Income Taxes 0.9 % -4.9 % 4.2 % State and Local Income Taxes, Net of Federal Benefit 14.0 % -63.2 % 36.2 % Return to Provision -6.4 % — — Other -0.8 % -0.2 % — Effective Income Tax Rate 64.8 % -4.0 % 40.4 % Deferred income taxes reflect the net tax effects of temporary differences that may exist between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes using enacted tax rates in effect for the year in which the differences are expected to reverse. A summary of the tax effects of the temporary differences is as follows: December 31, 2016 2015 Deferred Tax Assets Tax Basis Step-Up from Blackstone $ 51,321 $ 57,046 Deferred Compensation 22,570 15,173 Net Operating Loss 4,879 2,919 Deferred Rent 3,506 — Partner Exchange Basis Step-Up 1,135 — Other 973 3,184 Deferred Tax Assets Before Valuation Allowance 84,384 78,322 Valuation Allowance (5,347 ) (2,222 ) Total Deferred Tax Assets $ 79,037 $ 76,100 Deferred Tax Liabilities Intangible Assets $ 3,164 $ 5,008 Fixed Assets 2,408 — Other 2,508 2,404 Total Deferred Tax Liabilities 8,080 7,412 Deferred Tax Asset, Net $ 70,957 $ 68,688 In connection with the exchange of Partnership Units for cash during the year ended December 31, 2016, the Company recorded an estimated deferred tax asset of $1.1 million as a result of the increase in the tax basis of the Company’s assets attributable to the exchanges. Pursuant to the tax receivable agreement, 85% (or $1.0 million) of the tax benefit associated with this deferred tax asset is payable to such exchanging partners generally over 15 years, and is recorded as Amount Due Pursuant to Tax Receivable Agreement in the Consolidated and Combined Statements of Financial Condition. The remaining tax benefit $0.2 million is allocable to the Company and is recorded in Additional Paid-In Capital. With respect to foreign operations, the Company has an income tax net operating loss of $23.9 million with an unlimited life. The realization of deferred tax assets arising from timing differences and net operating losses requires taxable income in future years in order to deduct the reversing timing differences and absorb the net operating losses. The Company assesses positive and negative evidence in determining whether to record a valuation allowance with respect to deferred tax assets. This assessment is performed separately for each taxing jurisdiction. The Company considered its cumulative taxable income earned in recent periods and projections of future taxable income based on the growth trajectory of its business as positive evidence in evaluating its ability to utilize the deferred tax assets. The Company’s projections of future taxable income in the U.S. federal jurisdiction currently indicate that it is more likely than not that the U.S. federal deferred tax assets will be realized. The Company evaluated the losses incurred in foreign operating jurisdictions in 2016 and 2015 as objective negative evidence, and concluded that it outweighs any positive evidence afforded by projections of taxable income in future years. Accordingly, the Company recorded a valuation allowance of $5.3 million and $2.2 million at December 31, 2016 and 2015, respectively, with respect to certain foreign deferred tax assets (consisting principally of the tax benefit associated with net operating losses incurred in certain foreign jurisdictions). The Company does not believe that it meets the indefinite reversal criteria that would allow the Company to refrain from recognizing any deferred tax liability with respect to its foreign subsidiaries. Accordingly, the Company records a deferred tax liability with respect to an outside basis difference in its investment in a foreign subsidiary, where applicable. The Company is subject to taxation in the United States and various state, local and foreign jurisdictions. As of December 31, 2016, the Company is not generally subject to examination by the tax authorities for years before 2012. The Company’s unrecognized tax benefits, excluding related interest and penalties, were: Year Ended December 31, 2016 2015 2014 Unrecognized Tax Benefits — $ — $ — $ 5 Additions for Tax Positions of Prior Years — — 56 Settlements — — (61 ) Unrecognized Tax Benefits — December 31 $ — $ — $ — The Company does not anticipate a material increase or decrease in its unrecognized tax benefits during the coming year. During the years ended December 31, 2016 and 2015, no interest or penalties were accrued with respect to unrecognized tax positions and there were no settlements with taxing authorities. During the year ended December 31, 2014, interest expense of $42 thousand was accrued with respect to unrecognized tax positions and no penalties were accrued. During the year ended December 31, 2014, the Company paid $45 thousand of accrued interest in the settlement of an audit of a subsidiary tax return for the year 2007. |
Net Loss Per Share of Class A C
Net Loss Per Share of Class A Common Stock | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share of Class A Common Stock | 9. NET LOSS PER SHARE OF CLASS A COMMON STOCK Basic and diluted net loss per share of Class A common stock for the year ended December 31, 2016 and period from October 1, 2015 (date of spin-off) through December 31, 2015 is presented below: Year Ended December 31, 2016 Period from October Numerator: Net Income (Loss) $ 5,108 $ (24,935 ) Net Income (Loss) Attributable to Redeemable Non-Controlling Interests 8,142 (13,751 ) Net Loss Attributable to PJT Partners Inc. $ (3,034 ) $ (11,184 ) Denominator: Weighted-Average Shares of Class A Common Stock Outstanding — Basic and Diluted 18,292,717 18,258,174 Net Loss Per Share of Class A Common Stock — Basic and Diluted $ (0.17 ) $ (0.61 ) The allocation of income (loss) between holders of shares of Class A common stock and the Redeemable Non-Controlling Interests began following the spin-off on October 1, 2015. Partnership Units may be exchanged for PJT Partners Inc. Class A common stock on a one-for-one basis, subject to applicable lock-up, vesting and transfer restrictions. If all Partnership Units were exchanged for Class A common stock, fully diluted Class A common stock outstanding would be 34,361,674 as of December 31, 2016. In computing the dilutive effect, if any, that the aforementioned exchange would have on net loss per share, net income (loss) attributable to holders of Class A common stock would be adjusted due to the elimination of the non-controlling interests associated with the Partnership Units (including any tax impact). For the year ended December 31, 2016 and period from October 1, 2015 through December 31, 2015, such exchange is not reflected in diluted net loss per share as the assumed exchange is not dilutive. During the year ended December 31, 2016 and period from October 1, 2015 through December 31, 2015, unvested RSUs, participating RSUs and Partnership Units were all determined to be anti-dilutive and excluded from the calculation of net loss per share of Class A common stock. The following amounts would have been included in this calculation if their effect were dilutive for the respective periods: Year Ended December 31, 2016 Period from October Weighted-Average Unvested RSUs 2,087,696 623,316 Weighted-Average Participating RSUs 733,287 511,139 Weighted-Average Partnership Units 16,068,957 16,055,122 |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 10. EQUITY-BASED COMPENSATION Overview Until the consummation of the spin-off, certain of the Company’s employees participated in Blackstone’s equity compensation plans. The equity-based compensation expense recorded by the Company for the periods presented prior to October 1, 2015 included the expense associated with the employees historically attributable to the Company’s operations. As the equity-based compensation plans were Blackstone’s plans, the amounts were previously recognized within Former Parent Company Investment and Due from Blackstone in the Consolidated and Combined Statements of Financial Condition. Blackstone granted equity-based compensation awards to its partners, non-partner professionals, non-professionals and selected external advisers under its Amended and Restated 2007 Equity Incentive Plan (the “Equity Plan”), the majority of which were granted in connection with Blackstone’s IPO. The Equity Plan allowed for the granting of options, unit appreciation rights or other unit-based awards (units, restricted units, restricted common units, deferred restricted common units, phantom restricted common units or other unit-based awards based in whole or in part on the fair value of Blackstone common units or Blackstone Holdings Partnership Units) which contained certain service or performance requirements. On October 1, 2015, generally 50% of Blackstone’s unvested equity awards (other than awards scheduled to vest within 180 calendar days following the spin-off) held by employees of the Company were converted into equity awards of PJT. These replacement awards have the same terms and conditions as the Blackstone equity awards, except that vesting conditions and settlement terms based on continued service to Blackstone are now based on continued service to the Company. As a result, the Company issued 963,517 RSUs in PJT Partners Inc. Class A common stock and 554,850 RSUs in PJT Partners Holdings LP. On October 1, 2015, the Company adopted the PJT Partners Inc. 2015 Omnibus Incentive Plan (the “PJT Equity Plan”) for the purpose of providing incentive compensation measured by reference to the value of the Company’s common stock or Partnership Units. The PJT Equity Plan provides for the granting of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, partnership interests and other stock-based or cash-based awards. The Company has initially authorized 12.2 million shares of Class A common stock for issuance under the PJT Equity Plan. The following table represents stock-based compensation expense and related income tax benefits for the years ended December 31, 2016, 2015 and 2014, respectively: Year Ended December 31, 2016 2015 2014 Stock-Based Compensation Expense $ 89,010 $ 65,342 $ 90,396 Income Tax Benefit $ 10,678 $ 2,618 $ 308 Stock-based compensation expense for the year ended December 31, 2015 consists of $20.4 million of expense related to equity-classified awards and $44.9 million of expense allocated from the former Parent prior to the spin-off on October 1, 2015. Restricted Stock Units Pursuant to the PJT Equity Plan and in connection with the Company’s spin-off from Blackstone, annual compensation process and ongoing hiring process, the Company has issued shares of RSUs, which generally vest over a service life of three to five years. Awards are forfeited if the employee ceases to be employed by the Company prior to vesting or does not meet the requisite service requirement. A summary of the status of the Company’s unvested RSUs in PJT Partners Inc. and PJT Partners Holdings LP as of December 31, 2016 and of changes during the period January 1, 2016 through December 31, 2016 is presented below: Restricted Stock Units PJT Partners Inc. PJT Partners Holdings LP Weighted- Weighted- Average Average Grant Date Number of Grant Date Number of Fair Value Partnership Fair Value Units (in dollars) Units (in dollars) Balance, December 31, 2015 5,344,573 $ 20.98 554,850 $ 23.73 Granted 736,135 27.15 — — Vested (82,734 ) 17.46 (111,161 ) 16.33 Forfeited (225,182 ) 23.65 — — Dividends Reinvested on Participating RSUs 3,322 22.08 — — Balance, December 31, 2016 5,776,114 $ 21.71 443,689 $ 25.58 As of December 31, 2016, there was $71.1 million of estimated unrecognized compensation expense related to unvested RSU awards. The Company assumes a forfeiture rate of 1.0% to 16.7% annually based on expected turnover and periodically reassesses this rate. This cost is expected to be recognized over a weighted-average period of 1.3 years. Partnership Units In connection with the spin-off on October 1, 2015, Blackstone underwent an internal reorganization, pursuant to which the operations that had historically constituted Blackstone’s Financial Advisory reporting segment, other than Blackstone’s capital markets services business, were contributed to PJT Partners Holdings LP, a newly-formed holding partnership that became controlled by PJT Partners Inc., as general partner. In the internal reorganization, the limited partners of the holding partnerships that owned Blackstone’s operating subsidiaries and certain individuals engaged in the Company’s business received Class A common stock of PJT Partners Inc., as well as Partnership Units that, subject to certain terms and conditions, are redeemable at the option of the holder for cash, or, at the Company’s election, for shares of PJT Partners Inc. Class A common stock on a one-for-one basis. These Partnership Units generally vest over a service life of five years. A summary of the status of the Company’s unvested Partnership Units as of December 31, 2016 and of changes during the period January 1, 2016 through December 31, 2016 is presented below: Partnership Units Weighted- Average Number of Grant Date Partnership Fair Value Units (in dollars) Balance, December 31, 2015 5,315,000 $ 21.00 Granted 340,228 26.23 Forfeited (63,871 ) 28.29 Balance, December 31, 2016 5,591,357 $ 21.23 As of December 31, 2016, there was $76.9 million of estimated unrecognized compensation expense related to unvested Partnership Units. The Company assumes a forfeiture rate of 5.5% annually based on expected turnover and periodically reassesses this rate. This cost is expected to be recognized over a weighted-average period of 2.1 years. Equity-Based Awards with Both Service and Market Conditions In connection with the spin-off, the Company also granted equity-based awards containing both service and market conditions. The effect of the market condition is reflected in the grant date fair value of the award. Compensation cost is recognized over the requisite service period, provided that the service period is completed, irrespective of whether the market condition is satisfied. The service condition requirement with respect to such equity-based awards is five years with 20% vesting in the third year, 30% in the fourth year and 50% in the fifth year. The market condition requirement will be satisfied upon the publicly traded shares of Class A common stock achieving certain volume-weighted average share price targets over any consecutive 30-day trading period following the consummation of the spin-off, pro ratably at $48, $55, $63, $71 and $79 per share of Class A common stock. The market condition requirements must be met prior to the sixth anniversary of the consummation of the spin-off. No portion of these awards will become vested until both the service and market conditions have been satisfied. A summary of the status of the Company’s unvested equity-based awards in PJT Partners Holdings LP with both a service and market condition as of December 31, 2016 and of changes during the period January 1, 2016 through December 31, 2016 is presented below: Equity-Based Awards with Both Service and Market Conditions Weighted- Average Number of Grant Date Partnership Fair Value Units (in dollars) Balance, December 31, 2015 6,530,048 $ 5.72 Forfeited (26,584 ) 5.72 Balance, December 31, 2016 6,503,464 $ 5.72 As of December 31, 2016, there was $22.7 million of estimated unrecognized compensation expense related to equity-based awards with both a service and market condition. The Company assumes a forfeiture rate of 5.5% annually based on expected turnover and periodically reassesses this rate. This cost is expected to be recognized over a weighted-average period of 2.4 years. Units Expected to Vest The following unvested units, after expected forfeitures, as of December 31, 2016, are expected to vest: Weighted-Average Service Period Units in Years Partnership Units 11,074,322 2.3 Restricted Stock Units 5,852,412 1.3 Total Equity-Based Awards 16,926,734 1.9 |
Stockholder's Equity (Deficit)
Stockholder's Equity (Deficit) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholder's Equity (Deficit) | 11. STOCKHOLDERS’ EQUITY (DEFICIT) Class A and Class B Common Stock In connection with the spin-off on October 1, 2015, the Company issued 17,966,456 shares of Class A common stock. Holders of shares of the Company’s Class A common stock are (a) entitled to one vote for each share held of record on all matters on which stockholders are entitled to vote generally, including the election or removal of directors; (b) entitled to receive dividends when and if declared by the Company’s board of directors out of funds legally available therefor; and (c) entitled to receive pro rata the Company’s remaining assets available for distribution upon any liquidation, dissolution or winding up of the Company. Additionally, in connection with the spin-off on October 1, 2015, the Company issued 300 shares of Class B common stock. With respect to all matters presented to stockholders of the Company other than director elections and removals, each holder of Class B common stock is entitled, without regard to the number of shares of Class B common stock held by such holder, to one vote for each partnership unit (including for this purpose, the number of Partnership Units that would be held by such holder assuming the conversion on such date of all vested and unvested LTIP Units held of record by such holder) in PJT Partners Holdings LP held by such holder. Shares of Class B common stock will initially entitle holders to only one vote per share in the election and removal of directors of PJT Partners Inc. However, all or a portion of the voting power of Class B common stock with respect to the election of directors of the Company may be increased to up to the number of votes to which a holder is then entitled on all other matters presented to stockholders. By written notice to the Company, each holder of Class B common stock may, at any time, request that such holder become entitled to a number of votes in the election and removal of directors of the Company not to exceed at any time the number of votes to which such holder is then entitled on all other matters presented to stockholders, or such lesser number of votes as may be specified in such holder’s request. The Company’s board of directors, in its sole discretion, may approve or decline any such request, and no such holder shall become entitled to such requested voting power in respect of such shares of Class B common stock unless and until the board of directors approves such request. Class B common stockholders have no economic rights in the Company, and do not have any right to receive dividends or to receive a distribution upon a liquidation or winding up of the Company. Redeemable Non-Controlling Interests Following the spin-off, PJT Partners Inc. became the sole general partner of PJT Partners Holdings LP. PJT Partners Inc. owns less than 100% of the economic interest in PJT Partners Holdings LP, but has 100% of the voting power and controls the management of PJT Partners Holdings LP. As of December 31, 2016 and 2015, the non-controlling interest was 46.6% and 47.1%, respectively. The percentage of the Net Income Attributable to the Redeemable Non-Controlling Interests will vary from this percentage primarily due to the differing level of income taxes applicable to the controlling interest. Partnership Units are exchangeable at the option of the holder for cash, or, at the Company’s election, for shares of Class A common stock on a one-for-one basis. The election to exchange Partnership Units is entirely within the control of the Partnership Unitholder, although the Company retains the sole option to determine whether to settle the exchange in either cash or shares of Class A common stock. A non-controlling interest with redemption features not solely within the Company’s control is considered a redeemable non-controlling interest and is presented separately from Equity in the Consolidated and Combined Statements of Financial Condition. PJT Partners Inc. operates and controls all of the business and affairs of PJT Partners Holdings LP and its operating subsidiaries indirectly through its equity interest in PJT Partners Holdings LP; therefore the shares of Class A common stock outstanding represent the controlling interest. |
Transactions With Related Parti
Transactions With Related Parties | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Transactions With Related Parties | 12. TRANSACTIONS WITH RELATED PARTIES Prior to the spin-off on October 1, 2015, the Company was managed and operated in the normal course of business with other affiliates of Blackstone. Accordingly, certain shared costs were allocated to the Company and reflected as expenses in the stand-alone Consolidated and Combined Statements of Operations. Management of Blackstone and the Company considered the allocation methodologies used to be reasonable and appropriate reflections of the historical expenses attributable to the Company for purposes of the stand-alone financial statements. The expenses reflected in the Consolidated and Combined Statements of Operations may not be indicative of expenses that will be incurred by the Company in the future. During the year ended December 31, 2016, the Company recorded $0.3 million related to certain professional fees payable to Blackstone. No such fees were recorded during the years ended December 31, 2015 or 2014. As of December 31, 2016, the Company had amounts payable to Blackstone for such expenses of $0.3 million. Certain purchases of furniture, equipment and leasehold improvements were paid by Blackstone on the Company’s behalf. The Company had no amounts payable to Blackstone for such costs as of December 31, 2016 and $4.0 million as of December 31, 2015. On December 31, 2015, a client remitted a $4.5 million payment to Blackstone in settlement of an accounts receivable balance instead of the Company. Blackstone subsequently wired such amount to the Company on January 4, 2016. As of December 31, 2015, such amount was included in Accounts Receivable in the Consolidated and Combined Statements of Financial Condition. During the year ended December 31, 2016, the Company recorded $8.6 million in non-cash contributions related to the ultimate settlement of balances due to and from Blackstone. Revenues Earned from Affiliates Following the spin-off on October 1, 2015, Blackstone is no longer an affiliate of the Company. Accordingly, for periods subsequent to October 1, 2015, revenues earned from Blackstone are no longer reported as Revenues Earned from Affiliates in the Consolidated and Combined Statements of Operations and receivables from Blackstone are no longer included in Receivable from Affiliates in the Consolidated and Combined Statements of Financial Condition. There were no Advisory Fees earned from affiliates for the year ended December 31, 2016. Advisory Fees earned from affiliates totaled $4.2 million and $31.9 million for the years ended December 31, 2015 and 2014, respectively, representing 1.5% and 11.8% of total Advisory Fees for such periods, respectively. There were no Placement Fees earned from affiliates for the year ended December 31, 2016. Placement Fees earned from affiliates totaled $14.3 million and $14.9 million for the years ended December 31, 2015 and 2014, respectively, representing 12.6% and 11.7% of total Placement Fees for such periods, respectively. These fees were earned in the ordinary course of business. There was no Interest Income earned from affiliates for the year ended December 31, 2016. Interest Income earned from affiliates totaled $0.2 million and $0.3 million for the years ended December 31, 2015 and 2014, respectively. Corporate Allocations Prior to the spin-off on October 1, 2015, Blackstone historically provided the Company with various office facilities, administrative and operational support services at cost. Such expenses were historically allocated to the Company based upon an established methodology appropriate to the expense. Under this methodology, expenses incurred by support service groups were allocated based upon agreed expense drivers. Example allocation methodologies included time and labor studies and proportional usage, headcount or square footage measures. Additionally, Blackstone incurred expenses on behalf of the Company that were specifically attributed to the Company. Such expenses were comprised principally of compensation and benefits, occupancy and office services, communications and information services, research and professional fees. The Company reimbursed Blackstone for its share of all such expenses paid on its behalf. Management believes the assumptions underlying the consolidated and combined financial statements for periods presented prior to October 1, 2015 are reasonable. Nevertheless, the consolidated and combined financial statements may not have included all of the actual expenses that would have been incurred and may not have reflected the Company’s combined results of operations, financial position and cash flows had it been a stand-alone company during the periods presented. Actual costs that would have been incurred if PJT Partners Inc. had been a stand-alone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. In connection with the spin-off, the Company incurred severance costs of $19.8 million for the year ended December 31, 2014, which were recorded as Compensation and Benefits in the Consolidated and Combined Statements of Operations. The severance costs were primarily associated with the termination of employees and related benefits. Of the $19.8 million, $5.2 million was a non-cash equity-based compensation expense with its related credit recorded in Former Parent Company Investment in the Consolidated and Combined Statements of Financial Condition. During the year ended December 31, 2015, a net reversal of severance of $2.6 million was recorded. No such amounts were recorded during the year ended December 31, 2016. The following table summarizes the net accrued balance and utilization by caption as recorded in the Consolidated and Combined Statements of Financial Condition: Accrued Due to Compensation Blackstone and Benefits Total Severance, December 31, 2014 $ 10,372 $ 3,021 $ 13,393 Severance Reversed (2,526 ) (94 ) (2,620 ) Payments (7,706 ) (2,927 ) (10,633 ) Settlement of Due to Blackstone Balance (140 ) — (140 ) Severance, December 31, 2015 $ — $ — $ — As noted above, Blackstone previously provided payroll services on behalf of the Company before the spin-off on October 1, 2015. The severance liability was thus recorded based on whether Blackstone or the Company would pay the liability. As part of the spin-off on October 1, 2015, the Company settled the Due to Blackstone balance and therefore no severance liability remained at December 31, 2015. Agreements with Blackstone Transition Services Agreement In connection with the spin-off, the Company entered into a Transition Services Agreement with Blackstone under which Blackstone or its respective affiliates may provide the Company with certain services for a period of up to 24 months from the date of the spin-off (subject to the earlier termination of the agreement or any or all of the services provided thereunder in the circumstances set forth therein) to help ensure an orderly transition for each of the Company and Blackstone following the distribution. Pursuant to the Transition Services Agreement, Blackstone agreed to provide the Company certain finance, information technology, human resources and compensation, facilities, legal and compliance, external relations and public company services. The Company pays Blackstone for any such services at agreed amounts as set forth in the Transition Services Agreement. In addition, from time to time during the term of the agreement, the Company and Blackstone may mutually agree on additional services to be provided by Blackstone to the Company at pricing based on market rates that are reasonably agreed by the parties. The Company had amounts payable to Blackstone with respect to the Transition Services Agreement of $25 thousand and $0.5 million as of December 31, 2016 and 2015, respectively. Employee Matters Agreement In connection with the spin-off, the Company entered into an Employee Matters Agreement with Blackstone that governs the respective rights, responsibilities and obligations of the parties from and after the spin-off with respect to employee-related liabilities and the Company’s respective retirement plans, nonqualified deferred compensation plans, health and welfare benefit plans and equity-based compensation plans (including the treatment of outstanding awards thereunder). The Employee Matters Agreement generally provides for the allocation and treatment of assets, account balances and liabilities, as applicable, arising out of incentive plans, retirement plans, nonqualified deferred compensation plans and employee health and welfare benefit programs in which the Company’s employees participated prior to the spin-off. The Company retained or otherwise assumed all liabilities for current and former employees and employees of Blackstone who became the Company’s employees upon consummation of the spin-off. Blackstone retained or otherwise assumed liabilities with respect to the employment, service, termination of employment or termination of service of its former employees who, immediately prior to their separation from Blackstone, primarily provided services in respect of the Company’s business (except that the Company assumed certain specified liabilities). The Company assumed all annual cash incentive arrangements with respect to the Company’s personnel and adopted new welfare, 401(k) and similar plans for the Company’s personnel. However, Blackstone reimbursed the Company for the amount of 2015 annual incentive compensation that was accrued by Blackstone for such employees prior to the spin-off date. The Company is required to reimburse Blackstone for the value of forfeited unvested equity awards granted to former Blackstone employees that transitioned to PJT Partners in connection with the spin-off. Such reimbursement is recorded in Accounts Payable, Accrued Expenses and Other Liabilities with an offset to equity in the Consolidated and Combined Statements of Financial Condition. The Company will cash settle the liability to Blackstone quarterly as the forfeitures attributable to these employees crystallize. The accrual for these forfeitures was $0.5 million and $1.3 million as of December 31, 2016 and 2015, respectively. Pursuant to the Employee Matters Agreement, the Company has agreed to pay Blackstone the net realized cash benefit resulting from certain compensation-related tax deductions. The amount payable to Blackstone arising from the tax deductions has been recorded in Other Expenses in the Consolidated and Combined Statements of Operations and is payable annually (for periods in which a cash benefit is realized) within nine months of the end of the relevant tax period. As of December 31, 2016, the Company had accrued $4.1 million, which the Company anticipates will be payable to Blackstone during the third quarter of 2017. The tax deduction and corresponding payable to Blackstone related to such deliveries will fluctuate primarily based on the price of Blackstone common units at the time of delivery. Tax Matters Agreement The Company entered into a Tax Matters Agreement with Blackstone that governs the respective rights, responsibilities and obligations of the Company and Blackstone after the spin-off with respect to tax liabilities and benefits, tax attributes, tax contests and other tax sharing regarding U.S. federal, state, local and foreign income taxes, other tax matters and related tax returns. The Company has joint and several liability with Blackstone to the Internal Revenue Service (“IRS”) for the consolidated U.S. federal income taxes of the Blackstone consolidated group relating to the taxable periods in which the Company was part of that group. However, the Tax Matters Agreement specifies the portion, if any, of this tax liability for which the Company bears responsibility, and Blackstone agrees to indemnify the Company against any amounts for which the Company is not responsible. The Tax Matters Agreement also provides special rules for allocating tax liabilities in the event that the spin-off is determined not to be tax-free. Though valid as between the parties, the Tax Matters Agreement is not binding on the IRS. Exchange Agreement The Company has entered into an exchange agreement with the limited partners of PJT Partners Holdings LP pursuant to which they (or certain permitted transferees) have the right, subject to the terms and conditions set forth in the limited partnership agreement of PJT Partners Holdings LP, on a quarterly basis, from and after the first anniversary of the date of the consummation of the spin-off (subject to the terms of the exchange agreement), to exchange all or part of their Partnership Units for cash, or, at the Company’s election, for shares of PJT Partners Inc. Class A common stock on a one-for-one basis, subject to customary conversion rate adjustments for splits, unit distributions and reclassifications. Pursuant to the terms in the partnership agreement of PJT Partners Holdings LP, the Company may also require holders of Partnership Units who are not Service Providers (as defined in the partnership agreement of PJT Partners Holdings LP) to exchange such Partnership Units. The price per Partnership Unit to be received in a cash-settled exchange will be equal to the fair value of a share of PJT Partners Inc. Class A common stock (determined in accordance with and subject to adjustment under the exchange agreement). In the event cash-settled exchanges of Partnership Units are funded with new issuances of Class A common stock, the fair value of a share of PJT Partners Inc. Class A common stock will be deemed to be equal to the net proceeds per share of Class A common stock received by PJT Partners Inc. in the related issuance. Accordingly, in this event, the price per Partnership Unit to which an exchanging Partnership Unitholder will be entitled may be greater than or less than the then-current market value of PJT Partners Inc. Class A common stock. The exchange agreement also provides that a holder of Partnership Units will not have the right to exchange Partnership Units in the event that PJT Partners Inc. determines that such exchange would be prohibited by law, or would result in any breach of any debt agreement or other material contract of PJT Partners Inc. or PJT Partners Holdings LP. During the year ended December 31, 2016, certain Partnership Unitholders exchanged 594,072 Partnership Units for cash in the amount of $16.1 million. During the fourth quarter of 2016, the Company was presented with 361,588 Partnership Units to be exchanged. The Company elected to settle the exchange of these Partnership Units on February 16, 2017 using cash on hand for an aggregate payment of $13.0 million. The price per Partnership Unit paid by the Company was $36.09, which was equal to the volume-weighted average price of a share of the Company’s Class A common stock on February 13, 2017. Registration Rights Agreement The Company entered into a registration rights agreement with the limited partners of PJT Partners Holdings LP pursuant to which the Company granted them, their affiliates and certain of their transferees the right, under certain circumstances and subject to certain restrictions, to require the Company to register under the Securities Act of 1933 shares of Class A common stock delivered in exchange for Partnership Units. Tax Receivable Agreement The Company entered into a tax receivable agreement that provides for the payment by PJT Partners Inc. to exchanging holders of Partnership Units of 85% of the benefits, if any, that PJT Partners Inc. is deemed to realize as a result of the increases in tax basis related to such exchanges of Partnership Units and of certain other tax benefits related to entering into the tax receivable agreement, including tax benefits attributable to payments under the tax receivable agreement. As of December 31, 2016, the Company had an amount due of $1.0 million pursuant to the tax receivable agreement, which represents management’s best estimate of the amounts currently expected to be owed in connection with the tax receivable agreement. Actual payments may differ significantly from estimated payments. Promissory Note As of December 31, 2015, there was a $0.6 million unsecured promissory note from an employee held by the Company. The outstanding principal balance and accrued interest was included in Other Assets in the Consolidated and Combined Statements of Financial Condition. The promissory note bore a variable interest rate of the prime rate less one percent per annum, determined as of the date of the promissory note and then on the twentieth day of each month thereafter until the promissory note was repaid. During the three months ended March 31, 2016, the promissory note was repaid. Aircraft Lease On occasion, certain of the Company’s executive officers, employees and their families may make use of aircraft in which the Company owns a fractional interest (the “Aircraft”). Any such personal use of the Aircraft is charged to the executive officer or employee based on market rates and usage. The amount is not material to the consolidated and combined financial statements. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. COMMITMENTS AND CONTINGENCIES Commitments Line of Credit On October 1, 2015, PJT Partners Holdings LP entered into a Loan Agreement (the “Loan Agreement”) and related documents with First Republic Bank. The Loan Agreement provides for a revolving credit facility with aggregate commitments in an amount equal to $60.0 million, which aggregate commitments may be increased, on the terms and subject to the conditions set forth in the Loan Agreement, to up to $80.0 million during the period beginning December 1 each year through March 1 of the following year. The revolving credit facility will mature and the commitments thereunder will terminate on October 2, 2017. The proceeds of the revolving credit facility are available for working capital and general corporate purposes. Interest on the borrowings is based on the prime rate minus 1.0% and undrawn commitments bear a commitment fee. The Loan Agreement contains customary representations, covenants and events of default. Financial covenants consist of a minimum consolidated tangible net worth, maximum leverage ratio, minimum consolidated liquidity ratio and limitation on additional indebtedness, each tested quarterly. On October 10, 2016, PJT Partners Holdings LP entered into a Renewal Agreement (the “Renewal Agreement”) and related documents with First Republic Bank, amending the terms of the Company’s revolving credit facility under the Loan Agreement. The Renewal Agreement provides for a one-year extension of the maturity of the revolving credit facility to October 2, 2018. As of December 31, 2016, there were no borrowings under the revolving credit facility and the Company was in compliance with the debt covenants. Leases The Company leases office space under non-cancelable lease agreements, which expire at various dates through 2030. Occupancy lease agreements, in addition to base rentals, generally are subject to escalation provisions based on certain costs incurred by the landlord and are recognized on a straight-line basis over the term of the lease agreement. Total rent expense, including former Parent allocations of rent expense for periods prior to October 1, 2015, was $24.3 million, $17.2 million and $23.3 million for the years ended December 31, 2016, 2015 and 2014, respectively. Rent expense is included in Occupancy and Related in the Consolidated and Combined Statements of Operations. These amounts include variable operating escalation payments, which are paid when invoiced. As of December 31, 2016, the Company maintained an irrevocable standby letter of credit for operating leases of $4.5 million and as of December 31, 2015, the Company’s former Parent maintained an irrevocable standby letter of credit of $5.5 million. Capital lease obligations recorded are payable through 2021 at a weighted-average interest rate of 2.3%. The net book value of all assets recorded under capital leases aggregated $0.4 million as of December 31, 2016 and 2015. As of December 31, 2016, the aggregate minimum future payments required on non-cancelable leases are as follows: Minimum Lease Payments Year Ending December 31, Capital Operating 2017 $ 100 $ 22,768 2018 100 20,564 2019 100 19,980 2020 77 19,033 2021 4 19,528 Thereafter — 105,527 Total Minimum Lease Payments 381 207,400 Less: Amount Representing Interest 16 Capital Lease Obligation $ 365 Less: Sublease Proceeds 18,588 Net Minimum Lease Payments $ 188,812 Litigation From time to time, the Company is named as a defendant in legal actions relating to transactions conducted in the ordinary course of business. Some of these matters may involve claims of substantial amounts. Although there can be no assurance of the outcome of such legal actions, in the opinion of management, after consultation with external counsel, the Company believes it is not probable and/or reasonably possible that any current legal proceedings or claims would individually or in the aggregate have a material adverse effect on the consolidated and combined financial statements of the Company. As previously disclosed, the Company terminated Andrew Caspersen on March 28, 2016 after learning of a number of unauthorized and unlawful transactions outside the scope of his employment with Park Hill. The Company recorded an expense of $8.9 million during the year ended December 31, 2016, which represented the amount that was considered to be probable and reasonably estimable as well as a related insurance reimbursement of $5.6 million deemed probable of receipt. The Company made payments totaling $8.9 million related to the charge and also received a $5.6 million insurance reimbursement during the year ended December 31, 2016. With respect to potential additional claims related to funds fraudulently obtained by Mr. Caspersen, the Company believes that any such claims would be without merit and would vigorously defend any such actions. For other matters, the Company is not currently able to estimate the possible loss or range of loss until developments in such matters have provided sufficient information to support such an assessment, including quantification of a damage demand from plaintiffs, discovery from other parties and investigation of factual allegations, rulings by courts on motions or appeals, analysis by experts or the status of any settlement negotiations. Indemnification The Company enters into contracts, including contracts with Blackstone relating to the spin-off, which contain a variety of indemnifications. The Company’s maximum exposure under these arrangements is not known. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plans | 14. EMPLOYEE BENEFIT PLANS The Company contributes to employer sponsored defined contribution plans for certain employees, subject to eligibility and statutory requirements. The Company incurred expenses with respect to these defined contribution plans in the amounts of $0.6 million, $0.6 million and $0.5 million for the years December 31, 2016, 2015 and 2014, respectively, which are included in Compensation and Benefits in the Consolidated and Combined Statements of Operations. |
Regulated Entities
Regulated Entities | 12 Months Ended |
Dec. 31, 2016 | |
Regulatory Capital Requirements [Abstract] | |
Regulated Entities | 15. REGULATED ENTITIES Certain subsidiaries of the Company are subject to various regulatory requirements in the United States, United Kingdom and Hong Kong, which specify, among other requirements, minimum net capital requirements for registered broker-dealers. PJT Partners LP is a registered broker-dealer through which strategic advisory and restructuring and special situations services are conducted in the United States and is subject to the net capital requirements of Rule 15c3-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). PJT Partners LP computes net capital based upon the aggregate indebtedness standard, which requires the maintenance of minimum net capital, as defined, which shall be the greater of $100 thousand or 6 2/3% of aggregate indebtedness, as defined, and requires that the ratio of aggregate indebtedness to net capital, both as defined, shall not exceed 15 to 1. PJT Partners LP had net capital of $65.6 million and $10.3 million as of December 31, 2016 and 2015, respectively, which exceeded the minimum net capital requirement by $64.1 million and $9.3 million, respectively. Park Hill Group LLC is a registered broker-dealer through which private fund advisory and placement services are conducted in the United States and is subject to the net capital requirements of Rule 15c3-1 under the Exchange Act. Park Hill Group LLC elected to adopt the alternative standard, which defines minimum net capital as the greater of $250 thousand or 2% of aggregate debit items computed in accordance with the reserve requirement. Park Hill Group LLC had net capital of $18.1 million and $19.0 million as of December 31, 2016 and 2015, respectively, which exceeded the minimum net capital requirement by $17.9 million and $18.8 million, respectively. PJT Partners LP and Park Hill Group LLC do not carry customer accounts and do not otherwise hold funds or securities for, or owe money or securities to, customers and, accordingly, are both exempt from the SEC Customer Protection Rule (Rule 15c3-3). PJT Partners (UK) Limited is licensed with the United Kingdom’s Financial Conduct Authority and is required to maintain regulatory net capital of €50 thousand. PJT Partners (HK) Limited is licensed with the Hong Kong Securities and Futures Commission and is subject to a minimum liquid capital requirement of HK$3 million. As of December 31, 2016 and 2015, both of these entities were in compliance with local capital adequacy requirements. |
Business Information
Business Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Business Information | 16. BUSINESS INFORMATION The Company’s activities providing strategic advisory, restructuring and special situations and private fund advisory and placement services constitute a single reportable segment. An operating segment is a component of an entity which conducts business, incurs revenues and expenses for which discrete financial information is available that is reviewed by the chief operating decision maker in assessing performance and making resource allocation decisions. The Company has a single operating segment and therefore a single reportable segment. The Company is organized as one operating segment in order to maximize the value of our advice to clients by drawing upon the diversified expertise and broad relationships of our senior professionals across the Company. The chief operating decision maker assesses performance and allocates resources based on broad considerations including the market opportunity, available expertise across the Company and the strength and efficacy of professionals’ collaboration, and not based upon profit or loss measures for the Company’s separate product lines. Since the financial markets are global in nature, the Company generally manages its business based on the operating results of the Company taken as a whole, not by geographic region. The following tables set 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 the Company’s clients are located. Year Ended December 31, 2016 2015 2014 Revenues Domestic $ 465,046 $ 381,389 $ 352,391 International 34,384 24,549 48,678 Total $ 499,430 $ 405,938 $ 401,069 December 31, 2016 2015 Assets Domestic $ 545,049 $ 444,040 International 45,427 23,212 Total $ 590,476 $ 467,252 The Company is not subject to any material concentrations with respect to its revenues for the years ended December 31, 2016, 2015 and 2014, or credit risk with respect to its accounts receivable as of December 31, 2016 and 2015. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. SUBSEQUENT EVENTS The Board of Directors of PJT Partners Inc. has declared a quarterly dividend of $0.05 per share of Class A common stock, which will be paid on March 23, 2017 to Class A common stockholders of record on March 9, 2017. The Company did not identify any other subsequent events besides the exchange of Partnership Units described in Note 12. “Transactions with Related Parties.” |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data (Unaudited) | 18. QUARTERLY FINANCIAL DATA (UNAUDITED) Three Months Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Revenues $ 115,304 $ 89,284 $ 121,346 $ 173,496 Expenses 112,571 99,539 123,306 149,514 Income (Loss) Before Provision for Taxes $ 2,733 $ (10,255 ) $ (1,960 ) $ 23,982 Net Income (Loss) $ 1,431 $ (4,716 ) $ (10,336 ) $ 18,729 Net Income (Loss) Attributable to Redeemable Non-Controlling Interests 1,176 (4,393 ) (625 ) 11,984 Net Income (Loss) Attributable to PJT Partners Inc. $ 255 $ (323 ) $ (9,711 ) $ 6,745 Net Income (Loss) Per Share of Class A Common Stock — Basic and Diluted $ 0.01 $ (0.02 ) $ (0.53 ) $ 0.35 Dividends Declared Per Share of Class A Common Stock $ 0.05 $ 0.05 $ 0.05 $ 0.05 Three Months Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Revenues $ 82,325 $ 72,469 $ 147,322 $ 103,822 Expenses 97,014 78,908 103,461 132,491 Income (Loss) Before Provision for Taxes $ (14,689 ) $ (6,439 ) $ 43,861 $ (28,669 ) Net Income (Loss) $ (16,107 ) $ (7,023 ) $ 41,890 $ (24,935 ) Net Loss Attributable to Redeemable Non-Controlling Interests (13,751 ) Net Loss Attributable to PJT Partners Inc. $ (11,184 ) Net Loss Per Share of Class A Common Stock — Basic and Diluted N/A N/A N/A $ (0.61 ) Dividends Declared Per Share of Class A Common Stock N/A N/A N/A $ — |
Valuation And Qualifying Accoun
Valuation And Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | PJT Partners Inc. Schedule II – Valuation and Qualifying Accounts (Dollars in Thousands) Allowance for Doubtful Accounts Year Ended December 31, 2016 2015 2014 Balance, Beginning of Period $ 862 $ 3,758 $ 2,876 Additions: Bad Debt Expense (Reversal) 3,512 (2,260 ) 2,138 Deductions: Charge-offs of Uncollectible Balances — — (1,256 ) Adjustment for Separation from Blackstone — (636 ) — Balance, End of Period $ 4,374 $ 862 $ 3,758 |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company prepared the accompanying consolidated and combined financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”). As the sole general partner of PJT Partners Holdings LP, PJT Partners Inc. operates and controls all of the business and affairs and consolidates the financial results of PJT Partners Holdings LP and its subsidiaries. The Company operates through the following subsidiaries: PJT Partners LP, Park Hill Group LLC, PJT Partners (UK) Limited and PJT Partners (HK) Limited. The Company did not operate as an independent, stand-alone entity for all periods included in these consolidated and combined financial statements. Prior to the spin-off on October 1, 2015, the Company’s operations were included in Blackstone’s results as they were historically managed as part of Blackstone, in conformity with GAAP. For periods prior to October 1, 2015, the accompanying consolidated and combined financial statements were prepared on a stand-alone basis and were derived from the consolidated financial statements and accounting records of Blackstone. Additionally prior to October 1, 2015, Blackstone’s net investment in PJT Partners was shown as Former Parent Company Investment in lieu of Stockholders’ Equity in the consolidated and combined financial statements. All intercompany transactions have been eliminated for all periods presented. The Consolidated and Combined Statements of Operations reflect intercompany expense allocations made to the Company by Blackstone for certain corporate functions and for shared services provided by Blackstone prior to October 1, 2015. Where possible, these allocations were made on a specific identification basis and, in other cases, these expenses were allocated by Blackstone based on a pro rata basis of headcount, usage or some other basis depending on the nature of the allocated cost. Expenses without a specific consumption based indicator were allocated based on revenues adjusted for factors such as the size and complexity of the business. See Note 12. “Transactions with Related Parties” for further information on expenses allocated by Blackstone. Both the Company and Blackstone consider the basis on which the expenses were previously allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by the Company during the periods presented prior to October 1, 2015. The allocations may not, however, reflect the expense the Company would have incurred as an independent, publicly traded company for the periods presented. Actual costs that may have been incurred if PJT Partners had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, which functions were outsourced or performed by employees and strategic decisions made in areas such as information technology and infrastructure. Following the spin-off, the Company has been performing these functions using its own resources or purchased services. For an interim period, however, some of these functions may continue to be provided by Blackstone, pursuant to a transition services agreement for a period of 24 months with the option for Blackstone or the Company to terminate any given service with 60 days’ notice. See Note 12. “Transactions with Related Parties” for further information on services provided by Blackstone to the Company for the years ended December 31, 2016 and 2015. During the second quarter of 2016, a misstatement was identified in the accounting for certain partnership interests in PJT Partners Holdings LP, which resulted in a reclassification from Redeemable Non-Controlling Interests to Retained Deficit and Additional Paid-In Capital. In accordance with Accounting Standards Codification (“ASC”) Topic 250, Accounting Changes and Error Corrections |
Use of Estimates | Use of Estimates The preparation of consolidated and combined financial statements and related disclosures in conformity with 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 consolidated and combined financial statements, management makes estimates regarding the adequacy of the allowance for doubtful accounts, evaluation of goodwill and intangible assets, realization of deferred taxes, measurement of equity-based compensation and other matters that affect the reported amounts and disclosures in the consolidated and combined financial statements. |
Business Combinations | Business Combinations The purchase price allocations for acquisitions are based on estimates of the fair value of tangible and intangible assets acquired and liabilities assumed. The Company engages independent valuation specialists, when necessary, to assist with purchase price allocations and uses recognized valuation techniques, including the income and market approaches, to determine fair value. Management makes estimates and assumptions in determining purchase price allocations and valuation analyses, which may involve significant unobservable inputs. The excess of the purchase price over the estimated fair values of the underlying assets acquired and liabilities assumed is allocated to goodwill. In certain circumstances, the allocations of the purchase price are based upon preliminary estimates and assumptions. Accordingly, the allocations may be subject to revision when the Company receives final information, including appraisals and other analyses. Assets acquired and liabilities assumed in business combinations are recorded in the Company’s Consolidated and Combined Statements of Financial Condition as of the respective acquisition dates based upon their estimated fair values at such dates. The results of operations of businesses acquired by the Company are included in the Company’s Consolidated and Combined Statements of Operations from their respective dates of acquisition. |
Revenue Recognition | Revenue Recognition Revenues consist of Advisory Fees, Placement Fees and Interest Income and Other. Fees are recognized when (a) there is evidence of an arrangement with a client, (b) agreed upon services have been provided, (c) fees are fixed or determinable, and (d) collection is reasonably assured. Advisory Fees – Advisory Fees typically consist of retainer and transaction-based fee arrangements related to strategic advisory services, restructuring and special situations services and secondary advisory services provided by Park Hill Group. Advisory retainer and transaction-based fees are recognized when services for the transactions are complete, in accordance with terms set forth in individual agreements. The amount and timing of the fees paid vary by the type of engagement. The majority of the Advisory Fees are dependent on the successful completion of a transaction. Placement Fees – Placement Fees consist of fund placement services for alternative investment funds and private placements for corporate clients. Placement fees earned for services to corporate clients are recognized as earned upon successful completion of the transaction. Fund placement fees earned for services to alternative asset managers are typically recognized as earned upon acceptance by a fund of capital or capital commitments (referred to as a “closing”), in accordance with terms set forth in individual agreements. For commitment based fees, revenue is recognized as commitments are accepted. Fees for such closed-end fund arrangements are generally paid in quarterly installments over three or four years and interest is charged to the outstanding balance at an agreed upon rate (typically the London Interbank Offered Rate (“LIBOR”) plus a market-based margin). For funds with multiple closings, each closing is treated as a separate performance obligation. As a result, revenue is recognized at each closing as the performance obligations are fulfilled. For open-end fund structures, placement fees are typically calculated as a percentage of a placed investor’s month-end net asset value. Typically, fees for such open-end fund structures are earned over a 48 month period. For these arrangements, revenue is recognized monthly as the amounts become fixed and determinable. The Company may receive non-refundable up-front fees upon execution of agreements with clients to provide placement services, which are recorded as revenues in the period over which services are provided. Accrued but unpaid Advisory and Placement Fees are included in Accounts Receivable in the Consolidated and Combined Statements of Financial Condition. Interest Income and Other – Interest Income and Other represents interest typically earned on Cash and Cash Equivalents and outstanding placement fees receivable, miscellaneous income, foreign exchange gains and losses arising on transactions denominated in currencies other than U.S. dollars and sublease income. Interest on placement fees receivable is earned from the time revenue is recognized and is calculated based upon LIBOR plus an additional percentage as mutually agreed upon with the receivable counterparty. Interest receivable is included in Accounts Receivable in the Consolidated and Combined Statements of Financial Condition. Deferred Revenue – Deferred Revenue represents the receipt of Advisory and Placement Fees prior to such amounts being earned and is recognized using the straight-line method over the period that it is earned. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying value of financial instruments approximates fair value. Financial instruments held by the Company include Cash Equivalents and Accounts Receivable. GAAP establishes a hierarchical disclosure framework 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 financial instrument, the characteristics specific to the financial instrument and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets generally will 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 based on the observability of inputs used in the determination of fair values, as follows: • Level I – Quoted prices are available in active markets for identical financial instruments as of the reporting date. • Level II – Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. • Level III – Pricing inputs are unobservable for the financial instruments and includes situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value require significant management judgment or estimation. 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 financial instrument is based on the lowest level of input that is significant to the fair value measurement. |
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. Cash is primarily held at two major U.S. financial institutions. As of December 31, 2016, the Company had cash equivalents of $50.0 million representing investments in U.S. Treasury bills. The Company had no such investments in U.S. Treasury bills as of December 31, 2015. The fair values of the U.S. Treasury bills are based on quoted prices for recent trading activity in identical instruments and are classified accordingly as Level I in the fair value hierarchy. |
Restricted Cash | Restricted Cash Restricted cash consists of cash held at a financial institution related to deposits received from sublessees . |
Accounts Receivable | Accounts Receivable Accounts Receivable includes placement fees, interest and advisory fee receivables. Accounts receivable are assessed periodically for collectibility and an allowance is recognized for doubtful accounts, if required. Included in Accounts Receivable are long-term receivables which relate to placement fees that are generally paid in installments over a period of three to four years. Additional disclosures regarding Accounts Receivable are discussed in Note 5. “Accounts Receivable and Allowance for Doubtful Accounts.” The Company charges interest on long-term receivables based upon LIBOR plus an additional percentage as mutually agreed upon with the receivable counterparty. The Company is reimbursed by certain clients for reasonable travel, telephone, postage and other out-of pocket expenses incurred in relation to services provided. Expenses that are directly related to such transactions and billable to clients are presented net in the Consolidated and Combined Statements of Operations. Reimbursable expenses that are outstanding are reported in Accounts Receivable in the Consolidated and Combined Statements of Financial Condition. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company performs periodic reviews of outstanding accounts receivable and its clients’ financial condition. The Company generally does not require collateral and establishes an allowance for doubtful accounts based upon factors such as historical experience, credit quality, age of the accounts receivable balances and the current economic conditions that may affect a counterparty’s ability to pay such amounts owed to the Company. After concluding that a reserved accounts receivable balance is no longer collectible, the Company will reduce both the gross receivable and the allowance for doubtful accounts. This is determined based on several factors including the age of the accounts receivable balance and the creditworthiness of the counterparty. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill recorded arose from the contribution and reorganization of Blackstone’s predecessor entities in 2007 immediately prior to Blackstone’s initial public offering (“IPO”) as well as from the acquisition of PJT Capital LP that occurred on October 1, 2015. Goodwill is reviewed for impairment at least annually utilizing a qualitative or quantitative approach and more frequently if circumstances indicate impairment may have occurred. Goodwill is tested for impairment at the reporting unit level. A reporting unit is a component of an operating segment for which discrete financial information is available which is regularly reviewed by management. The impairment testing for goodwill under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of the Company’s reporting unit is less than its respective carrying value. If it is determined that it is more likely than not that the reporting unit’s fair value is less than its carrying value or when the quantitative approach is used, a two-step quantitative assessment is performed to (a) calculate the fair value of the reporting unit and compare it to its carrying value, and (b) if the carrying value exceeds its fair value, to measure an impairment loss. The Company’s intangible assets are derived from (a) customer relationships that were established as part of Blackstone’s IPO, (b) the value of the trade name as part of the acquisition of PJT Capital LP, (c) the open customer backlog acquired as part of the PJT Capital LP acquisition, and (d) the purchase of certain customer mandates from Blackstone. Identifiable finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives of one to fifteen years, reflecting the average time over which such intangible assets are expected to contribute to cash flows. Amortization expense is included in Depreciation and Amortization in the Consolidated and Combined Statements of Operations. The Company does not hold any indefinite-lived intangible assets. Intangible assets are reviewed for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable. |
Furniture, Equipment and Leasehold Improvements | Furniture, Equipment and Leasehold Improvements Furniture, Equipment and Leasehold Improvements, Net consist primarily of leasehold improvements, furniture, fixtures and equipment and office equipment and are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the assets’ estimated useful economic lives, which for leasehold improvements are the lesser of the lease terms or the life of the asset, generally ten to fifteen years, and five to seven years for other fixed assets. The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Depreciation and amortization are included in Depreciation and Amortization in the Consolidated and Combined Statements of Operations. Fixed assets held under capital leases are recorded at the present value of the future minimum lease payments, less accumulated depreciation and amortization in Furniture, Equipment and Leasehold Improvements, Net in the Consolidated and Combined Statements of Financial Condition. Depreciation and amortization are calculated using the straight-line method over the life of the lease and are included in Depreciation and Amortization in the Consolidated and Combined Statements of Operations. The capital lease obligations are included in Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated and Combined Statements of Financial Condition. |
Foreign Currency | Foreign Currency In the normal course of business, the Company may enter into transactions not denominated in U.S. dollars. Foreign exchange gains and losses arising on such transactions are recorded in Interest Income and Other in the Consolidated and Combined Statements of Operations. In addition, the Company consolidates a number of businesses that have a non-U.S. dollar functional currency. Non-U.S. dollar denominated assets and liabilities are translated to U.S. dollars at the exchange rate prevailing at the reporting date and income, expenses, gains and losses are translated at the prevailing exchange rate on the dates they were recorded. Cumulative translation adjustments arising from the translation of non-U.S. dollar denominated operations are recorded in Other Comprehensive Income. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive Income consists of Net Income (Loss) and Other Comprehensive Income (Loss). The Company’s Other Comprehensive Income (Loss) is comprised of foreign currency cumulative translation adjustments. |
Redeemable Non-Controlling Interests | Redeemable Non-Controlling Interests The holders of the common units of partnership interest in PJT Partners Holdings LP (“Partnership Units”) have redemption rights not solely within the Company’s control and thus is considered a redeemable non-controlling interest. Redeemable Non-Controlling Interests have been presented separately from Equity in the Consolidated and Combined Statements of Financial Condition and the portion of net income or loss attributable to the redeemable non-controlling interests has been presented separately in the Consolidated and Combined Statements of Operations. The Company has elected to recognize any changes in the redemption value immediately as they occur and adjusts the carrying amount of the redeemable non-controlling interests to its redemption value at the end of each reporting period. Reductions in the carrying amount of the redeemable non-controlling interests are only recorded if the Company has previously recorded increases in the carrying amount of the redeemable non-controlling interests. The change in redemption value is recognized in Additional Paid-In Capital in the Consolidated and Combined Statements of Financial Condition. |
Compensation and Benefits | Compensation and Benefits Compensation and Benefits consists of (a) employee compensation, comprising salary and bonus, and benefits paid and payable to employees and partners, and (b) equity-based compensation associated with the grants of equity-based awards to employees and partners. Compensation cost relating to the issuance of equity-based awards with a requisite service period to partners and employees is measured at fair value at the grant date, taking into consideration expected forfeitures, and expensed over the vesting period on a straight-line basis. Equity-based awards that do not require future service are expensed immediately. Cash settled equity-based awards are classified as liabilities and are remeasured at the end of each reporting period. Prior to October 1, 2015, certain of the Company’s employees participated in Blackstone’s equity-based compensation plans. Equity-based compensation expense related to those plans was based upon specific identification of cost related to the Company’s employees. The Company also received allocated equity-based compensation expense associated with Blackstone’s employees of central support functions. In certain instances, the Company may grant equity-based awards containing both a service and a market condition. The effect of the market condition is reflected in the grant date fair value of the award. Compensation cost is recognized for an award with a market condition over the requisite service period, provided that the requisite service period is completed, irrespective of whether the market condition is satisfied. If a recipient terminates employment before completion of the requisite service period, any compensation cost previously recognized is reversed unless the market condition has been satisfied prior to termination. If the market condition has been satisfied during the vesting period, the remaining unrecognized compensation cost is accelerated. At the Company’s discretion, the Company may provide compensation to certain employees with repayment obligations. Such payments are recorded in Compensation and Benefits in the Consolidated and Combined Statements of Operations. The Company assesses the potential risk of forfeiture and likelihood of recouping amounts paid, and if deemed necessary, records a provision for forfeitures in the financial statements. |
Income Taxes | Income Taxes PJT Partners Inc. is a corporation subject to U.S. federal, state and local income taxes in jurisdictions where it does business. The Company’s businesses generally operate as partnerships for U.S. federal and state purposes and as corporate entities in non-U.S. jurisdictions. In the U.S. federal and state jurisdictions, taxes related to income earned by these entities generally represent obligations of the individual members and partners. Prior to October 1, 2015, these taxes were not reflected in the Company’s consolidated and combined financial statements. The operating entities have generally been subject to New York City Unincorporated Business Tax (“UBT”) and to entity-level income taxes imposed by non-U.S. jurisdictions, as applicable. These taxes have been reflected in the Company’s consolidated and combined financial statements . Prior to October 1, 2015, the Company’s operations were included in the income tax returns of Blackstone’s subsidiaries, except for certain entities that were classified as partnerships for U.S. tax purposes. These partnerships were subject to New York City UBT and certain other foreign, state and local taxes, as applicable . In connection with the spin-off from Blackstone on October 1, 2015, PJT Partners Inc. became subject to U.S. corporate federal, state and local income tax on its allocable share of results of operations from the operating partnership (PJT Partners Holdings LP) . Current tax liabilities are recorded in Taxes Payable in the Consolidated and Combined Statements of Financial Condition. The Company uses the asset and liability method of accounting for deferred tax assets and liabilities. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax bases, using the enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period when the change is enacted. 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. The Company records uncertain tax positions on the basis of a two-step process: (a) a determination is made whether it is more likely than not that the tax positions will be sustained based on the technical merits of the position, and (b) those tax positions that meet the recognition threshold described in the first step are recorded based on the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement with the tax authority. The effects of tax adjustments and settlements with taxing authorities are presented in the Company’s consolidated and combined financial statements in the period to which they relate as if the Company were a separate tax filer in those years. The Company recognizes accrued interest and penalties related to uncertain tax positions in Other Expenses in the Consolidated and Combined Statements of Operations, as applicable. Unrecognized tax benefits are recorded in Taxes Payable in the Consolidated and Combined Statements of Financial Condition, as applicable. |
Amount Due Pursuant to Tax Receivable Agreement | Amount Due Pursuant to Tax Receivable Agreement Holders of Partnership Units (other than PJT Partners Inc.) may, subject to the terms and conditions set forth in the partnership agreement of PJT Partners Holdings LP, on a quarterly basis (subject to the terms of the exchange agreement) exchange their Partnership Units for cash, or, at the Company’s election, for shares of Class A common stock of PJT Partners Inc. on a one-for-one basis. PJT Partners Holdings LP intends to make an election under Section 754 of the Code effective for each taxable year in which an exchange of Partnership Units for cash or for shares of Class A common stock occurs, which is expected to result in increases to the tax basis of the assets of PJT Partners Holdings LP at the time of an exchange of Partnership Units. Stock-settled exchanges and certain of these cash-settled exchanges are expected to result in increases in the tax basis of the tangible and intangible assets of PJT Partners Holdings LP. These increases in tax basis may reduce the amount of tax that PJT Partners Inc. would otherwise be required to pay in the future. These increases in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets . The Company entered into a tax receivable agreement that provides for the payment by PJT Partners Inc. to exchanging holders of Partnership Units of 85% of the benefits, if any, that PJT Partners Inc. is deemed to realize as a result of the increases in tax basis related to such exchanges of Partnership Units and of certain other tax benefits related to entering into the tax receivable agreement, including tax benefits attributable to payments under the tax receivable agreement. This payment obligation is an obligation of PJT Partners Inc. and not of PJT Partners Holdings LP. PJT Partners Inc. expects to benefit from the remaining 15% of cash tax savings, if any, in income tax it realizes. For purposes of the tax receivable agreement, the cash tax savings in income tax is computed by comparing the actual income tax liability of PJT Partners Inc. (calculated with certain assumptions) to the amount of such taxes that PJT Partners Inc. would have been required to pay had there been no increase to the tax basis of the assets of PJT Partners Holdings LP as a result of the exchanges and had PJT Partners Inc. not entered into the tax receivable agreement. The term of the tax receivable agreement will continue until all such tax benefits have been utilized or expired, unless PJT Partners Inc. exercises its right to terminate the tax receivable agreement for an amount based on the agreed payments remaining to be made under the agreement or PJT Partners Inc. breaches any of its material obligations under the tax receivable agreement in which case all obligations generally will be accelerated and due as if PJT Partners Inc. had exercised its right to terminate the tax receivable agreement. The Company accounts for the effects of these increases in tax basis and associated payments under the tax receivable agreement arising from exchanges as follows: • the Company records an increase in deferred tax assets for the estimated income tax effects of the increases in tax basis based on enacted federal, state and local tax rates at the date of the exchange; • to the extent the Company estimates that it will not realize the full benefit represented by the deferred tax asset, based on an analysis that will consider, among other things, the Company’s expectation of future earnings, the Company reduces the deferred tax asset with a valuation allowance; and • the Company records 85% of the estimated realizable tax benefit (which is the recorded deferred tax asset less any recorded valuation allowance) as an increase to the Amount Due Pursuant to Tax Receivable Agreement and the remaining 15% of the estimated realizable tax benefit as an increase to Additional Paid-In Capital. The effects of changes in estimates after the date of the redemption or exchange as well as subsequent changes in the enacted tax rates would be included in net income. |
Net Income (Loss) Per Share of Class A Common Stock | Net Income (Loss) Per Share of Class A Common Stock Prior to the spin-off from Blackstone, the Company’s business was conducted through a number of Blackstone entities as to which there was no single holding entity. There was no single capital structure upon which to calculate historical net income (loss) per share. Accordingly, net income (loss) per share information has not been presented for historical periods prior to the spin-off. Basic Net Income (Loss) Per Share is computed using the weighted-average number of shares of Class A common stock outstanding; vested, undelivered restricted stock units (“RSUs”); and unvested RSUs that have met requisite service requirements. Diluted Net Income (Loss) Per Share is computed using the number of shares of Class A common stock included in the Basic Net Income (Loss) Per Share calculation, and if dilutive, the incremental common stock that the Company would issue upon the assumed vesting of RSUs using the treasury stock method. |
Contingencies and Litigation | Contingencies and Litigation The Company records loss contingencies if (a) information available prior to issuance of the consolidated and combined financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the consolidated and combined financial statements, and (b) the amount of loss can be reasonably estimated. If one or both criteria for accrual are not met, but there is at least a reasonable possibility that a loss will occur, the Company does not record an accrual for a loss contingency but describes the contingency and provides detail, when possible, of the estimated potential loss or range of loss. If an estimate cannot be made, a statement to that effect is made. Costs incurred with defending matters are expensed as incurred. Accruals related to loss contingencies are recorded in Other Expenses in the Consolidated and Combined Statements of Operations. |
Insurance Reimbursements | Insurance Reimbursements Receipts from insurance reimbursements up to the amount of the losses recognized are considered recoveries. These recoveries are accounted for when they are probable of receipt. Insurance recoveries are not recognized prior to the recognition of the related loss. Any receivable for insurance recoveries is recorded separately from the corresponding liability, and only if recovery is determined to be probable and reasonably estimable. Insurance reimbursements are recorded in Other Expenses in the Consolidated and Combined Statements of Operations. |
Recent Accounting Developments | Recent Accounting Developments In June 2014, the Financial Accounting Standards Board (“FASB”) issued amended guidance on revenue from contracts with customers. The guidance requires that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity is required to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation. In determining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. The guidance introduces new qualitative and quantitative disclosure requirements about contracts with customers including revenue and impairments recognized, disaggregation of revenue and information about contract balances and performance obligations. Information is required about significant judgments and changes in judgments in determining the timing of satisfaction of performance obligations and determining the transaction price and amounts allocated to performance obligations. Additional disclosures are required about assets recognized from the costs to obtain or fulfill a contract. As originally proposed, the guidance was effective prospectively for annual periods beginning after December 15, 2016 including interim periods within that reporting period. In recent re-deliberations, the FASB approved a one-year deferral of the effective date of this guidance, such that it will be effective for annual reporting periods beginning after December 31, 2017, with early adoption permitted for annual periods beginning after December 15, 2016. The Company is still in the process of determining the full impact the adoption of this guidance will have on its financial statements, but plans to adopt the standard using the modified retrospective approach as of January 1, 2018. The Company continues to evaluate guidance issued from the various standard setters and interpretations as available and will provide additional information about the expected impact of adoption as available. In September 2015, the FASB issued guidance on measurement period adjustments with respect to business combinations. The amendments apply to entities that have reported provisional amounts for items in a business combination for which the accounting is incomplete by the end of the reporting period in which the combination occurs and during the measurement period have an adjustment to provisional amounts recognized. An entity is now required to recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, not on a retrospective basis as previously required. The amendments apply prospectively to adjustments to provisional amounts that occur in fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. Adoption of this guidance did not have a material impact on the Company’s consolidated and combined financial statements. In February 2016, the FASB issued new guidance regarding leases. The guidance requires lessees to recognize, on the balance sheet, assets and liabilities for the rights and obligations created by leases. Entities are also required to provide enhanced disclosure about leasing arrangements. The amendments retain lease classifications, distinguishing finance leases from operating leases, using criteria that are substantially similar for distinguishing capital leases from operating leases in previous guidance. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted. Adoption requires a modified retrospective approach. While the Company is still in the process of determining the full impact this guidance will have on its financial statements, the Company has tentatively determined the following based on its evaluation to date: (a) the Company will adopt the standard as of January 1, 2019, and (b) the Company currently expects the adoption of this guidance to have a material impact on the statement of financial condition due to assets and liabilities related to current operating leases being recorded in the statement of financial condition. In March 2016, the FASB issued amendments to the guidance on employee share-based payment accounting intended to improve the accounting for employee share-based payments. This amended guidance simplified several aspects of the accounting for share-based payment award transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification in the statement of cash flows. The amendments were effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption was permitted. The Company elected to early adopt the new guidance in the second quarter of fiscal year 2016, which required the Company to reflect any adjustments as of January 1, 2016, the beginning of the annual period that includes the interim period of adoption. The primary impact of the adoption was the recognition of excess tax benefits in the Company’s Provision for Taxes rather than Additional Paid-In Capital for all periods in the year ended December 31, 2016. As no excess tax benefits were previously recognized during the three months ended March 31, 2016, no adjustments were required to show the impact to the previously reported amounts. Additionally, there were no previously unrecognized excess tax benefits. The Company elected to apply the presentation requirements for cash flows related to excess tax benefits retrospectively and prior periods have been adjusted to remove the amounts of excess tax benefits presented in operating and financing activities in the Consolidated and Combined Statements of Cash Flows. Such prior period adjustment was immaterial. Additionally, the Company has retrospectively included in financing activities on the Consolidated and Combined Statements of Cash Flows amounts for employee taxes paid in instances when the Company withheld shares for tax withholding purposes. The Company has elected to maintain its current accounting policy of estimating forfeitures in its computation of equity-based compensation expense. Upon the adoption of this guidance, the Company excluded the estimated impact of excess tax benefits and tax deficiencies from the calculation of assumed proceeds for determining diluted net income (loss) per share using the treasury stock method. There was no impact on net income (loss) per share of Class A common stock. In June 2016, the FASB issued guidance regarding the measurement of credit losses on financial instruments. The new guidance replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018. The Company is currently assessing the impact the adoption of this guidance will have on its consolidated and combined financial statements. In November 2016, the FASB issued guidance that requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The new guidance is effective for interim and annual periods beginning after December 15, 2017 and early adoption is permitted. The amendment should be adopted retrospectively. The Company is currently assessing the impact the adoption of this guidance will have on its consolidated and combined financial statements. In January 2017, the FASB issued an update to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions of assets or businesses. This new guidance becomes effective for the Company in the first quarter of fiscal 2019 and is applied prospectively. The Company is currently assessing the impact the adoption of this guidance will have on its consolidated and combined financial statements. In January 2017, the FASB issued guidance intended to simplify how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. This new guidance becomes effective for the Company in and is applied prospectively. |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Unaudited Pro Forma Information | The Consolidated and Combined Statement of Operations for the year ended December 31, 2015 included the results of PJT Capital LP from the date of acquisition, October 1, 2015, through December 31, 2015. Supplemental information on an unaudited pro forma basis, as if the acquisition had been consummated as of January 1, 2014 is as follows: Year Ended December 31, 2015 2014 Total Revenues $ 430,086 $ 411,073 Loss Before Provision for Taxes $ (29,102 ) $ (296 ) Loss Attributable to PJT Partners Inc. $ (11,616 ) $ (3,478 ) |
PJT Capital LP | |
Allocation of the Purchase Price of Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the purchase price for PJT Capital LP at the acquisition date as well as measurement period adjustments recorded: October 1, 2015 Measurement Period Adjustments December 31, 2016 Assets Cash $ 12,653 $ — $ 12,653 Accounts Receivable 1,170 — 1,170 Furniture, Equipment and Leasehold Improvements 334 — 334 Other Assets 362 — 362 Intangible Assets 13,300 — 13,300 Deferred Tax Assets — 3,483 3,483 Goodwill 6,896 (3,483 ) 3,413 34,715 — 34,715 Liabilities Accrued Compensation and Benefits 29,424 — 29,424 Accounts Payable, Accrued Expenses and Other Liabilities 4,626 — 4,626 Taxes Payable 665 — 665 34,715 — 34,715 Net Assets Acquired $ — $ — $ — |
Accounts Receivable and Allow29
Accounts Receivable and Allowance for Doubtful Accounts (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Schedule of Changes in the Allowance for Doubtful Accounts | Changes in the allowance for doubtful accounts related to long-term receivables are presented below: Year Ended December 31, 2016 2015 2014 Balance, Beginning of Period $ — $ 392 $ 1,621 Bad Debt Recovery — (392 ) (1,229 ) Balance, End of Period $ — $ — $ 392 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | Changes in the carrying value of goodwill consist of the following: December 31, 2016 2015 Balance, Beginning of Year $ 75,769 $ 68,873 Goodwill Acquired (a) — 6,896 Measurement Period Adjustment (b) (3,483 ) — Balance, End of Year $ 72,286 $ 75,769 (a) The change in carrying amount of goodwill was the result of the business combination disclosed in Note 4. “Business Combinations.” (b) During the year ended December 31, 2016, the Company recorded a $3.5 million measurement period adjustment related to the acquisition of PJT Capital LP. |
Schedule of Intangible Assets, Net | Intangible Assets, Net consists of the following: December 31, 2016 2015 Finite-Lived Intangible Assets Customer Relationships $ 26,476 $ 26,476 Client Backlog — 7,600 Trade Name 5,700 5,700 Client Mandates and Other 1,276 1,483 Total Intangible Assets 33,452 41,259 Accumulated Amortization (18,739 ) (17,613 ) Intangible Assets, Net (a) $ 14,713 $ 23,646 ( a ) Excludes fully amortized intangible assets. |
Schedule of Changes in Intangible Assets, Net | Changes in the Company’s Intangible Assets, Net consist of the following: Year Ended December 31, 2016 2015 2014 Balance, Beginning of Year $ 23,646 $ 19,797 $ 22,450 Additions — 14,805 — Amortization Expense (8,870 ) (10,939 ) (2,653 ) Translation Adjustments (63 ) (17 ) — Balance, End of Year $ 14,713 $ 23,646 $ 19,797 |
Furniture, Equipment and Leas31
Furniture, Equipment and Leasehold Improvements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Furniture, Equipment and Leasehold Improvements | Furniture, Equipment and Leasehold Improvements, Net consists of the following: December 31, 2016 2015 Office Equipment $ 1,778 $ 1,873 Leasehold Improvements 32,889 23,330 Furniture and Fixtures 11,364 9,119 Total Furniture, Equipment and Leasehold Improvements 46,031 34,322 Accumulated Depreciation (7,876 ) (2,832 ) Furniture, Equipment and Leasehold Improvements, Net $ 38,155 $ 31,490 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income (Loss) Before Income Taxes | The Company’s pretax income (loss) is associated with activities in domestic and international jurisdictions, as follows: Year Ended December 31, 2016 2015 2014 Income (Loss) Before Provision for Taxes Domestic $ 38,360 $ 29,581 $ 8,952 International (23,860 ) (35,517 ) (1,414 ) Total $ 14,500 $ (5,936 ) $ 7,538 |
Summary of Income Tax Expense (Benefit) | The Provision for Income Taxes consists of the following: Year Ended December 31, 2016 2015 2014 Current Federal Income Tax $ 4,131 $ 50 $ — State and Local Income Tax 2,777 3,576 3,495 Foreign Income Tax 191 331 319 7,099 3,957 3,814 Deferred Federal Income Tax 2,376 (3,698 ) — State and Local Income Tax (20 ) (17 ) (768 ) Foreign Income Tax (63 ) (3 ) — 2,293 (3,718 ) (768 ) Provision for Taxes $ 9,392 $ 239 $ 3,046 |
Summary of Company's Tax Position | The following table summarizes the Company’s tax position: Year Ended December 31, 2016 2015 2014 Income (Loss) Before Provision for Taxes $ 14,500 $ (5,936 ) $ 7,538 Provision for Taxes $ 9,392 $ 239 $ 3,046 Effective Income Tax Rate 64.8 % -4.0 % 40.4 % |
Reconciliation of Provision for Taxes to the U.S Federal Statutory Tax Rate | The following table reconciles the effective income tax rate to the U.S. federal statutory tax rate: Year Ended December 31, 2016 2015 2014 Expected Income Tax Expense (Benefit) at the Federal Statutory Rate 35.0 % 35.0 % 35.0 % Permanent Differences for Compensation 33.4 % -24.9 % — Accrual to Blackstone Related to Employee Matters Agreement 9.9 % — — Partnership (Income) Loss Not Subject to U.S. Corporate Income Taxes -21.2 % 54.2 % -35.0 % Foreign Income Taxes 0.9 % -4.9 % 4.2 % State and Local Income Taxes, Net of Federal Benefit 14.0 % -63.2 % 36.2 % Return to Provision -6.4 % — — Other -0.8 % -0.2 % — Effective Income Tax Rate 64.8 % -4.0 % 40.4 % |
Summary of the Tax Effects of Temporary Differences | A summary of the tax effects of the temporary differences is as follows: December 31, 2016 2015 Deferred Tax Assets Tax Basis Step-Up from Blackstone $ 51,321 $ 57,046 Deferred Compensation 22,570 15,173 Net Operating Loss 4,879 2,919 Deferred Rent 3,506 — Partner Exchange Basis Step-Up 1,135 — Other 973 3,184 Deferred Tax Assets Before Valuation Allowance 84,384 78,322 Valuation Allowance (5,347 ) (2,222 ) Total Deferred Tax Assets $ 79,037 $ 76,100 Deferred Tax Liabilities Intangible Assets $ 3,164 $ 5,008 Fixed Assets 2,408 — Other 2,508 2,404 Total Deferred Tax Liabilities 8,080 7,412 Deferred Tax Asset, Net $ 70,957 $ 68,688 |
Schedule of Unrecognized Tax Benefits Excluding Related Interest and Penalties | The Company’s unrecognized tax benefits, excluding related interest and penalties, were: Year Ended December 31, 2016 2015 2014 Unrecognized Tax Benefits — $ — $ — $ 5 Additions for Tax Positions of Prior Years — — 56 Settlements — — (61 ) Unrecognized Tax Benefits — December 31 $ — $ — $ — |
Net Loss Per Share of Class A33
Net Loss Per Share of Class A Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Net Loss Per Share of Class A Common Stock | Basic and diluted net loss per share of Class A common stock for the year ended December 31, 2016 and period from October 1, 2015 (date of spin-off) through December 31, 2015 is presented below: Year Ended December 31, 2016 Period from October Numerator: Net Income (Loss) $ 5,108 $ (24,935 ) Net Income (Loss) Attributable to Redeemable Non-Controlling Interests 8,142 (13,751 ) Net Loss Attributable to PJT Partners Inc. $ (3,034 ) $ (11,184 ) Denominator: Weighted-Average Shares of Class A Common Stock Outstanding — Basic and Diluted 18,292,717 18,258,174 Net Loss Per Share of Class A Common Stock — Basic and Diluted $ (0.17 ) $ (0.61 ) |
Anti-Dilutive Securities Excluded from Calculation of Net Loss Per Share of Class A Common Stock | During the year ended December 31, 2016 and period from October 1, 2015 through December 31, 2015, unvested RSUs, participating RSUs and Partnership Units were all determined to be anti-dilutive and excluded from the calculation of net loss per share of Class A common stock. The following amounts would have been included in this calculation if their effect were dilutive for the respective periods: Year Ended December 31, 2016 Period from October Weighted-Average Unvested RSUs 2,087,696 623,316 Weighted-Average Participating RSUs 733,287 511,139 Weighted-Average Partnership Units 16,068,957 16,055,122 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stock-Based Compensation Expense and Related Income Tax Benefits | The following table represents stock-based compensation expense and related income tax benefits for the years ended December 31, 2016, 2015 and 2014, respectively: Year Ended December 31, 2016 2015 2014 Stock-Based Compensation Expense $ 89,010 $ 65,342 $ 90,396 Income Tax Benefit $ 10,678 $ 2,618 $ 308 |
Summary of Unvested Restricted Stock Units | A summary of the status of the Company’s unvested RSUs in PJT Partners Inc. and PJT Partners Holdings LP as of December 31, 2016 and of changes during the period January 1, 2016 through December 31, 2016 is presented below: Restricted Stock Units PJT Partners Inc. PJT Partners Holdings LP Weighted- Weighted- Average Average Grant Date Number of Grant Date Number of Fair Value Partnership Fair Value Units (in dollars) Units (in dollars) Balance, December 31, 2015 5,344,573 $ 20.98 554,850 $ 23.73 Granted 736,135 27.15 — — Vested (82,734 ) 17.46 (111,161 ) 16.33 Forfeited (225,182 ) 23.65 — — Dividends Reinvested on Participating RSUs 3,322 22.08 — — Balance, December 31, 2016 5,776,114 $ 21.71 443,689 $ 25.58 |
Summary of Status of Company's Unvested Equity-Based Awards | A summary of the status of the Company’s unvested Partnership Units as of December 31, 2016 and of changes during the period January 1, 2016 through December 31, 2016 is presented below: Partnership Units Weighted- Average Number of Grant Date Partnership Fair Value Units (in dollars) Balance, December 31, 2015 5,315,000 $ 21.00 Granted 340,228 26.23 Forfeited (63,871 ) 28.29 Balance, December 31, 2016 5,591,357 $ 21.23 |
Summary of Unvested Units After Expected Forfeitures which are Expected to Vest | The following unvested units, after expected forfeitures, as of December 31, 2016, are expected to vest: Weighted-Average Service Period Units in Years Partnership Units 11,074,322 2.3 Restricted Stock Units 5,852,412 1.3 Total Equity-Based Awards 16,926,734 1.9 |
Service and Market Conditions | |
Summary of Status of Company's Unvested Equity-Based Awards | A summary of the status of the Company’s unvested equity-based awards in PJT Partners Holdings LP with both a service and market condition as of December 31, 2016 and of changes during the period January 1, 2016 through December 31, 2016 is presented below: Equity-Based Awards with Both Service and Market Conditions Weighted- Average Number of Grant Date Partnership Fair Value Units (in dollars) Balance, December 31, 2015 6,530,048 $ 5.72 Forfeited (26,584 ) 5.72 Balance, December 31, 2016 6,503,464 $ 5.72 |
Transactions With Related Par35
Transactions With Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of Net Accrued Balance and Utilization Under Balance Sheet | The following table summarizes the net accrued balance and utilization by caption as recorded in the Consolidated and Combined Statements of Financial Condition: Accrued Due to Compensation Blackstone and Benefits Total Severance, December 31, 2014 $ 10,372 $ 3,021 $ 13,393 Severance Reversed (2,526 ) (94 ) (2,620 ) Payments (7,706 ) (2,927 ) (10,633 ) Settlement of Due to Blackstone Balance (140 ) — (140 ) Severance, December 31, 2015 $ — $ — $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Aggregate Minimum Future Payments Required on Non-Cancelable Leases | As of December 31, 2016, the aggregate minimum future payments required on non-cancelable leases are as follows: Minimum Lease Payments Year Ending December 31, Capital Operating 2017 $ 100 $ 22,768 2018 100 20,564 2019 100 19,980 2020 77 19,033 2021 4 19,528 Thereafter — 105,527 Total Minimum Lease Payments 381 207,400 Less: Amount Representing Interest 16 Capital Lease Obligation $ 365 Less: Sublease Proceeds 18,588 Net Minimum Lease Payments $ 188,812 |
Business Information (Tables)
Business Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Geographical Distribution of Revenues and Assets | The following tables set 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 the Company’s clients are located. Year Ended December 31, 2016 2015 2014 Revenues Domestic $ 465,046 $ 381,389 $ 352,391 International 34,384 24,549 48,678 Total $ 499,430 $ 405,938 $ 401,069 December 31, 2016 2015 Assets Domestic $ 545,049 $ 444,040 International 45,427 23,212 Total $ 590,476 $ 467,252 |
Quarterly Financial Data (Una38
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Data | Three Months Ended March 31, 2016 June 30, 2016 September 30, 2016 December 31, 2016 Revenues $ 115,304 $ 89,284 $ 121,346 $ 173,496 Expenses 112,571 99,539 123,306 149,514 Income (Loss) Before Provision for Taxes $ 2,733 $ (10,255 ) $ (1,960 ) $ 23,982 Net Income (Loss) $ 1,431 $ (4,716 ) $ (10,336 ) $ 18,729 Net Income (Loss) Attributable to Redeemable Non-Controlling Interests 1,176 (4,393 ) (625 ) 11,984 Net Income (Loss) Attributable to PJT Partners Inc. $ 255 $ (323 ) $ (9,711 ) $ 6,745 Net Income (Loss) Per Share of Class A Common Stock — Basic and Diluted $ 0.01 $ (0.02 ) $ (0.53 ) $ 0.35 Dividends Declared Per Share of Class A Common Stock $ 0.05 $ 0.05 $ 0.05 $ 0.05 Three Months Ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 Revenues $ 82,325 $ 72,469 $ 147,322 $ 103,822 Expenses 97,014 78,908 103,461 132,491 Income (Loss) Before Provision for Taxes $ (14,689 ) $ (6,439 ) $ 43,861 $ (28,669 ) Net Income (Loss) $ (16,107 ) $ (7,023 ) $ 41,890 $ (24,935 ) Net Loss Attributable to Redeemable Non-Controlling Interests (13,751 ) Net Loss Attributable to PJT Partners Inc. $ (11,184 ) Net Loss Per Share of Class A Common Stock — Basic and Diluted N/A N/A N/A $ (0.61 ) Dividends Declared Per Share of Class A Common Stock N/A N/A N/A $ — |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Significant Accounting Policies [Line Items] | |||
Transition service agreement period | 24 months | 24 months | |
Transition services agreement termination notice period | 60 days | 60 days | |
Placement fee earned period | 48 months | ||
Cash equivalents investments in U.S. Treasury bills | $ 50,000,000 | $ 0 | |
Finite-lived intangible assets amortization method | Straight-line basis | ||
PJT Partners Holdings LP | |||
Significant Accounting Policies [Line Items] | |||
Percentage payment to exchanging holders of partnership units of benefits | 85.00% | ||
Percentage of benefit from remaining of cash tax savings, in income tax | 15.00% | ||
Percentage of estimated realizable tax benefit recorded as increase to amount due | 85.00% | ||
Percentage of remaining estimated realizable tax benefit recorded as increase to additional paid in capital | 15.00% | ||
PJT Partners Holdings LP | Class A Common Stock | |||
Significant Accounting Policies [Line Items] | |||
Basis of exchange of partnership units for cash or shares | Holders of Partnership Units (other than PJT Partners Inc.) may, subject to the terms and conditions set forth in the partnership agreement of PJT Partners Holdings LP, on a quarterly basis (subject to the terms of the exchange agreement) exchange their Partnership Units for cash, or, at the Company’s election, for shares of Class A common stock of PJT Partners Inc. on a one-for-one basis. | ||
Exchange of Partnership unit to shares, number of shares per each unit | 1 | ||
Minimum | |||
Significant Accounting Policies [Line Items] | |||
Placement fees installment period | 3 years | ||
Accounts receivable payment terms | 3 years | ||
Estimated useful lives of intangible assets | 1 year | ||
Estimated useful lives of fixed assets | 5 years | ||
Minimum | Leasehold Improvements | |||
Significant Accounting Policies [Line Items] | |||
Estimated useful lives of fixed assets | 10 years | ||
Maximum | |||
Significant Accounting Policies [Line Items] | |||
Placement fees installment period | 4 years | ||
Accounts receivable payment terms | 4 years | ||
Estimated useful lives of intangible assets | 15 years | ||
Estimated useful lives of fixed assets | 7 years | ||
Maximum | Leasehold Improvements | |||
Significant Accounting Policies [Line Items] | |||
Estimated useful lives of fixed assets | 15 years | ||
Retained Deficit | |||
Significant Accounting Policies [Line Items] | |||
Prior period reclassification adjustment | $ 99,800 | ||
Additional Paid-in Capital | |||
Significant Accounting Policies [Line Items] | |||
Prior period reclassification adjustment | 43,100 | ||
Redeemable Non-Controlling Interests | |||
Significant Accounting Policies [Line Items] | |||
Prior period reclassification adjustment | $ (142,900) |
Reorganization and Spin-Off - A
Reorganization and Spin-Off - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Oct. 01, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Business Reorganization And Spin Off [Line Items] | |||||
Cash and Cash Equivalents | $ 152,431 | $ 82,322 | $ 38,533 | $ 29,664 | |
Deferred Tax Assets | 70,957 | 68,688 | |||
Additional Paid-In Capital | $ 9,145 | $ 43,132 | |||
Blackstone | |||||
Business Reorganization And Spin Off [Line Items] | |||||
Cash and Cash Equivalents | $ 55,400 | ||||
Deferred Tax Assets | 58,400 | ||||
Additional Paid-In Capital | $ 58,400 | ||||
PJT Partners Holdings LP | Spinoff | |||||
Business Reorganization And Spin Off [Line Items] | |||||
Internal reorganization effective date | Oct. 1, 2015 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) | Oct. 02, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 72,286,000 | $ 75,769,000 | $ 68,873,000 | |
Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives of intangible assets | 1 year | |||
Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives of intangible assets | 15 years | |||
PJT Capital LP | ||||
Business Acquisition [Line Items] | ||||
Business Combination, other consideration transferred | $ 0 | |||
Business combination related costs which were included in Professional Fees | $ 100,000 | |||
Goodwill | $ 6,896,000 | $ 3,413,000 | ||
PJT Capital LP | Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives of intangible assets | 1 year | |||
PJT Capital LP | Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives of intangible assets | 10 years | |||
Customer Mandates | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives of intangible assets | 18 months | |||
Business combination capitalized transaction costs | 0 | |||
Total purchase price | 1,500,000 | |||
Business combination recognized identifiable assets acquired customer mandates | 1,300,000 | |||
Acquired other assets and liabilities, net | $ 200,000 |
Business Combinations - Allocat
Business Combinations - Allocation of the Purchase Price of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Oct. 02, 2015 | Dec. 31, 2014 |
Assets | ||||
Goodwill | $ 72,286 | $ 75,769 | $ 68,873 | |
PJT Capital LP | ||||
Assets | ||||
Cash | 12,653 | $ 12,653 | ||
Accounts Receivable | 1,170 | 1,170 | ||
Furniture, Equipment and Leasehold Improvements | 334 | 334 | ||
Other Assets | 362 | 362 | ||
Intangible Assets | 13,300 | 13,300 | ||
Deferred Tax Assets | 3,483 | |||
Goodwill | 3,413 | 6,896 | ||
Total assets acquired | 34,715 | 34,715 | ||
Liabilities | ||||
Accrued Compensation and Benefits | 29,424 | 29,424 | ||
Accounts Payable, Accrued Expenses and Other Liabilities | 4,626 | 4,626 | ||
Taxes Payable | 665 | 665 | ||
Total liabilities assumed | 34,715 | $ 34,715 | ||
PJT Capital LP | Measurement Period Adjustments | ||||
Assets | ||||
Deferred Tax Assets | 3,483 | |||
Goodwill | $ (3,483) |
Business Combinations - Supplem
Business Combinations - Supplemental Unaudited Pro Forma Information (Details) - PJT Capital LP - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Combination Separately Recognized Transactions [Line Items] | ||
Total Revenues | $ 430,086 | $ 411,073 |
Loss Before Provision for Taxes | (29,102) | (296) |
Loss Attributable to PJT Partners Inc. | $ (11,616) | $ (3,478) |
Accounts Receivable and Allow44
Accounts Receivable and Allowance for Doubtful Accounts - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Financing Receivable Allowance For Credit Losses [Line Items] | ||
Long-term receivables more than 90 days past due | $ 2.7 | $ 2.2 |
Placement Fee Receivable | ||
Financing Receivable Allowance For Credit Losses [Line Items] | ||
Long-term receivables | $ 73.1 | $ 62.6 |
Minimum | ||
Financing Receivable Allowance For Credit Losses [Line Items] | ||
Accounts receivable payment terms | 3 years | |
Maximum | ||
Financing Receivable Allowance For Credit Losses [Line Items] | ||
Accounts receivable payment terms | 4 years |
Accounts Receivable and Allow45
Accounts Receivable and Allowance for Doubtful Accounts - Changes in Allowance for Doubtful Accounts related to Long-Term Receivables (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Receivables [Abstract] | |||
Balance, Beginning of Period | $ 0 | $ 392 | $ 1,621 |
Bad Debt Recovery | 0 | (392) | (1,229) |
Balance, End of Period | $ 0 | $ 0 | $ 392 |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Balance, Beginning of Year | $ 75,769 | $ 68,873 | |
Goodwill Acquired | [1] | 6,896 | |
Measurement Period Adjustment | [2] | (3,483) | |
Balance, End of Year | $ 72,286 | $ 75,769 | |
[1] | The change in carrying amount of goodwill was the result of the business combination disclosed in Note 4. “Business Combinations.” | ||
[2] | During the year ended December 31, 2016, the Company recorded a $3.5 million measurement period adjustment related to the acquisition of PJT Capital LP. |
Goodwill and Intangible Asset47
Goodwill and Intangible Assets - Schedule of Changes in Carrying Amount of Goodwill (Parenthetical) (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016USD ($) | ||
Goodwill [Line Items] | ||
Measurement period adjustment | $ (3,483) | [1] |
PJT Capital LP | ||
Goodwill [Line Items] | ||
Measurement period adjustment | $ 3,500 | |
[1] | During the year ended December 31, 2016, the Company recorded a $3.5 million measurement period adjustment related to the acquisition of PJT Capital LP. |
Goodwill and Intangible Asset48
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill And Intangible Assets [Line Items] | ||
Impairment of goodwill | $ 0 | $ 0 |
Impairment of intangible assets related to certain customer relationship | 0 | 6,000,000 |
Expected amortization expense, year 2017 | 2,400,000 | |
Expected amortization expense, year 2018 | 2,300,000 | |
Expected amortization expense, year 2019 | 2,300,000 | |
Expected amortization expense, year 2020 | 2,300,000 | |
Expected amortization expense, year 2021 | $ 2,300,000 | |
Intangible assets, weighted average useful life | 8 years 8 months 12 days | |
Customer Relationships | ||
Goodwill And Intangible Assets [Line Items] | ||
Fair value of Intangible assets | $ 0 |
Goodwill and Intangible Asset49
Goodwill and Intangible Assets - Intangible Assets, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Finite-Lived Intangible Assets | ||||||
Customer Relationships | $ 26,476 | $ 26,476 | ||||
Client Backlog | 7,600 | |||||
Trade Name | 5,700 | 5,700 | ||||
Client Mandates and Other | 1,276 | 1,483 | ||||
Total Intangible Assets | 33,452 | 41,259 | ||||
Accumulated Amortization | (18,739) | (17,613) | ||||
Intangible Assets, Net | $ 14,713 | [1] | $ 23,646 | [1] | $ 19,797 | $ 22,450 |
[1] | Excludes fully amortized intangible assets. |
Goodwill and Intangible Asset50
Goodwill and Intangible Assets - Schedule of Changes in Intangible Assets, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Goodwill And Intangible Assets Disclosure [Abstract] | |||||
Balance, Beginning of Year | $ 23,646 | [1] | $ 19,797 | $ 22,450 | |
Additions | 14,805 | ||||
Amortization Expense | (8,870) | (10,939) | (2,653) | ||
Translation Adjustments | (63) | (17) | |||
Balance, End of Year | $ 14,713 | [1] | $ 23,646 | [1] | $ 19,797 |
[1] | Excludes fully amortized intangible assets. |
Furniture, Equipment and Leas51
Furniture, Equipment and Leasehold Improvements - Schedule of Furniture, Equipment and Leasehold Improvements (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Furniture, Equipment and Leasehold Improvements, Gross | $ 46,031 | $ 34,322 |
Accumulated Depreciation | (7,876) | (2,832) |
Furniture, Equipment and Leasehold Improvements, Net | 38,155 | 31,490 |
Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Furniture, Equipment and Leasehold Improvements, Gross | 1,778 | 1,873 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Furniture, Equipment and Leasehold Improvements, Gross | 32,889 | 23,330 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Furniture, Equipment and Leasehold Improvements, Gross | $ 11,364 | $ 9,119 |
Furniture, Equipment and Leas52
Furniture, Equipment and Leasehold Improvements - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property Plant And Equipment [Abstract] | |||
Depreciation Expense | $ 5.2 | $ 3.9 | $ 5.1 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income (Loss ) Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||||||||
Domestic | $ 38,360 | $ 29,581 | $ 8,952 | ||||||||
International | (23,860) | (35,517) | (1,414) | ||||||||
Income (Loss) Before Provision for Taxes | $ 23,982 | $ (1,960) | $ (10,255) | $ 2,733 | $ (28,669) | $ 43,861 | $ (6,439) | $ (14,689) | $ 14,500 | $ (5,936) | $ 7,538 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Federal Income Tax | $ 4,131 | $ 50 | |
State and Local Income Tax | 2,777 | 3,576 | $ 3,495 |
Foreign Income Tax | 191 | 331 | 319 |
Total Current | 7,099 | 3,957 | 3,814 |
Federal Income Tax | 2,376 | (3,698) | |
State and Local Income Tax | (20) | (17) | (768) |
Foreign Income Tax | (63) | (3) | |
Deferred Income Tax Expense (Benefit) | 2,293 | (3,718) | (768) |
Provision for Taxes | $ 9,392 | $ 239 | $ 3,046 |
Income Taxes - Summary of Compa
Income Taxes - Summary of Company's Tax Position (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||||||||
Income (Loss) Before Provision for Taxes | $ 23,982 | $ (1,960) | $ (10,255) | $ 2,733 | $ (28,669) | $ 43,861 | $ (6,439) | $ (14,689) | $ 14,500 | $ (5,936) | $ 7,538 |
Provision for Taxes | $ 9,392 | $ 239 | $ 3,046 | ||||||||
Effective Income Tax Rate | 64.80% | (4.00%) | 40.40% |
Income Taxes - Reconciles the e
Income Taxes - Reconciles the effective income tax rate to the U.S Federal Statutory Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Expected Income Tax Expense (Benefit) at the Federal Statutory Rate | 35.00% | 35.00% | 35.00% |
Permanent Differences for Compensation | 33.40% | (24.90%) | |
Accrual to Blackstone Related to Employee Matters Agreement | 9.90% | ||
Partnership (Income) Loss Not Subject to U.S. Corporate Income Taxes | (21.20%) | 54.20% | (35.00%) |
Foreign Income Taxes | 0.90% | (4.90%) | 4.20% |
State and Local Income Taxes, Net of Federal Benefit | 14.00% | (63.20%) | 36.20% |
Return to Provision | (6.40%) | ||
Other | (0.80%) | (0.20%) | |
Effective Income Tax Rate | 64.80% | (4.00%) | 40.40% |
Income Taxes - Summary of Net D
Income Taxes - Summary of Net Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Tax Assets | ||
Tax Basis Step-Up from Blackstone | $ 51,321 | $ 57,046 |
Deferred Compensation | 22,570 | 15,173 |
Net Operating Loss | 4,879 | 2,919 |
Deferred Rent | 3,506 | |
Partner Exchange Basis Step-Up | 1,135 | |
Other | 973 | 3,184 |
Deferred Tax Assets Before Valuation Allowance | 84,384 | 78,322 |
Valuation Allowance | (5,347) | (2,222) |
Total Deferred Tax Assets | 79,037 | 76,100 |
Deferred Tax Liabilities | ||
Intangible Assets | 3,164 | 5,008 |
Fixed Assets | 2,408 | |
Other | 2,508 | 2,404 |
Total Deferred Tax Liabilities | 8,080 | 7,412 |
Deferred Tax Asset, Net | $ 70,957 | $ 68,688 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||
Deferred tax asset exchange of partnership units | $ 1,135,000 | ||
Percentage of tax benefit to partnership holders | 85.00% | ||
Amount of tax benefit to partnership holders | $ 964,000 | ||
Deferred tax asset payable period | 15 years | ||
Remaining deferred tax asset benefit | $ 200,000 | ||
Valuation allowance | 5,347,000 | $ 2,222,000 | |
Interest expense related to unrecognized tax positions | 0 | 0 | $ 42,000 |
Penalties accrued related to unrecognized tax positions | 0 | 0 | 0 |
Interest accrued in settlement of an audit of a subsidiary tax return for the year 2007 | 0 | $ 0 | $ 45,000 |
Foreign Country | |||
Income Taxes [Line Items] | |||
Operating loss | $ 23,900,000 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits Excluding Related Interest and Penalties (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Income Tax Disclosure [Abstract] | |
Unrecognized Tax Benefits — January 1 | $ 5 |
Additions for Tax Positions of Prior Years | 56 |
Settlements | $ (61) |
Net Loss Per Share of Class A60
Net Loss Per Share of Class A Common Stock - Schedule of Net Loss Per Share of Class A Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | ||||||||||||
Net Income (Loss) | $ 18,729 | $ (10,336) | $ (4,716) | $ 1,431 | $ (24,935) | $ 41,890 | $ (7,023) | $ (16,107) | $ 5,108 | $ (6,175) | $ 4,492 | |
Net Income (Loss) Attributable to Redeemable Non-Controlling Interests | 11,984 | (625) | (4,393) | 1,176 | (13,751) | 8,142 | (13,751) | |||||
Net Income (Loss) Attributable to PJT Partners Inc. | $ 6,745 | $ (9,711) | $ (323) | $ 255 | $ (11,184) | $ 18,760 | $ (3,034) | $ 7,576 | $ 4,492 | |||
Class A Common Stock | ||||||||||||
Denominator: | ||||||||||||
Weighted-Average Shares of Class A Common Stock Outstanding — Basic and Diluted | 18,258,174 | 18,292,717 | ||||||||||
Net Loss Per Share of Class A Common Stock — Basic and Diluted | $ 0.35 | $ (0.53) | $ (0.02) | $ 0.01 | $ (0.61) | $ (0.17) |
Net Loss Per Share of Class A61
Net Loss Per Share of Class A Common Stock - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2016shares | |
Earnings Per Share [Abstract] | |
Class A common shares outstanding if all Holding Partnership Units exchanged | 34,361,674 |
Net Loss Per Share of Class A62
Net Loss Per Share of Class A Common Stock - Anti-Dilutive Securities Excluded from Net Loss Per Share of Class A Common Stock (Details) - Class A Common Stock - shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Dec. 31, 2016 | |
Weighted-Average Unvested RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of net loss per share | 623,316 | 2,087,696 |
Weighted-Average Participating RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of net loss per share | 511,139 | 733,287 |
Weighted-Average Partnership Units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the calculation of net loss per share | 16,055,122 | 16,068,957 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Thousands | Oct. 02, 2015shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense in relation to classified awards | $ 89,010 | $ 65,342 | $ 90,396 | |
Blackstone | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense in relation to classified awards | 44,900 | |||
2015 Omnibus Incentive Plan | Class A Common Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, number of shares authorized | shares | 12,200,000 | |||
PJT Partners Holdings LP | Spinoff | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Internal reorganization effective date | Oct. 1, 2015 | |||
PJT Partners Holdings LP | Class A Common Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Exchange of Partnership unit to shares, number of shares per each unit | 1 | |||
PJT Equity Awards at Spin-off | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Percentage of equity awards in Former Parent that were converted into PJT equity awards | 50.00% | |||
Vesting period for other than awards | 180 days | |||
Restricted Stock Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Issuance of restricted stock units | shares | 963,517 | |||
Estimated unrecognized compensation expense related to unvested awards | $ 71,100 | |||
Weighted-average period for recognition of compensation expense related to unvested awards | 1 year 3 months 18 days | |||
Restricted Stock Units | Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Assumed forfeiture rate | 1.00% | |||
Restricted Stock Units | Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 5 years | |||
Assumed forfeiture rate | 16.70% | |||
Restricted Stock Units | PJT Partners Holdings LP | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Issuance of restricted stock units | shares | 554,850 | |||
Equity Classified Awards | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense in relation to classified awards | $ 20,400 | |||
Partnership Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Vesting period | 5 years | |||
Estimated unrecognized compensation expense related to unvested awards | $ 76,900 | |||
Assumed forfeiture rate | 5.50% | |||
Weighted-average period for recognition of compensation expense related to unvested awards | 2 years 1 month 6 days | |||
Service and Market Conditions | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Estimated unrecognized compensation expense related to unvested awards | $ 22,700 | |||
Assumed forfeiture rate | 5.50% | |||
Weighted-average period for recognition of compensation expense related to unvested awards | 2 years 4 months 24 days | |||
Equity-based awards service condition requirement | 5 years | |||
Weighted-average share price targets on consecutive trading period | 30 days | |||
Consummation spin-off price one | $ / shares | $ 48 | |||
Consummation spin-off price two | $ / shares | 55 | |||
Consummation spin-off price three | $ / shares | 63 | |||
Consummation spin-off price four | $ / shares | 71 | |||
Consummation spin-off price five | $ / shares | $ 79 | |||
Service and Market Conditions | Period Three | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based awards vesting percentage with service condition | 20.00% | |||
Service and Market Conditions | Period Four | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based awards vesting percentage with service condition | 30.00% | |||
Service and Market Conditions | Period Five | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based awards vesting percentage with service condition | 50.00% |
Equity-Based Compensation - Sto
Equity-Based Compensation - Stock-Based Compensation Expense and Related Income Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Stock-Based Compensation Expense | $ 89,010 | $ 65,342 | $ 90,396 |
Income Tax Benefit | $ 10,678 | $ 2,618 | $ 308 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Unvested Restricted Stock Units (Details) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
PJT Partners Inc. | |
Number of Units | |
Beginning Balance | shares | 5,344,573 |
Granted (Units) | shares | 736,135 |
Vested (Units) | shares | (82,734) |
Forfeited (Units) | shares | (225,182) |
Dividends Reinvested on Participating RSUs | shares | 3,322 |
Ending Balance | shares | 5,776,114 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance | $ / shares | $ 20.98 |
Granted (Weighted-Average Grant Date Fair Value) | $ / shares | $ / shares | 27.15 |
Vested (Weighted-Average Grant Date Fair Value) | $ / shares | $ / shares | 17.46 |
Forfeited (Weighted-Average Grant Date Fair Value) | $ / shares | $ / shares | 23.65 |
Dividends Reinvested on Participating RSUs | $ / shares | 22.08 |
Ending Balance | $ / shares | $ 21.71 |
PJT Partners Holdings LP | |
Number of Units | |
Beginning Balance | shares | 554,850 |
Vested (Units) | shares | (111,161) |
Ending Balance | shares | 443,689 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance | $ / shares | $ 23.73 |
Vested (Weighted-Average Grant Date Fair Value) | $ / shares | $ / shares | 16.33 |
Ending Balance | $ / shares | $ 25.58 |
Equity-Based Compensation - S66
Equity-Based Compensation - Summary of Status of Company's Unvested Equity-Based Awards (Details) | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Partnership Units | |
Number of Units | |
Beginning Balance | shares | 5,315,000 |
Granted (Units) | shares | 340,228 |
Forfeited (Units) | shares | (63,871) |
Ending Balance | shares | 5,591,357 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance | $ / shares | $ 21 |
Granted (Weighted-Average Grant Date Fair Value) | $ / shares | 26.23 |
Forfeited (Weighted-Average Grant Date Fair Value) | $ / shares | 28.29 |
Ending Balance | $ / shares | $ 21.23 |
Equity-Based Awards with Both Service and Market Conditions | PJT Partners Holdings LP | |
Number of Units | |
Beginning Balance | shares | 6,530,048 |
Forfeited (Units) | shares | (26,584) |
Ending Balance | shares | 6,503,464 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance | $ / shares | $ 5.72 |
Forfeited (Weighted-Average Grant Date Fair Value) | $ / shares | 5.72 |
Ending Balance | $ / shares | $ 5.72 |
Equity-Based Compensation - Unv
Equity-Based Compensation - Unvested Units After Expected Forfeitures which are Expected to Vest (Details) | 12 Months Ended |
Dec. 31, 2016shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Units expected to vest | 16,926,734 |
Weighted-average service period of unit expected to vest (in years) | 1 year 10 months 24 days |
Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Units expected to vest | 5,852,412 |
Weighted-average service period of unit expected to vest (in years) | 1 year 3 months 18 days |
PJT Partners Holdings LP | Partnership Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Units expected to vest | 11,074,322 |
Weighted-average service period of unit expected to vest (in years) | 2 years 3 months 18 days |
Stockholder's Equity (Deficit)
Stockholder's Equity (Deficit) - Additional Information (Details) | Oct. 02, 2015Voteshares | Dec. 31, 2016shares | Dec. 31, 2015shares |
PJT Partners Holdings LP | |||
Class Of Stock [Line Items] | |||
Voting power | 100.00% | ||
Non-controlling interest percentage | 46.60% | 47.10% | |
PJT Partners Holdings LP | Maximum | |||
Class Of Stock [Line Items] | |||
Economic interest | 100.00% | ||
Class A Common Stock | |||
Class Of Stock [Line Items] | |||
Common Stock, Shares Issued | shares | 17,966,456 | 18,003,272 | 17,966,456 |
Common stock, voting rights, votes per share | Vote | 1 | ||
Class B Common Stock | |||
Class Of Stock [Line Items] | |||
Common Stock, Shares Issued | shares | 300 | 271 | 300 |
Common stock, voting rights, votes per share | Vote | 1 |
Transactions With Related Par69
Transactions With Related Parties - Additional Information (Details) - USD ($) | Feb. 16, 2017 | Feb. 13, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | |||||||
Professional fees | $ 18,925,000 | $ 19,814,000 | $ 10,837,000 | ||||
Due to and from settlement of non cash contributions | 8,566,000 | ||||||
Advisory Fees | 377,610,000 | $ 286,014,000 | $ 271,278,000 | ||||
Percentage of advisory fees earned from affiliates | 1.50% | 11.80% | |||||
Placement Fees | 114,968,000 | $ 114,058,000 | $ 127,664,000 | ||||
Percentage of placement fees earned from affiliates | 12.60% | 11.70% | |||||
Severance Accrued (Reversed) | 0 | $ (2,600,000) | $ 19,800,000 | ||||
Non-cash equity-based compensation expense | 5,200,000 | ||||||
Forfeiture Accrual | $ 500,000 | 500,000 | 1,300,000 | ||||
Aggregate payment on exchange of partnership units settled | (170,000) | ||||||
Aggregate payment on exchange of partnership units settled | 16,054,000 | ||||||
Amount Due Pursuant to Tax Receivable Agreement | 964,000 | 964,000 | |||||
Unsecured Promissory Notes | |||||||
Related Party Transaction [Line Items] | |||||||
Promissory notes | 600,000 | ||||||
Notes payable, spread on variable prime rate | 1.00% | ||||||
Blackstone | |||||||
Related Party Transaction [Line Items] | |||||||
Professional fees | 300,000 | 0 | 0 | ||||
Amounts payable related to certain professional fees | 300,000 | 300,000 | |||||
Amounts payable related to certain purchases of furniture, equipment and leasehold improvements | 0 | 0 | 4,000,000 | ||||
Receivable from former parent for accounts receivable balance | 4,500,000 | ||||||
Due to and from settlement of non cash contributions | 8,566,000 | ||||||
Amount payable under transition services agreement | 25,000 | 25,000 | 500,000 | ||||
Tax benefit accrual | $ 4,100,000 | 4,100,000 | |||||
Affiliates | |||||||
Related Party Transaction [Line Items] | |||||||
Advisory Fees | 0 | 4,220,000 | 31,948,000 | ||||
Placement Fees | 0 | 14,329,000 | 14,911,000 | ||||
Affiliates | Interest Income | |||||||
Related Party Transaction [Line Items] | |||||||
Interest income earned from affiliates | $ 0 | $ 200,000 | $ 300,000 | ||||
PJT Partners Holdings LP | |||||||
Related Party Transaction [Line Items] | |||||||
Exchange of partnership units settled | 361,588 | 594,072 | |||||
Aggregate payment on exchange of partnership units settled | $ 16,054,000 | ||||||
Percentage payment to exchanging holders of partnership units of benefits | 85.00% | ||||||
Amount Due Pursuant to Tax Receivable Agreement | $ 964,000 | $ 964,000 | |||||
PJT Partners Holdings LP | Subsequent Event | |||||||
Related Party Transaction [Line Items] | |||||||
Aggregate payment on exchange of partnership units settled | $ 13,000,000 | ||||||
Price per partnership unit paid equal to the volume-weighted average price of share | $ 36.09 |
Transactions With Related Par70
Transactions With Related Parties - Summary of Net Accrued Balance and Utilization Under Balance Sheet (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Severance Accrued Balance [Line Items] | |||
Severance Reversed | $ 0 | $ (2,600,000) | $ 19,800,000 |
Employee Severance | |||
Severance Accrued Balance [Line Items] | |||
Severance, December 31, 2014 | 13,393,000 | ||
Severance Reversed | (2,620,000) | ||
Payments | (10,633,000) | ||
Settlement of Due to Blackstone Balance | (140,000) | ||
Severance, December 31, 2015 | 13,393,000 | ||
Employee Severance | Due to Blackstone | |||
Severance Accrued Balance [Line Items] | |||
Severance, December 31, 2014 | 10,372,000 | ||
Severance Reversed | (2,526,000) | ||
Payments | (7,706,000) | ||
Settlement of Due to Blackstone Balance | (140,000) | ||
Severance, December 31, 2015 | 10,372,000 | ||
Employee Severance | Accrued Compensation and Benefits | |||
Severance Accrued Balance [Line Items] | |||
Severance, December 31, 2014 | 3,021,000 | ||
Severance Reversed | (94,000) | ||
Payments | $ (2,927,000) | ||
Severance, December 31, 2015 | $ 3,021,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | Oct. 10, 2016 | Oct. 02, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Commitments And Contingencies [Line Items] | |||||
Description of expiration date for operating leases | various dates through 2030 | ||||
Rent expense | $ 24,300,000 | $ 17,200,000 | $ 23,300,000 | ||
Capital lease obligations payable maturity year | 2,021 | ||||
Weighted-average interest rate of capital lease obligations payable | 2.30% | ||||
Net book value of capital lease obligations | $ 400,000 | 400,000 | |||
Loss contingency expense | 8,900,000 | ||||
Insurance reimbursement received | 5,600,000 | ||||
Payment related to loss contingency | 8,900,000 | ||||
Irrevocable Standby Letters of Credit | |||||
Commitments And Contingencies [Line Items] | |||||
Letter of credit | $ 4,500,000 | $ 5,500,000 | |||
Revolving Credit Facility | |||||
Commitments And Contingencies [Line Items] | |||||
Revolving credit facility, borrowing capacity before increase | $ 60,000,000 | ||||
Revolving credit facility, maturity date | Oct. 2, 2017 | ||||
Increase revolving credit facility | $ 80,000,000 | ||||
Notes payable, spread on variable prime rate | 1.00% | ||||
Line of credit facility, interest rate description | Interest on the borrowings is based on the prime rate minus 1.0% | ||||
Revolving credit facility, extended maturity period | 1 year | ||||
Revolving credit facility, extended maturity date | Oct. 2, 2018 | ||||
Revolving credit facility, amount outstanding | $ 0 |
Commitments and Contingencies72
Commitments and Contingencies - Schedule of Aggregate Minimum Future Payments Required on Non-Cancelable Leases (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Minimum Capital Lease Payments | |
2,017 | $ 100 |
2,018 | 100 |
2,019 | 100 |
2,020 | 77 |
2,021 | 4 |
Total Minimum Lease Payments - Capital Leases | 381 |
Less: Amount Representing Interest | 16 |
Capital Lease Obligation | 365 |
Minimum Operating Lease Payments | |
2,017 | 22,768 |
2,018 | 20,564 |
2,019 | 19,980 |
2,020 | 19,033 |
2,021 | 19,528 |
Thereafter | 105,527 |
Total Minimum Lease Payments - Operating Leases | 207,400 |
Less: Sublease Proceeds | 18,588 |
Net Minimum Lease Payments - Operating Leases | $ 188,812 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation And Retirement Disclosure [Abstract] | |||
Defined contribution plan, expenses incurred | $ 0.6 | $ 0.6 | $ 0.5 |
Regulated Entities - Additional
Regulated Entities - Additional Information (Details) € in Thousands, $ in Thousands, HKD in Millions | Dec. 31, 2016USD ($) | Dec. 31, 2016EUR (€) | Dec. 31, 2016HKD | Dec. 31, 2015USD ($) |
United Kingdom | ||||
Regulatory Authorities [Line Items] | ||||
Minimum net capital requirement | € | € 50 | |||
Hong Kong | ||||
Regulatory Authorities [Line Items] | ||||
Minimum net capital requirement | HKD | HKD 3 | |||
Park Hill Group LLC | ||||
Regulatory Authorities [Line Items] | ||||
Minimum net capital requirement | $ 250 | |||
Percentage of aggregate indebtedness capital requirement | 2 | 2 | 2 | |
Net capital | $ 18,100 | $ 19,000 | ||
Net capital in excess of required net capital | 17,900 | 18,800 | ||
PJT Partners LP | ||||
Regulatory Authorities [Line Items] | ||||
Minimum net capital requirement | $ 100 | |||
Percentage of aggregate indebtedness capital requirement | 6.67 | 6.67 | 6.67 | |
Net capital | $ 65,600 | 10,300 | ||
Net capital in excess of required net capital | $ 64,100 | $ 9,300 | ||
Maximum | PJT Partners LP | ||||
Regulatory Authorities [Line Items] | ||||
Percentage of aggregate indebtedness capital requirement | 15 | 15 | 15 |
Business Information - Addition
Business Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Number of reportable segments | 1 |
Business Information - Geograph
Business Information - Geographical Distribution of Revenues and Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | |||||||||||
Revenues | $ 173,496 | $ 121,346 | $ 89,284 | $ 115,304 | $ 103,822 | $ 147,322 | $ 72,469 | $ 82,325 | $ 499,430 | $ 405,938 | $ 401,069 |
Assets | |||||||||||
Assets | 590,476 | 467,252 | 590,476 | 467,252 | |||||||
Domestic | |||||||||||
Revenues | |||||||||||
Revenues | 465,046 | 381,389 | 352,391 | ||||||||
Assets | |||||||||||
Assets | 545,049 | 444,040 | 545,049 | 444,040 | |||||||
International | |||||||||||
Revenues | |||||||||||
Revenues | 34,384 | 24,549 | $ 48,678 | ||||||||
Assets | |||||||||||
Assets | $ 45,427 | $ 23,212 | $ 45,427 | $ 23,212 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Class A Common Stock - $ / shares | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | |
Subsequent Event [Line Items] | |||||
Dividend declared, description | The Board of Directors of PJT Partners Inc. has declared a quarterly dividend | ||||
Dividends Declared Per Share of Class A Common Stock | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 |
Dividends payable, date to be paid | Mar. 23, 2017 | ||||
Dividends payable, date of record | Mar. 9, 2017 |
Quarterly Financial Data (Una78
Quarterly Financial Data (Unaudited) - Schedule Of Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Data [Line Items] | ||||||||||||
Revenues | $ 173,496 | $ 121,346 | $ 89,284 | $ 115,304 | $ 103,822 | $ 147,322 | $ 72,469 | $ 82,325 | $ 499,430 | $ 405,938 | $ 401,069 | |
Expenses | 149,514 | 123,306 | 99,539 | 112,571 | 132,491 | 103,461 | 78,908 | 97,014 | 484,930 | 411,874 | 393,531 | |
Income (Loss) Before Provision for Taxes | 23,982 | (1,960) | (10,255) | 2,733 | (28,669) | 43,861 | (6,439) | (14,689) | 14,500 | (5,936) | 7,538 | |
Net Income (Loss) | 18,729 | (10,336) | (4,716) | 1,431 | (24,935) | $ 41,890 | $ (7,023) | $ (16,107) | 5,108 | (6,175) | 4,492 | |
Net Income (Loss) Attributable to PJT Partners Inc. | 6,745 | (9,711) | (323) | 255 | (11,184) | $ 18,760 | (3,034) | 7,576 | $ 4,492 | |||
Net Income (Loss) Attributable to Redeemable Non-Controlling Interests | $ 11,984 | $ (625) | $ (4,393) | $ 1,176 | $ (13,751) | $ 8,142 | $ (13,751) | |||||
Class A Common Stock | ||||||||||||
Quarterly Financial Data [Line Items] | ||||||||||||
Net Income (Loss) Per Share of Class A Common Stock — Basic and Diluted | $ 0.35 | $ (0.53) | $ (0.02) | $ 0.01 | $ (0.61) | $ (0.17) | ||||||
Dividends Declared Per Share of Class A Common Stock | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 | $ 0.05 |
Valuation And Qualifying Acco79
Valuation And Qualifying Accounts (Detail) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance, Beginning of Period | $ 862 | $ 3,758 | $ 2,876 |
Bad Debt Expense (Reversal) | 3,512 | (2,260) | 2,138 |
Charge-offs of Uncollectible Balances | (1,256) | ||
Adjustment for Separation from Blackstone | (636) | ||
Balance, End of Period | $ 4,374 | $ 862 | $ 3,758 |