Restatement of Previously Issued Consolidated Financial Statements | Restatement of Previously Issued Consolidated Financial Statements Restatement Background On April 12, 2021, the Staff of the SEC released a statement (the “SEC Statement”) informing market participants that certain features of warrants commonly issued in transactions involving special purpose acquisition companies (“SPACs”), which features may also exist in certain non-SPAC issuers, may require classification as a liability of the entity measured at fair value, with changes in fair value reported in earnings each period. The Company previously classified its private placement warrants and public warrants (collectively, the “Warrants”) as components of equity. For a full description of the terms of the Warrants, please refer to the Warrant Agreement attached as Exhibit 4.1 to this Annual Report. The SEC Statement discussed “certain features of warrants issued in SPAC transactions” that “may be common across many entities”. The SEC Statement indicated that when one or more of such features is included in a warrant, the warrant “should be classified as a liability measured at fair value, with changes in fair value each period reported in earnings.” Following consideration of the guidance in the SEC Statement, while the terms of the Warrants as set forth in the Warrant Agreement have not changed, the Company concluded the Warrants should be classified as a liability under Accounting Standards Codification (“ASC”) 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity . Specifically, the exercise of the Warrants may be settled in cash upon the occurrence of a tender offer or exchange that involves 50% or more of our Class A shareholders. Because such a tender offer may not result in a change in control and trigger cash settlement and we do not control the occurrence of such event, we concluded that the Warrants do not meet the conditions to be classified in equity (deficit). As a result of classifying the Warrants as liabilities, a portion of our transaction costs that were previously included in equity were allocated to the Warrants and recorded as general and administrative expenses. Description of Restatement Tables The following tables present the impact of the adjustments described above to our previously reported Consolidated Statements of Financial Condition as of December 31, 2020 and the Consolidated Statements of Income, Consolidated Statements of Comprehensive Income, Consolidated Statements of Equity (Deficit) and Consolidated Statements of Cash Flows for the year ended December 31, 2020. The amounts as previously reported were derived from the Original Form 10-K for the year ended December 31, 2020, filed with the SEC on March 12, 2021. GCM Grosvenor Inc. Notes to Consolidated Financial Statements (In thousands, except share and per share amounts and where otherwise noted) Consolidated Statements of Financial Condition As of December 31, 2020 As Previously Reported Restatement Impacts As Restated Assets Cash and cash equivalents $ 198,146 $ — $ 198,146 Management fees receivable 14,524 — 14,524 Incentive fees receivable 69,424 — 69,424 Due from related parties 11,326 — 11,326 Investments 166,273 — 166,273 Premises and equipment, net 7,870 — 7,870 Intangible assets, net 8,588 — 8,588 Goodwill 28,959 — 28,959 Deferred tax assets, net 73,766 387 74,153 Other assets 53,015 — 53,015 Total assets 631,891 387 632,278 Liabilities and Equity (Deficit) Accrued compensation and benefits 74,681 — 74,681 Employee related obligations 25,274 — 25,274 Debt 335,155 — 335,155 Payable to related parties pursuant to the tax receivable agreement 60,131 387 60,518 Warrant liabilities — 42,793 42,793 Accrued expenses and other liabilities 60,926 — 60,926 Total liabilities 556,167 43,180 599,347 Commitments and contingencies (Note 18) Redeemable noncontrolling interest 115,121 — 115,121 Partners’ deficit — — — Preferred stock, $0.0001 par value, 100,000,000 shares authorized; 0 shares issued and outstanding as of December 31, 2020 — — — Class A common stock, $0.0001 par value, 700,000,000 authorized; 40,835,093 issued and outstanding as of December 31, 2020 4 — 4 Class B common stock, $0.0001 par value, 500,000,000 authorized; 0 shares issued and outstanding as of December 31, 2020 — — — Class C common stock, $0.0001 par value, 300,000,000 authorized; 144,235,246 issued and outstanding as of December 31, 2020 14 — 14 Additional paid-in capital 2,298 407 2,705 Accumulated other comprehensive income (loss) (2,233) — (2,233) Retained earnings (20,098) (9,734) (29,832) Member’s deficit - GCM, L.L.C. — — — Total GCM Grosvenor Inc. deficit / partners’ and member’s deficit (20,015) (9,327) (29,342) Noncontrolling interests in subsidiaries 94,013 — 94,013 Noncontrolling interests in GCMH (113,395) (33,466) (146,861) Total deficit (39,397) (42,793) (82,190) Total liabilities and equity (deficit) $ 631,891 $ 387 $ 632,278 GCM Grosvenor Inc. Notes to Consolidated Financial Statements (In thousands, except share and per share amounts and where otherwise noted) Consolidated Statements of Income Year Ended December 31, 2020 As Previously Reported Restatement Impacts As Restated Revenues Management fees $ 310,745 $ — $ 310,745 Incentive fees 111,650 — 111,650 Other operating income 7,586 — 7,586 Total operating revenues 429,981 — 429,981 Expenses Employee compensation and benefits 388,465 — 388,465 General, administrative and other 82,374 2,257 84,631 Total operating expenses 470,839 2,257 473,096 Operating loss (40,858) (2,257) (43,115) Investment income 10,742 — 10,742 Interest income (expense) (23,446) — (23,446) Other income (expense) (9,562) — (9,562) Change in fair value of warrant liabilities — (13,315) (13,315) Net other income (expense) (22,266) (13,315) (35,581) Loss before income taxes (63,124) (15,572) (78,696) Income taxes 4,506 — 4,506 Net loss (67,630) (15,572) (83,202) Less: Net income attributable to redeemable noncontrolling interest 14,069 — 14,069 Less: Net income attributable to noncontrolling interests in subsidiaries 11,617 — 11,617 Less: Net income (loss) attributable to noncontrolling interests in GCMH (100,823) (12,114) (112,937) Net income (loss) attributable to GCM Grosvenor Inc. $ 7,507 $ (3,458) $ 4,049 Earnings (loss) per share of Class A common stock (1) : Basic $ 0.19 $ (0.09) $ 0.10 Diluted $ (0.50) $ (0.08) $ (0.58) Weighted average shares of Class A common stock outstanding (1) : Basic 39,984,515 — 39,984,515 Diluted 184,219,761 — 184,219,761 (1) Represents earnings (loss) per share of Class A common stock and weighted-average shares of Class A common stock outstanding for the period from November 17, 2020 through December 31, 2020, the period following the Transaction, as defined in Note 3 (see Note 21). GCM Grosvenor Inc. Notes to Consolidated Financial Statements (In thousands, except share and per share amounts and where otherwise noted) Consolidated Statements of Comprehensive Income Year Ended December 31, 2020 As Previously Reported Restatement Impacts As Restated Net loss $ (67,630) $ (15,572) $ (83,202) Other comprehensive income (loss): Unrealized gain on cash flow hedges (4,880) — (4,880) Foreign currency translation adjustment 778 — 778 Total other comprehensive income (loss) (4,102) — (4,102) Comprehensive income (loss) before noncontrolling interests (71,732) (15,572) (87,304) Less: Comprehensive income attributable to redeemable noncontrolling interest 14,069 — 14,069 Less: Comprehensive income attributable to noncontrolling interests in subsidiaries 11,617 — 11,617 Less: Comprehensive income (loss) attributable to noncontrolling interests in GCMH (105,174) (12,114) (117,288) Comprehensive income (loss) attributable to GCM Grosvenor Inc. $ 7,756 $ (3,458) $ 4,298 GCM Grosvenor Inc. Notes to Consolidated Financial Statements (In thousands, except share and per share amounts and where otherwise noted) Consolidated Statements of Equity (Deficit) The following table summarizes the effect of the restatement on each impacted financial statement line on the Consolidated Statements of Equity (Deficit) for the year ended December 31, 2020. Partners’ Deficit Member’s Deficit-GCM, L.L.C. Class A Common Stock Class C Common Stock Additional Retained Accumulated Other Comprehensive Income (Loss) Noncontrolling Interest in Subsidiaries Noncontrolling Interest in GCMH Total Equity (Deficit) Redeemable Noncontrolling Interest As Previously Reported, For The Year Ended December 31, 2020 Effect of the Transaction and purchase of GCMH units $ 366,192 $ 145 $ — $ — $ (342,945) $ (26,541) $ 8,970 $ — $ (117,459) $ (111,638) $ — Deferred costs — — — — (10,367) — — — (37,457) (47,824) — Issuance of Class A common stock due to exercised warrants — — — — 2,298 — — — 8,283 10,581 — Net income (loss) subsequent to the Transaction — — — — — 7,507 — 7,744 (93,900) (78,649) 8,125 Restatement Impacts, For The Year Ended December 31, 2020 Effect of the Transaction and purchase of GCMH units — — — — (489) (6,276) — — (24,446) (31,211) — Deferred costs — — — — 489 — — — 1,768 2,257 — Issuance of Class A common stock due to exercised warrants — — — — 407 — — — 1,326 1,733 — Net income (loss) subsequent to the Transaction — ` — — — (3,458) — — (12,114) (15,572) — As Restated, For The Year Ended December 31, 2020 Effect of the Transaction and purchase of GCMH units 366,192 145 — — (343,434) (32,817) 8,970 — (141,905) (142,849) — Deferred costs — — — — (9,878) — — — (35,689) (45,567) — Issuance of Class A common stock due to exercised warrants — — — — 2,705 — — — 9,609 12,314 — Net income (loss) subsequent to the Transaction $ — $ — $ — $ — $ — $ 4,049 $ — $ 7,744 $ (106,014) $ (94,221) $ 8,125 GCM Grosvenor Inc. Notes to Consolidated Financial Statements (In thousands, except share and per share amounts and where otherwise noted) Consolidated Statements of Cash Flows Year Ended December 31, 2020 As Previously Reported Restatement Impacts As Restated Cash flows from operating activities Net income (loss) $ (67,630) $ (15,572) $ (83,202) Adjustments to reconcile net income (loss) to net cash provided by operating activities Depreciation and amortization expense 9,818 — 9,818 Deferred taxes 629 — 629 Other non-cash compensation 4,564 — 4,564 Non-cash partnership interest-based compensation 172,358 — 172,358 Amortization of debt issuance costs 1,336 — 1,336 Loss on extinguishment of debt 1,514 — 1,514 Change in fair value of derivatives 8,572 — 8,572 Change in fair value of warrants liabilities — 13,315 13,315 Amortization of deferred rent 130 — 130 Proceeds received from investments 8,050 — 8,050 Non-cash investment income (10,742) — (10,742) Other 94 2,257 2,351 Change in assets and liabilities — Management fees receivable (595) — (595) Incentive fees receivable (48,653) — (48,653) Due from related parties (1,100) — (1,100) Other assets (16,568) — (16,568) Accrued compensation and benefits 6,295 — 6,295 Employee related obligations 2,660 — 2,660 Accrued expenses and other liabilities (2,562) — (2,562) Net cash provided by operating activities 68,170 — 68,170 Cash flows from investing activities — Purchases of premises and equipment (1,308) — (1,308) Contributions/subscriptions to investments (23,911) — (23,911) Withdrawals/redemption from investments 19,688 — 19,688 Net cash provided by (used in) investing activities (5,531) — (5,531) Cash flows from financing activities — Capital contributions received from noncontrolling interest 177,832 — 177,832 Capital contributions received from member — — — Capital distributions paid to partners and member (153,670) — (153,670) Capital distributions paid to the noncontrolling interest (39,812) — (39,812) Proceeds from credit facility 20,000 — 20,000 Principal payments on credit facility (45,000) — (45,000) Principal payments on senior loan (91,195) — (91,195) Debt issuance costs — — — Capital contributions related to the Transaction and PIPE transactions net of underwriting costs 179,857 — 179,857 Proceeds from exercise of warrants 6,745 — 6,745 Net cash provided by (used in) financing activities 54,757 — 54,757 Effect of exchange rate changes on cash 884 — 884 Net increase (decrease) in cash and cash equivalents $ 118,280 $ — $ 118,280 Cash and cash equivalents — Beginning of year 79,866 — 79,866 End of year $ 198,146 $ — $ 198,146 Supplemental disclosure of cash flow information — Cash paid during the year for interest $ 21,464 $ — $ 21,464 Cash paid during the year for income taxes $ 3,160 $ — $ 3,160 Supplemental disclosure of non-cash information from financing activities — Deemed contributions from GCMH Equityholders $ 172,358 $ — $ 172,358 Establishment of deferred tax assets, net related to tax receivable agreement and the Transaction $ 14,140 $ — $ 14,140 |