Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 10, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-39716 | |
Entity Registrant Name | GCM Grosvenor Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-2226287 | |
Entity Address, Address Line One | 900 North Michigan Avenue, Suite 1100 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60611 | |
City Area Code | 312 | |
Local Phone Number | 506-6500 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001819796 | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A common stock, $0.0001 par value per share | |
Trading Symbol | GCMG | |
Security Exchange Name | NASDAQ | |
Warrant | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase shares of Class A common stock | |
Trading Symbol | GCMGW | |
Security Exchange Name | NASDAQ | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 44,036,239 | |
Class C common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 144,235,246 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Cash and cash equivalents | $ 119,981 | $ 198,146 |
Management fees receivable | 16,979 | 14,524 |
Incentive fees receivable | 28,274 | 69,424 |
Due from related parties | 9,435 | 11,326 |
Investments | 203,993 | 166,273 |
Premises and equipment, net | 5,629 | 7,870 |
Intangible assets, net | 6,839 | 8,588 |
Goodwill | 28,959 | 28,959 |
Deferred tax assets, net | 71,980 | 74,153 |
Other assets | 20,814 | 53,015 |
Total assets | 512,883 | 632,278 |
Liabilities and Equity (Deficit) | ||
Accrued compensation and benefits | 74,433 | 74,681 |
Employee related obligations | 27,585 | 25,274 |
Debt | 391,234 | 335,155 |
Payable to related parties pursuant to the tax receivable agreement | 60,932 | 60,518 |
Warrant liabilities | 41,888 | 42,793 |
Accrued expenses and other liabilities | 26,961 | 60,926 |
Total liabilities | 623,033 | 599,347 |
Commitments and contingencies (Note 15) | ||
Redeemable noncontrolling interest | 0 | 115,121 |
Preferred stock, $0.0001 par value, 100,000,000 shares authorized, none issued | 0 | 0 |
Additional paid-in capital | 0 | 2,705 |
Accumulated other comprehensive loss | (1,845) | (2,233) |
Retained earnings | (35,777) | (29,832) |
Total GCM Grosvenor Inc. deficit | (37,604) | (29,342) |
Noncontrolling interests in subsidiaries | 104,439 | 94,013 |
Noncontrolling interests in GCMH | (176,985) | (146,861) |
Total deficit | (110,150) | (82,190) |
Total liabilities and equity (deficit) | 512,883 | 632,278 |
Class A common stock | ||
Liabilities and Equity (Deficit) | ||
Common stock | 4 | 4 |
Class B common stock | ||
Liabilities and Equity (Deficit) | ||
Common stock | 0 | 0 |
Class C common stock | ||
Liabilities and Equity (Deficit) | ||
Common stock | $ 14 | $ 14 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Financial Condition (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Class A common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, issued (in shares) | 44,022,131 | 40,835,093 |
Common stock, outstanding (in shares) | 44,022,131 | 40,835,093 |
Class B common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, issued (in shares) | 0 | 0 |
Common stock, outstanding (in shares) | 0 | 0 |
Class C common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, issued (in shares) | 144,235,246 | 144,235,246 |
Common stock, outstanding (in shares) | 144,235,246 | 144,235,246 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | ||
Revenues | |||||
Operating revenue | $ 118,075 | $ 101,746 | $ 340,997 | $ 274,493 | |
Expenses | |||||
Employee compensation and benefits | 72,867 | 75,315 | 232,054 | 186,459 | |
General, administrative and other | 20,131 | 17,263 | 66,314 | 58,101 | |
Total operating expenses | 92,998 | 92,578 | 298,368 | 244,560 | |
Operating income | 25,077 | 9,168 | 42,629 | 29,933 | |
Investment income | 13,732 | 7,902 | 40,239 | 1,700 | |
Interest expense | (5,432) | (5,807) | (14,486) | (17,515) | |
Other income (expense) | 1,329 | 446 | 2,385 | (10,637) | |
Change in fair value of warrant liabilities | (9,550) | 0 | (2,231) | 0 | |
Net other income (expense) | 79 | 2,541 | 25,907 | (26,452) | |
Income before income taxes | 25,156 | 11,709 | 68,536 | 3,481 | |
Provision for income taxes | 2,450 | 541 | 3,991 | 1,710 | |
Net income | 22,706 | 11,168 | 64,545 | 1,771 | |
Less: Net income attributable to redeemable noncontrolling interest | 0 | 3,322 | 19,827 | 5,600 | |
Less: Net income attributable to noncontrolling interests in subsidiaries | 10,142 | 6,520 | 30,439 | 3,873 | |
Less: Net income (loss) attributable to noncontrolling interests in GCMH | 8,508 | 1,326 | 7,020 | (7,702) | |
Net income attributable to GCM Grosvenor Inc. | $ 4,056 | $ 0 | $ 7,259 | $ 0 | |
Earnings per share of Class A common stock: | |||||
Basic (in dollars per share) | [1] | $ 0.09 | $ 0 | $ 0.17 | $ 0 |
Diluted (in dollars per share) | [1] | $ 0.03 | $ 0 | $ 0.03 | $ 0 |
Weighted average shares of Class A common stock outstanding: | |||||
Basic (in shares) | [1] | 44,387,598 | 0 | 43,673,347 | 0 |
Diluted (in shares) | [1] | 188,877,077 | 0 | 188,136,198 | 0 |
Management fees | |||||
Revenues | |||||
Operating revenue | $ 87,796 | $ 78,269 | $ 256,015 | $ 231,106 | |
Incentive fees | |||||
Revenues | |||||
Operating revenue | 29,178 | 21,774 | 79,619 | 38,048 | |
Other operating income | |||||
Revenues | |||||
Operating revenue | $ 1,101 | $ 1,703 | $ 5,363 | $ 5,339 | |
[1] | There were no shares of Class A common stock outstanding prior to November 17, 2020, therefore no earnings per share information has been presented for any period prior to that date. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 22,706 | $ 11,168 | $ 64,545 | $ 1,771 |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on cash flow hedges | 2,005 | 1,103 | 3,349 | (6,180) |
Foreign currency translation adjustment | (290) | 468 | (908) | 153 |
Total other comprehensive income (loss) | 1,715 | 1,571 | 2,441 | (6,027) |
Comprehensive income (loss) before noncontrolling interests | 24,421 | 12,739 | 66,986 | (4,256) |
Less: Comprehensive income attributable to redeemable noncontrolling interest | 0 | 3,322 | 19,827 | 5,600 |
Less: Comprehensive income attributable to noncontrolling interests in subsidiaries | 10,142 | 6,520 | 30,439 | 3,873 |
Less: Comprehensive income (loss) attributable to noncontrolling interests in GCMH | 9,812 | 2,897 | 8,891 | (13,729) |
Comprehensive income attributable to GCM Grosvenor Inc. | $ 4,467 | $ 0 | $ 7,829 | $ 0 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity (Deficit) - USD ($) $ in Thousands | Total | Other Noncontrolling Subsidiaries | GCM Holdings | Member’s Deficit-GCM, L.L.C. | Common StockClass A common stock | Common StockClass C common stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests in Subsidiaries | Noncontrolling Interests in SubsidiariesOther Noncontrolling Subsidiaries | Noncontrolling Interests in GCMH | Noncontrolling Interests in GCMHGCM Holdings | Partners’ Deficit | Cumulative-effect adjustment from adoption | Cumulative-effect adjustment from adoptionAccumulated Other Comprehensive Income (Loss) | Cumulative-effect adjustment from adoptionPartners’ Deficit |
Beginning balance at Dec. 31, 2019 | $ (213,830) | $ (66) | $ (6,854) | $ 101,463 | $ (308,373) | $ 0 | $ 650 | $ (650) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Capital contributions from noncontrolling interests in subsidiaries | 3,124 | 3,124 | |||||||||||||||
Deemed contributions | 38,381 | ||||||||||||||||
Capital distributions | (42,568) | (44) | (42,524) | ||||||||||||||
Capital distributions paid to noncontrolling interests | (14,709) | (14,709) | |||||||||||||||
Equity transaction with Mosaic | 60,935 | 60,935 | |||||||||||||||
Unrealized gain (loss) on cash flow hedges | (6,180) | (6,180) | |||||||||||||||
Translation adjustment | 153 | 153 | |||||||||||||||
Net income (loss) | (3,829) | 52 | 3,873 | (7,754) | |||||||||||||
Ending balance at Sep. 30, 2020 | (178,523) | (58) | (12,231) | 93,751 | (259,985) | ||||||||||||
Beginning balance at Dec. 31, 2019 | 0 | ||||||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||||||
Capital contributions from redeemable noncontrolling interest | 173,797 | ||||||||||||||||
Capital distributions paid to redeemable noncontrolling interest | (7,680) | ||||||||||||||||
Equity transaction with Mosaic | (60,935) | ||||||||||||||||
Net income (loss) | 5,600 | ||||||||||||||||
Ending balance at Sep. 30, 2020 | 110,782 | ||||||||||||||||
Beginning balance at Jun. 30, 2020 | (194,092) | (57) | (13,802) | 90,163 | (270,396) | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Capital contributions from noncontrolling interests in subsidiaries | 976 | 976 | |||||||||||||||
Deemed contributions | 21,605 | 21,605 | |||||||||||||||
Capital distributions | (12,521) | (21) | (12,500) | ||||||||||||||
Capital distributions paid to noncontrolling interests | (3,908) | (3,908) | |||||||||||||||
Unrealized gain (loss) on cash flow hedges | 1,103 | 1,103 | |||||||||||||||
Translation adjustment | 468 | 468 | |||||||||||||||
Net income (loss) | 7,846 | 20 | 6,520 | 1,306 | |||||||||||||
Ending balance at Sep. 30, 2020 | (178,523) | $ (58) | (12,231) | 93,751 | $ (259,985) | ||||||||||||
Beginning balance at Jun. 30, 2020 | 108,665 | ||||||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||||||
Capital distributions paid to redeemable noncontrolling interest | (1,205) | ||||||||||||||||
Net income (loss) | 3,322 | ||||||||||||||||
Ending balance at Sep. 30, 2020 | 110,782 | ||||||||||||||||
Beginning balance at Dec. 31, 2020 | (82,190) | $ 4 | $ 14 | $ 2,705 | $ (29,832) | (2,233) | 94,013 | $ (146,861) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Capital contributions from noncontrolling interests in subsidiaries | 2,558 | 2,558 | |||||||||||||||
Capital distributions paid to noncontrolling interests | $ (22,571) | $ (57,998) | $ (22,571) | $ (57,998) | |||||||||||||
Equity transaction with Mosaic | (61,495) | (14,033) | (47,462) | ||||||||||||||
Settlement of equity-based compensation in satisfaction of withholding tax requirements | (6,899) | (2,479) | (499) | (3,921) | |||||||||||||
Issuance of Class A common stock due to exercised warrants | 23,316 | 5,252 | 18,064 | ||||||||||||||
Deemed contributions | 20,958 | 20,958 | |||||||||||||||
Unrealized gain (loss) on cash flow hedges | 3,349 | 777 | 2,572 | ||||||||||||||
Translation adjustment | (908) | (207) | (701) | ||||||||||||||
Equity-based compensation | 38,084 | 8,654 | 29,430 | ||||||||||||||
Declared dividends | (10,791) | (10,791) | |||||||||||||||
Deferred tax and other tax adjustments | (281) | (99) | (182) | ||||||||||||||
Equity reallocation between controlling and non-controlling interests | (1,914) | 1,914 | |||||||||||||||
Net income (loss) | 44,718 | 7,259 | 30,439 | 7,020 | |||||||||||||
Ending balance at Sep. 30, 2021 | (110,150) | 4 | 14 | 0 | (35,777) | (1,845) | 104,439 | (176,985) | |||||||||
Beginning balance at Dec. 31, 2020 | 115,121 | ||||||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||||||
Capital contributions from redeemable noncontrolling interest | 11 | ||||||||||||||||
Capital distributions paid to redeemable noncontrolling interest | (43,500) | ||||||||||||||||
Equity transaction with Mosaic | (91,459) | ||||||||||||||||
Net income (loss) | 19,827 | ||||||||||||||||
Ending balance at Sep. 30, 2021 | 0 | ||||||||||||||||
Beginning balance at Jun. 30, 2021 | (49,818) | 4 | 14 | 15,383 | (33,185) | (2,209) | 98,707 | (128,532) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Capital contributions from noncontrolling interests in subsidiaries | 500 | 500 | |||||||||||||||
Capital distributions paid to noncontrolling interests | $ (4,910) | $ (19,295) | $ (4,910) | $ (19,295) | |||||||||||||
Equity transaction with Mosaic | (61,495) | (14,033) | (47,462) | ||||||||||||||
Settlement of equity-based compensation in satisfaction of withholding tax requirements | (6,899) | (2,479) | (499) | (3,921) | |||||||||||||
Deemed contributions | 6,029 | 6,029 | |||||||||||||||
Unrealized gain (loss) on cash flow hedges | 2,005 | 479 | 1,526 | ||||||||||||||
Translation adjustment | (290) | (68) | (222) | ||||||||||||||
Equity-based compensation | 5,815 | 1,345 | 4,470 | ||||||||||||||
Declared dividends | (4,235) | (4,235) | |||||||||||||||
Deferred tax and other tax adjustments | (263) | (216) | (47) | ||||||||||||||
Equity reallocation between controlling and non-controlling interests | (1,914) | 1,914 | |||||||||||||||
Net income (loss) | 22,706 | 4,056 | 10,142 | 8,508 | |||||||||||||
Ending balance at Sep. 30, 2021 | (110,150) | $ 4 | $ 14 | $ 0 | $ (35,777) | $ (1,845) | $ 104,439 | $ (176,985) | |||||||||
Beginning balance at Jun. 30, 2021 | 125,923 | ||||||||||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||||||||||
Capital distributions paid to redeemable noncontrolling interest | (34,464) | ||||||||||||||||
Equity transaction with Mosaic | (91,459) | ||||||||||||||||
Net income (loss) | 0 | ||||||||||||||||
Ending balance at Sep. 30, 2021 | $ 0 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities | ||
Net income | $ 64,545 | $ 1,771 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization expense | 3,037 | 7,400 |
Equity-based compensation | 38,083 | 0 |
Deferred taxes | 2,083 | 0 |
Other non-cash compensation | 2,704 | 3,360 |
Partnership interest-based compensation | 20,958 | 38,381 |
Amortization of debt issuance costs | 743 | 1,014 |
Amortization of terminated swap | 3,263 | 0 |
Loss on extinguishment of debt | 675 | 1,514 |
Change in fair value of derivatives | 212 | 9,673 |
Change in fair value of warrant liabilities | 2,231 | 0 |
Amortization of deferred rent | (1,184) | 502 |
Proceeds received from investments | 15,417 | 3,543 |
Non-cash investment loss | (40,239) | (1,700) |
Other | 49 | 22 |
Change in assets and liabilities: | ||
Management fees receivable | (2,484) | 1,338 |
Incentive fees receivable | 41,150 | 9,201 |
Due from related parties | 1,891 | (565) |
Other assets | 25,367 | (25,171) |
Accrued compensation and benefits | (1,344) | (7,428) |
Employee related obligations | 181 | (2,204) |
Accrued expenses and other liabilities | (32,542) | 2,480 |
Net cash provided by operating activities | 144,796 | 43,131 |
Cash flows from investing activities | ||
Purchases of premises and equipment | (392) | (1,165) |
Proceeds from assignment of aircraft share interest | 1,337 | 0 |
Contributions/subscriptions to investments | (20,808) | (16,221) |
Withdrawals/redemption from investments | 7,910 | 14,685 |
Net cash used in investing activities | (11,953) | (2,701) |
Cash flows from financing activities | ||
Capital contributions received from noncontrolling interest | 2,569 | 176,921 |
Capital distributions paid to partners and member | (57,998) | (42,568) |
Capital distributions paid to noncontrolling interests | (66,071) | (22,389) |
Exercise of Mosaic call option | (150,122) | 0 |
Proceeds from senior loan issuance | 110,000 | 0 |
Principal payments on senior loan | (52,259) | (91,195) |
Proceeds from credit facility | 0 | 20,000 |
Principal payments on credit facility | 0 | (3,000) |
Debt issuance costs | (3,080) | 0 |
Proceeds from exercise of warrants | 24,468 | 0 |
Payments from repurchase of warrants | (450) | 0 |
Settlement of equity-based compensation in satisfaction of withholding tax requirements | (6,899) | 0 |
Dividends paid | (10,120) | 0 |
Net cash provided by (used in) financing activities | (209,962) | 37,769 |
Effect of exchange rate changes on cash | (1,046) | 121 |
Net increase (decrease) in cash and cash equivalents | (78,165) | 78,320 |
Beginning of period | 198,146 | 79,866 |
End of period | 119,981 | 158,186 |
Supplemental disclosure of cash flow information | ||
Cash paid during the period for interest | 10,080 | 16,105 |
Cash paid during the period for income taxes | 4,027 | 2,745 |
Supplemental disclosure of non-cash information from financing activities | ||
Deemed contributions from GCMH Equityholders | 20,958 | 38,381 |
Establishment of deferred tax assets, net related to tax receivable agreement and the Transaction | (99) | 0 |
Dividends declared but not paid | $ 669 | $ 0 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization GCM Grosvenor Inc. (“GCMG”) and its subsidiaries including Grosvenor Capital Management Holdings, LLLP (the “Partnership” or “GCMH” and collectively, the “Company”), provide comprehensive investment solutions to primarily institutional clients who seek allocations to alternative investments such as hedge fund strategies, private equity, real estate, infrastructure and strategic investments. The Company collaborates with its clients to construct investment portfolios across multiple investment strategies in the private and public markets, customized to meet their specific objectives. The Company also offers specialized commingled funds which span the alternatives investing universe that are developed to meet broad market demands for strategies and risk-return objectives. The Company, through its subsidiaries acts as the investment adviser, general partner or managing member to customized funds and commingled funds (collectively, the “GCM Funds”). GCMG was incorporated on July 27, 2020 under the laws of the State of Delaware for the purpose of consummating the Transaction as described in Note 3 and merging with CF Finance Acquisition Corp. (“CFAC”), a blank check company incorporated on July 9, 2014 under the laws of the State of Delaware. GCMG owns all of the equity interests of GCM Grosvenor Holdings, LLC (“IntermediateCo”), formerly known as CF Finance Intermediate Acquisition, LLC until November 18, 2020, which is the general partner of GCMH subsequent to the Transaction. GCMG’s ownership (through IntermediateCo) of GCMH as of September 30, 2021 and December 31, 2020 was approximately 23.4% and 22.1%, respectively. GCMH is a holding company operated pursuant to the Fifth Amended and Restated Limited Liability Limited Partnership Agreement (the “Partnership Agreement”) dated November 17, 2020, among the limited partners including Grosvenor Holdings, L.L.C. (“Holdings”), Grosvenor Holdings II, L.L.C (“Holdings II”) and GCM Grosvenor Management, LLC (“Management LLC”) (collectively, “GCMH Equityholders”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The unaudited Condensed Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for annual financial statements. In the opinion of management, all necessary adjustments (which consists of only normal recurring items) have been made to fairly present the Condensed Consolidated Financial Statements for the interim periods presented. Results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, as amended, filed with the Securities and Exchange Commission (“SEC”). The Company is an “emerging growth company” (“EGC”), as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), following the consummation of the merger of CFAC and the Company. The Company has elected to use this extended transition period for complying with new or revised accounting standards pursuant to Section 102(b)(1) of the JOBS Act that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition periods provided by the JOBS Act. As result of this election, its consolidated financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. COVID-19 In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (“COVID-19”) a global pandemic, which has resulted in significant disruption and uncertainty in the global economic markets. Given the amount of uncertainty currently regarding the scope and duration of the COVID-19 pandemic, the Company is unable to predict the precise impact the COVID-19 pandemic will have on the Company’s consolidated financial statements. In line with public markets and credit indices, the Company’s investments may be adversely impacted. Fair Value Measurements The Company categorizes its fair value measurements according to a three-level hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are defined as follows: • Level 1 – Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; • Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and • Level 3 – Inputs that are unobservable. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The carrying amounts of cash and cash equivalents and fees receivable approximate fair value due to the immediate or short-term maturity of these financial instruments. Investments The Company’s investments in the GCM Funds investing in private equity, real estate and infrastructure (“GCM PEREI Funds”) are valued based on the most recent available information, which typically has a delay of up to three months due to the timing of financial information received from the investments held by the GCM PEREI Funds. The Company records its share of capital contributions to and distributions from the GCM PEREI Funds within investments in the Condensed Consolidated Statements of Financial Condition during the three-month lag period. To the extent that management is aware of material events that affect the GCM PEREI Funds during the intervening period, the impact of the events would be disclosed in the notes to the Condensed Consolidated Statements of Financial Condition. Equity-Based Compensation The Company accounts for grants of equity-based awards, including restricted stock units (“RSUs”), at fair value as of the grant date. Each RSU represents the right to receive payment in the form of one share of Class A common stock or an amount equal to the market value of one share of Class A common stock. Holders of unvested RSUs do not have the right to vote with the underlying shares of Class A common stock, but are entitled to accrue dividend equivalents, which are generally paid in cash when such RSUs are delivered. The Company recognizes non-cash compensation expense attributable to these grants on a straight-line basis over the requisite service period, which is generally the vesting period. Expenses related to grants of equity-based awards are recorded within employee compensation and benefits in the Condensed Consolidated Statements of Income and within additional paid-in capital and noncontrolling interests in GCMH in the Condensed Consolidated Statements of Financial Condition . The fair value of RSUs is determined by the closing stock price on the grant date. Awards the Company intends to settle in cash are classified as liabilities within employee related obligations in the Condensed Consolidated Statements of Financial Condition and are subsequently remeasured to the closing stock price as of each reporting date through the payment date with the changes in fair value recorded within employee compensation and benefits in the Condensed Consolidated Statements of Income . Forfeitures of equity-based awards are recognized as they occur. See Note 12 for additional information regarding the Company’s equity-based compensation. Recently Issued Accounting Standards In January 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-01, Reference Rate Reform (Topic 848) and in March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) . The amendments in these updates provide optional guidance for a limited amount of time to ease the burden on companies in accounting for reference rate reform. The amendments also clarify that the optional expedients and exceptions apply to derivatives that are being implemented as part of the market-wide transition to new reference rates. The method of adoption varies for the updates included in the ASUs. The Company is currently evaluating the impact on its consolidated financial statements upon adoption of the reference rate reform standards. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which modifies ASC 740 to simplify the accounting for income taxes. The guidance, among other changes, (i) provides a policy election to not allocate consolidated income taxes when a member of a consolidated tax return is not subject to income tax and (ii) provides guidance to evaluate whether a step-up in tax basis of goodwill relates to a business combination in which book goodwill was recognized or a separate transaction. The amendments in this ASU are effective for public business entities for fiscal years beginning after December 15, 2020. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted. The Company will defer adoption until the guidance is effective for non-public entities, as the Company currently qualifies as an EGC and has elected to take advantage of the extended transition period afforded to EGCs as it applies to the adoption of new accounting standards. The method of adoption varies for the updates included in the ASU. The Company is currently evaluating the impact on its consolidated financial statements upon adoption of this standard. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities , which reduces the cost and complexity of financial reporting associated with consolidation of VIEs. The amendment provides that indirect interests held through related parties in common control arrangements should be considered on a proportional basis for determining whether fees paid to decision makers and service providers are variable interests. The amendments in this ASU are effective for public business entities with fiscal years beginning after December 15, 2019 and interim periods within those reporting periods, and effective for non-public entities with fiscal years beginning after December 15, 2020 and interim periods within fiscal years beginning after December 15, 2021, with early adoption permitted. The Company adopted this standard on July 1, 2021 under a prospective approach. The adoption did not have a material impact on the Company’s consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . The standard previously required an entity to perform a two-step test to determine the amount, if any, of goodwill impairment. The new guidance removes step two of the previous calculation and instead, an entity will apply a one-step quantitative test and record the amount of goodwill impairment as the excess of a reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The new guidance does not amend the optional qualitative assessment of goodwill impairment. An entity will apply the new guidance on a prospective basis. Early adoption is permitted for annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company early adopted this standard on April 1, 2021 under a prospective approach. The adoption did not have a material impact on the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments . ASU 2016-13 requires an entity to utilize a new impairment model known as the current expected credit loss (“CECL”) model to estimate its lifetime “expected credit loss” and record an allowance that presents the net amount expected to be collected on the financial asset. The CECL model is expected to result in more timely recognition of credit losses. ASU 2016-13 also requires new disclosures for financial assets measured at amortized cost, loans and available-for-sale debt securities. This guidance is for public business entities that are an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, with fiscal years beginning after December 15, 2019. On March 9, 2020, the FASB extended the adoption date for all other entities to annual periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company is evaluating this guidance but currently expects that adoption will not have a material impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires that operating leases be recorded as assets and liabilities in the statement of financial position, among other changes. The amendments in this ASU are effective |
Business Combination
Business Combination | 9 Months Ended |
Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination | Business Combination On November 17, 2020, the Company consummated a business combination pursuant to the definitive Transaction Agreement dated as of August 2, 2020, by and among CFAC, IntermediateCo, CF Sponsor, Holdings, Management LLC, Holdings II, GCMHGP LLC, GCM V and the Company (the “Transaction”). The Transaction was treated as a transaction between entities under common control. Following the consummation of the Transaction, GCMG indirectly holds general partnership and limited partnership interests in GCMH. The structure of the Transaction is an “Up-C” structure with the owners of GCMH retaining their ownership in GCMH. |
Mosaic Transaction
Mosaic Transaction | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Mosaic Transaction | Mosaic Transaction Prior to Amendment and Exercise of Mosaic Call Right Effective January 1, 2020, the Partnership and several subsidiaries, (collectively, the “Seller”) entered into a Purchase and Sale Agreement (“Agreement”) and issued certain limited partnership interests in several subsidiaries (“Carry Plan Entities”) to Mosaic Acquisitions 2020, L.P. (“Mosaic”). In addition, Mosaic also acquired the rights to receive a percentage of carried interest from certain GCM Funds and agreed to provide additional funding under certain circumstances up to a maximum amount as defined in the Agreement (collectively, the “Mosaic Transaction”). Mosaic issued Class A and Class B equity interests to GCMH, Holdings and Mosaic Feeder, L.P. (“Mosaic Feeder”). The Partnership served as the general partner of Mosaic, which was consolidated as the Partnership holds a controlling financial interest in Mosaic. Mosaic Feeder was beneficially owned by Lakeshore Investments GP, LLC (“Lakeshore”), a related party, and an unaffiliated third-party investor (“Mosaic Counterparty”) and was not consolidated. The consideration transferred by Mosaic Counterparty to the Seller for the interests acquired was $125.4 million. In addition, the Seller received an additional $48.0 million to fund future investment commitments. Additionally, the Seller could be required to pay additional amounts as long as Mosaic Feeder has an ownership interest in the transferred interests (“Potential Payments”) based on cash flow up to the relevant dates as defined in the Agreement that could total up to a maximum of $19.9 million, which was broken down as a maximum of $4.9 million on December 31, 2020, $7.5 million on December 31, 2021 and $7.5 million on December 31, 2022. GCMH made a payment of $4.9 million on December 31, 2020 . Such amounts were eligible to be reduced (not below zero) by exceeding certain cumulative distribution thresholds at each relevant date. In addition, any such amounts paid to Mosaic would also reduce, on a dollar-for-dollar basis, the purchase price payable upon exercise of the Put Option. On December 31, 2020, the Company paid $2.6 million to Mosaic Feeder for the right, but not the obligation, to require Mosaic Feeder to sell to GCMH all of the Class A and Class B equity interests held by Mosaic Feeder in Mosaic (the “Mosaic Call Right”) for a purchase price equal to the greater of 1.3x its investment or a 12% internal rate of return on its investment. Further, Mosaic Counterparty had the right, but not the obligation, to require the Partnership to acquire all of the Class A and Class B Interests held by Mosaic Feeder in Mosaic (the “Put Option”) for a purchase price equal to Mosaic Counterparty receiving the greater of 1.3x of its investment or a 12% internal rate of return on its investment (the “Put Price”). The Put Option could only be exercised if a Triggering Event as defined in the Agreement occurred, which management had deemed to be remote. If the Partnership declined to pay the Put Price, Mosaic Counterparty may either step in and act as the general partner of Mosaic and control Mosaic until Mosaic Counterparty recoups the Put Price or effect a transfer of the underlying assets of Mosaic to Mosaic Counterparty. Management determined that the Mosaic Transaction should be evaluated under the guidance in ASC 810 and concluded that Mosaic was accounted for as a VIE. The Partnership was deemed the primary beneficiary and therefore consolidated Mosaic. In addition, the Partnership concluded that the Put Option was embedded in an equity host contract but did not meet the net settlement criterion of an embedded derivative and therefore no separate accounting was required. However, as the Put Option was not solely within the control of the Partnership, the noncontrolling interest related to Mosaic had been classified as mezzanine equity. The total assets of Mosaic were $101.4 million as of December 31, 2020, and were recorded within cash and cash equivalents and investments in the Company’s Condensed Consolidated Statements of Financial Condition. Mosaic had no liabilities as of December 31, 2020. The assets of Mosaic were only to be used to settle obligations of Mosaic, if any. In addition, there was no recourse to the Partnership for Mosaic’s liabilities, except for certain entities in which there could be a clawback of previously distributed carried interest. Amendment and Exercise of Mosaic Call Right |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue For the three and nine months ended September 30, 2021 and 2020, revenues consisted of the following: Three Months Ended Nine Months Ended Management fees 2021 2020 2021 2020 Management fees, net $ 85,521 $ 76,105 $ 248,826 $ 225,141 Fund expense reimbursement revenue 2,275 2,164 7,189 5,965 Management fees $ 87,796 $ 78,269 $ 256,015 $ 231,106 Three Months Ended Nine Months Ended Incentive fees 2021 2020 2021 2020 Performance fees $ 316 $ 884 $ 9,320 $ 1,621 Carried interest 28,862 20,890 70,299 36,427 Total incentive fees $ 29,178 $ 21,774 $ 79,619 $ 38,048 The Company recognized revenues during the three and nine months ended September 30, 2021 of $0.6 million and $2.3 million, respectively, compared with $0.0 million and $0.7 million during the three and nine months ended September 30, 2020, respectively, that were previously received and deferred at the beginning of the respective periods. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments | Investments Investments consist of the following: As of September 30, 2021 December 31, 2020 Equity method investments $ 202,815 $ 165,095 Other investments 1,178 1,178 Total investments $ 203,993 $ 166,273 As of September 30, 2021 and December 31, 2020, the Company held investments of $204.0 million and $166.3 million, respectively, of which $91.0 million and $161.9 million were owned by noncontrolling interest holders, respectively. Future net income (loss) and cash flow from investments held by noncontrolling interest holders will not be attributable to the Company. The decrease in investments held by noncontrolling interest holders from December 31, 2020 to September 30, 2021 is primarily a result of the exercise of the amended Mosaic Call Right on July 2, 2021 and purchase of the interest held in Mosaic from Mosaic Counterparty, as described in Note 4. The purchase of the interest held in Mosaic from Mosaic Counterparty resulted in investments carried at approximately $96.8 million as of July 2, 2021 being held by the Company instead of redeemable noncontrolling interests. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table summarizes the Company’s assets and liabilities measured at fair value on a recurring basis and level of inputs used for such measurements as of September 30, 2021 and December 31, 2020: Fair Value as of September 30, 2021 Level 1 Level 2 Level 3 Total Assets Money market funds $ 36,204 $ — $ — $ 36,204 Interest rate derivatives — 92 — 92 Total assets $ 36,204 $ 92 $ — $ 36,296 Liabilities Public warrants $ 39,872 $ — $ — $ 39,872 Private warrants — — 2,016 2,016 Interest rate derivatives — 218 — 218 Total liabilities $ 39,872 $ 218 $ 2,016 $ 42,106 Fair Value as of December 31, 2020 Level 1 Level 2 Level 3 Total Assets Money market funds $ 149,553 $ — $ — $ 149,553 Total assets $ 149,553 $ — $ — $ 149,553 Liabilities Interest rate derivatives $ — $ 28,442 $ — $ 28,442 Public warrants 36,421 — — 36,421 Private warrants — — 6,372 6,372 Total liabilities $ 36,421 $ 28,442 $ 6,372 $ 71,235 Money market funds are valued using quoted market prices and are included in cash and cash equivalents in the Condensed Consolidated Statements of Financial Condition. Management determines the fair value of its interest rate derivative agreements based on the present value of expected future cash flows based on observable future LIBOR rates applicable to each swap contract using linear interpolation, inclusive of the risk of non-performance, using a discount rate appropriate for the duration. The public warrants are valued using quoted market prices on the Nasdaq Stock Market LLC under the ticker GCMGW. Management determines the fair value of the private placement warrants (“private warrants”) using a binomial option valuation model (“Valuation Model”). The private warrants were classified as Level 3 as of both September 30, 2021 and December 31, 2020 because of the use of significant unobservable inputs in the Valuation Model as follows: September 30, 2021 December 31, 2020 Risk-free interest rate 0.78 % 0.35 % Expected term (years) 4.1 4.9 Expected volatility 30 % 16 % The Company’s use of the Valuation Model required the following assumptions: • The risk-free interest rate was based on the term-matched U.S. Treasury rate, which was commensurate with the remaining contractual maximum term of the private warrants, which expi re on the earlier of five years after the completion of the Transaction or liquidation of the Company. An increase in the risk-free interest rate, in isolation, would result in an increase in the fair value measurement of the private warrant liabilities. • The expected term utilized was commensurate with the remaining contractual maximum term of the private warrants, which expire on the earlier of five years after the completion of the Transa ction or liquidation of the Company. A decrease in the expected term, in isolation, would result in an decrease in the fair value measurement of the private warrant liabilities. • The expected volatility was based on consideration of the implied volatility from the Company’s publicly-traded warrants and the historical and implied volatility of the Company’s publicly-traded industry peers. An increase in the expected volatility, in isolation, would result in an increase in the fair value measurement of the private warrant liabilities. The resulting valuations for the private warrants were determined to be $2.24 and $2.36 per unit as of September 30, 2021 and December 31, 2020, respectively. The resulting fair value of $2.0 million and $6.4 million was recorded within warrant liabilities in the Condensed Consolidated Statements of Financial Condition as of September 30, 2021 and December 31, 2020, respectively. During the nine months ended September 30, 2021, 1,800,000 private warrants were transferred between external third-parties and converted to public warrants upon transfer. See Note 9 for additional information regarding the warrant activity for the three and nine months ended September 30, 2021 . The following table presents changes in Level 3 liabilities measured at fair value for the three and nine months ended September 30, 2021: Three Months Ended Nine Months Ended Balance at beginning of period $ (1,557) $ (6,372) Transfer out of Level 3 — 2,952 Change in fair value (459) 1,404 Balance at end of period $ (2,016) $ (2,016) |
Equity
Equity | 3 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Equity | EquityThe following table shows a rollforward of the common stock outstanding since December 31, 2020: Class A common stock Class B common stock Class C common stock December 31, 2020 40,835,093 — 144,235,246 Exercise of warrants 1,793,903 — — Net shares delivered for vested RSUs 1,393,135 — — September 30, 2021 44,022,131 — 144,235,246 Dividends are reflected in the Condensed Consolidated Statements of Equity (Deficit) when declared by the Board of Directors. The table below summarizes dividends declared to date during 2021: Declaration Date Dividend per Common Share Record Date Payment Date January 4, 2021 $0.06 March 1, 2021 March 15, 2021 February 25, 2021 $0.08 June 1, 2021 June 15, 2021 August 6, 2021 $0.09 September 1, 2021 September 15, 2021 November 8, 2021 $0.10 December 1, 2021 December 15, 2021 Dividend equivalent payments of $0.7 million were accrued for holders of RSUs for the nine months ended September 30, 2021. Distributions to partners represent distributions made to GCMH Equityholders. |
Warrants
Warrants | 9 Months Ended |
Sep. 30, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Warrants | Warrants The following table shows public and private warrants outstanding for the three and nine months ended September 30, 2021: Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Public Warrants Private Warrants Total Public Warrants Private Warrants Total Outstanding, beginning of period 20,279,664 900,000 21,179,664 20,273,567 2,700,000 22,973,567 Exercises of warrants — — — (1,793,903) — (1,793,903) Transfer in (out) — — — 1,800,000 (1,800,000) — Repurchases (243,395) — (243,395) (243,395) — (243,395) Outstanding, end of period 20,036,269 900,000 20,936,269 20,036,269 900,000 20,936,269 During the three months ended September 30, 2021, no public warrants were exercised. During the nine months ended September 30, 2021, 1,793,903 public warrants were exercised, resulting in $20.6 million of proceeds. Pursuant to the stock repurchase plan described in Note 8, during the three and nine months ended September 30, 2021, the Company repurchased 243,395 public warrants for $0.4 million, or an average of $1.85 per warrant. |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | Variable Interest Entities The Company consolidates certain VIEs in which it is determined that the Company is the primary beneficiary. The Company holds variable interests in certain entities that are VIEs which are not consolidated, as it is determined that the Company is not the primary beneficiary. The Company’s involvement with such entities is generally in the form of direct equity interests in, and fee arrangements with, the entities in which it also serves as the general partner or managing member. The Company evaluated its variable interests in the VIEs and determined it is not considered the primary beneficiary of the entities primarily because it does not have interests in the entities that could potentially be significant. No reconsideration events that caused a change in the Company’s consolidation conclusions occurred during either the nine months ended September 30, 2021 or the year ended December 31, 2020. As of September 30, 2021 and December 31, 2020, the total unfunded commitments from the special limited partner and general partners to the unconsolidated VIEs were $29.2 million and $32.8 million, respectively. These commitments are the primary source of financing for the unconsolidated VIEs. The following table sets forth certain information regarding the VIEs in which the Company holds a variable interest but does not consolidate. The assets recognized on the Company’s Condensed Consolidated Statements of Financial Condition related to the Company’s interests in and management, incentive fees and third party costs receivables from these non-consolidated VIEs and the Company’s maximum exposure to loss relating to non-consolidated VIEs as of September 30, 2021 and December 31, 2020 were as follows: As of September 30, 2021 December 31, 2020 Investments $ 91,334 $ 77,511 Receivables 21,542 14,322 Maximum exposure to loss $ 112,876 $ 91,833 The above table includes investments in VIEs which are owned by noncontrolling interest holders of approximately $53.0 million and $77.4 million as of September 30, 2021 and December 31, 2020, respectively. The decrease in investments in VIEs which are owned by noncontrolling interest holders from December 31, 2020 to September 30, 2021 is primarily a result of the exercise of the amended Mosaic Call Right on July 2, 2021 and purchase of the interest held in Mosaic from Mosaic Counterparty, as described in Note 4. The purchase of the interest held in Mosaic from Mosaic Counterparty resulted in investments in VIEs carried at approximately $33.5 million as of June 30, 2021 (prior to the purchase) being held by the Company instead of redeemable noncontrolling interest holders following July 2, 2021. |
Employee Compensation and Benef
Employee Compensation and Benefits | 9 Months Ended |
Sep. 30, 2021 | |
Compensation Related Costs [Abstract] | |
Employee Compensation and Benefits | Employee Compensation and Benefits For the three and nine months ended September 30, 2021 and 2020, employee compensation and benefits consisted of the following: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Cash-based employee compensation and benefits $ 39,792 $ 40,133 $ 122,629 $ 122,775 Equity-based compensation 5,878 — 38,518 — Partnership interest-based compensation 6,029 21,605 20,958 38,381 Carried interest compensation 16,708 12,442 41,164 21,943 Cash-based incentive fee related compensation 3,380 — 6,081 — Other non-cash compensation 1,080 1,135 2,704 3,360 Total employee compensation and benefits $ 72,867 $ 75,315 $ 232,054 $ 186,459 Partnership Interest in Holdings, Holdings II and Management LLC Payments to the employees for partnership interest awards are made by Holdings, Holdings II and Management LLC. As a result, the Company records a non-cash profits interest compensation charge and an offsetting deemed contribution to equity (deficit) to reflect the payments made by the GCMH Equityholders. As the payments are made by Holdings, Holdings II and Management LLC, the expense that is pushed down to GCMH and the offsetting deemed contribution are each attributed solely to noncontrolling interest in GCMH. Any liability related to the awards is recognized at Holdings, Holdings II or Management LLC as Holdings, Holdings II or Management LLC is the party responsible for satisfying the obligation, and is not shown in the Company’s Condensed Consolidated Financial Statements. The Company has recorded deemed contributions to equity (deficit) from Holdings, Holdings II and Management LLC of approximately $6.0 million and $21.6 million for the three months ended September 30, 2021 and 2020, respectively, and $21.0 million and $38.4 million for the nine months ended September 30, 2021 and 2020, respectively, for partnership interest-based compensation expense which will ultimately be paid by Holdings, Holdings II or Management LLC. The Company has modified awards to certain individuals upon their voluntary retirement or intention to retire as employees. These awards generally include a stated target amount that, upon payment, terminates the recipient’s rights to future distributions and allows for a lump sum buy-out of the awards, at the discretion of the managing member of Holdings, Holdings II, and Management LLC. The awards are accounted for as partnership interest-based compensation at the fair value of these expected future payments, in the period the employees accepted the offer. Partnership interest-based compensation expense related to award modifications of $1.6 million and $15.6 million was recognized for the three months ended September 30, 2021 and 2020, respectively, and $4.7 million and $22.3 million was recognized for the nine months ended September 30, 2021 and 2020, respectively. The liability associated with awards that contain a stated target has been retained by Holdings as of September 30, 2021 and December 31, 2020 and is re-measured at each reporting date, with any corresponding changes in liability being reflected as employee compensation and benefits expense of the Company. Certain recipients had unvested stated target payments of $7.8 million and $3.1 million as of September 30, 2021 and 2020, respectively, which has not been reflected as employee compensation and benefits expense by the Company. The Company recognized partnership interest-based compensation expense of $4.5 million and $6.0 million for the three months ended September 30, 2021 and 2020, respectively, and $16.3 million and $16.1 million for the nine months ended September 30, 2021 and 2020, respectively, related to profits interest awards that are in substance profit-sharing arrangements. Other Other consists of employee compensation and benefits expense related to deferred compensation programs and other awards that represent investments made in GCM Funds on behalf of the employees. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation 2020 Incentive Award Plan During February 2021, the Company adopted the 2020 Incentive Award Plan, which allows for the granting of stock options, stock appreciation rights, restricted stock awards, restricted stock units, and other stock or cash based awards or dividend equivalent awards to employees, directors and consultants. Restricted Stock Units During March 2021, the Company granted 4.8 million RSUs to certain employees and directors as part of the bonus program and in connection with the Transaction. Of the RSUs granted, the Company intends to settle less than 0.1 million RSUs in cash. The RSUs had an aggregate grant date fair value of $62.1 million. Of the 4.8 million RSUs granted, 2.0 million vested at the grant date and 2.8 million vest over two years in equal annual installments. Upon delivery, which is expected to occur each August following each annual vesting in March, the Company may withhold the number of shares to satisfy the statutory withholding tax obligation and deliver the net number of resulting shares vested. In addition to the March 2021 grant, an additional 0.3 million RSUs with an aggregate grant date fair value o f $3.6 million were granted to certain employees during the nine months ended September 30, 2021. A summary of non-vested RSU activity for the nine months ended September 30, 2021 is as follows: Number of RSUs Weighted-Average Grant-Date Fair Value Per RSU Balance as of December 31, 2020 — $ — Granted 5,100,407 12.88 Vested (2,052,182) 12.92 Forfeited (8,001) 13.04 Balance as of September 30, 2021 3,040,224 $ 12.86 The total fair value of RSUs that vested during the nine months ended September 30, 2021 was $26.5 million. For the three and nine months ended September 30, 2021, $5.9 million and $38.5 million of compensation expense related to the RSUs was recorded within employee compensation and benefits in the Condensed Consolidated Statements of Income, respectively. As of September 30, 2021, total unrecognized compensation expense related to unvested RSUs was $27.6 million and is expected to be recognized over the remaining weighted average period of 1.6 years. The total tax benefit recognized related to the delivered RSUs for the nine months ended September 30, 2021 was $1.3 million. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt The table below summarizes the outstanding debt balance as of September 30, 2021 and December 31, 2020. As of September 30, 2021 December 31, 2020 Senior loan $ 398,000 $ 340,259 Less debt issuance costs (6,766) (5,104) Total debt $ 391,234 $ 335,155 Maturities of debt for the next five years and thereafter are as follows: Year Ending December 31, Remainder of 2021 $ 1,000 2022 4,000 2023 4,000 2024 4,000 2025 4,000 Thereafter 381,000 Total $ 398,000 Senior Loan On January 2, 2014, the Company entered into a senior secured term loan facility (“Senior Loan”), which was subsequently amended through several debt modifications. On February 24, 2021, the Company completed an amendment and extension of its Senior Loan to further extend the maturity (“Amended Credit Agreement”). Approximately $290.0 million of the aggregate principal amount of the Senior Loan was extended from a maturity date of March 29, 2025 (the “2025 Term Loans”) to a maturity date of February 24, 2028 , (as extended, the “2028 Term Loans”). The 2028 Term Loans have an interest rate of 2.50% over the LIBOR, subject to a 0.50% LIBOR floor. Concurrently with the effectiveness of the Amended Credit Agreement, the Company made a voluntary prepayment on the Senior Loan in an aggregate principal amount of $50.3 million. As a result of the prepayment in February 2021, the Company recorded an expense of $0.7 million related to the acceleration of deferred debt issuance costs, which is recorded within other income (expense) in the Condensed Consolidated Statements of Income for the nine months ended September 30, 2021. The Company capitalized $0.9 million of issuances costs related to payments to lenders in connection with the amendment and extension of its Senior Loan, which is recorded within debt in the Condensed Consolidated Statements of Financial Condition, and expensed $2.6 million of third-party costs related to the amendment which is recorded within general, administrative and other in the Condensed Consolidated Statements of Income for the nine months ended September 30, 2021. On June 23, 2021, the Company further amended its Senior Loan to increase the aggregate principal amount from $290.0 million to $400.0 million (as increased, the “Incremental 2028 Term Loans”). The Company capitalized $2.2 million of issuance costs related to payments to lenders in connection with the Incremental 2028 Term Loans, which is recorded within debt in the Condensed Consolidated Statements of Financial Condition. Quarterly principal payments of $1.0 million are required to be made toward the Incremental 2028 Term Loans beginning June 30, 2021 (less any reduction for prior or future voluntary or mandatory prepayments of principal). In addition to the scheduled principal repayments, the Company is required to offer to make prepayments of Consolidated Excess Cash Flow (“Cash Flow Payments”) no later than five days following the date the quarterly financial statements are due if the leverage ratio exceeds 2.50x. The Cash Flow Payments were calculated as defined in the Senior Loan agreement based on a percentage of calculated excess cash. During the three and nine months ended September 30, 2021, the Company did not make any Cash Flow Payments. As of September 30, 2021 and December 31, 2020, $398.0 million of Incremental 2028 Term Loans and $340.3 million of 2025 Term Loans were outstanding. The weighted average interest rates were 3.25% and 3.98% for the nine months ended September 30, 2021 and 2020, respectively. Under the credit and guaranty agreement governing the terms of the Senior Loan, the Company must maintain certain leverage and interest coverage ratios. The credit and guaranty agreement also contains other covenants that, among other things, restrict the ability of the Company and its subsidiaries to incur debt and restrict the Company and its subsidiaries ability to merge or consolidate, or sell or convey all or substantially all of the Company’s assets. As of September 30, 2021 and December 31, 2020, the Company was in compliance with all covenants. GCMH Equityholders and IntermediateCo have executed a pledge agreement (“Pledge Agreement”) and security agreement (“Security Agreement”) with the lenders of the Senior Loan. Under the Pledge Agreement, GCMH Equityholders and IntermediateCo have agreed to secure the obligations under the Senior Loan by pledging its interests in GCMH as collateral against the repayment of the senior secured notes, and GCMH has agreed to secure the obligations under the Senior Loan by granting a security interest in and continuing lien on the collateral described in the Security Agreement. The Pledge Agreement and Security Agreement will remain in effect until such time as all obligations relating to the Senior Loan have been fulfilled. Credit Facility Concurrent with the issuance of the Senior Loan, the Company entered into a $50.0 million revolving credit facility (“Credit Facility”). The Credit Facility matures on February 24, 2026 and carries an unused commitment fee that is paid quarterly. There were no outstanding borrowings related to the Credit Facility as of each of September 30, 2021 and December 31, 2020. Other Certain subsidiaries of the Company agree to jointly and severally guarantee, as primary obligor and not merely as surety guarantee the obligations of their parent entity, GCMH. Amortization of deferred costs was $0.2 million and $0.3 million for the three months ended September 30, 2021 and 2020, respectively, and $0.7 million and $1.0 million for the nine months ended September 30, 2021 and 2020, respectively. These amounts are recorded within interest expense in the Condensed Consolidated Statements of Income. The carrying value of the Senior Loan, excluding the unamortized debt issuance costs presented as a reduction to the principal balance, approximated the fair value as of September 30, 2021 and December 31, 2020 . As the Senior Loan was not accounted for at fair value, it was not included in the Company’s fair value hierarchy in Note 7, |
Interest Rate Derivatives
Interest Rate Derivatives | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Derivatives | Interest Rate Derivatives The Company has entered into various derivative agreements with financial institutions to hedge interest rate risk related to its outstanding debt. The Company had the following interest rate derivatives recorded as an asset within other assets and as a liability within accrued expenses and other liabilities, respectively, in the Condensed Consolidated Statements of Financial Condition as of September 30, 2021 and December 31, 2020: As of September 30, 2021 Derivative Notional Amount Fair Value as of September 30, 2021 Fixed Rate Paid Floating Rate Received Effective Date (2) Maturity Date Interest rate swap $ 232,000 $ 92 1.33 % 1 month LIBOR (1) March 2021 February 2028 Interest rate swap 68,000 (218) 1.39 % 1 month LIBOR (1) July 2021 February 2028 $ (126) ____________ (1) Floating rate received subject to a 0.50% Floor (2) Represents the date at which the derivative is in effect and the Company is contractually required to begin payment of interest under the terms of the agreement. As of December 31, 2020 Derivative Notional Amount Fair Value as of December 31, 2020 Fixed Rate Paid Floating Rate Received Effective Date (3) Maturity Date Interest rate swap $ 225,000 $ (11,163) 2.48 % 1 month LIBOR (1) January 2020 February 2023 Interest rate swap 75,000 (4,654) 3.05 % 1 month LIBOR (1) January 2020 February 2023 Interest rate collar 300,000 (12,625) 3.70 % 1 month LIBOR (2) February 2023 February 2025 $ (28,442) ____________ (1) Floating rate received subject to a 0.00% Floor (2) Floating rate received subject to a 2.45% Floor (3) Represents the date at which the derivative is in effect and the Company is contractually required to begin payment of interest under the terms of the agreement. A rollforward of the amounts in accumulated other comprehensive income (loss) (“AOCI”) related to interest rate derivatives designated as cash flow hedges as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Derivative loss at beginning of period, gross $ (9,819) $ (13,566) $ (11,163) $ (6,933) Cumulative-effect adjustment from adoption of ASU 2017-12 — — — 650 Amount recognized in other comprehensive income (loss) (13) (226) (1,633) (9,069) Amount reclassified from accumulated other comprehensive loss to interest expense 2,018 1,329 4,982 2,889 Derivative loss at end of period (7,814) (12,463) (7,814) (12,463) Less: Loss attributable to noncontrolling interests in GCMH (6,171) — (6,171) — Derivative loss at end of period, net $ (1,643) $ (12,463) $ (1,643) $ (12,463) The amount of gain (loss) related to interest rate contracts not designated as hedging instruments was recognized as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Other income (expense) $ — $ 378 $ 1,934 $ (9,673) On February 24, 2021, the Company terminated all outstanding derivative instruments. The amount previously recorded as a hedge in AOCI remains in AOCI and is recorded in interest expense within the Condensed Consolidated Statements of Income over the original life of the swap. Effective on March 1, 2021 , the Company entered into a swap agreement (“2028 Swap Agreement”) to hedge interest rate risk related to payments made during the extended maturity of the 2028 Term Loans that has a notional amount of $232.0 million. The 2028 Swap Agreement and 2028 Term Loans have a 0.50% LIBOR floor. The swap was determined to be an effective cash flow hedge at inception based on a comparison of critical terms. Effective on July 1, 2021 , the Company entered into a swap agreement (“2028 Incremental Swap Agreement”) to hedge interest rate risk related to payments made for the increase in aggregate principal amount of the Incremental 2028 Term Loans that has a notional amount of $68.0 million. The 2028 Incremental Swap Agreement and Incremental 2028 Term Loans have a 0.50% LIBOR floor. The swap was determined to be an effective cash flow hedge at inception based on a comparison of critical terms. The fair values of the interest rate swaps and interest rate collar are based on observable market inputs and represent the net amount required to terminate the positions, taking into consideration market rates and non-performance risk. Refer to Note 7 for further details. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments The Company was required to pay a fixed management fee of $0.5 million per year for a five year period that commenced in 2019 pursuant to its 12.5% interest in an aircraft. On March 11, 2021, GCMH entered into an agreement to assign 50% of its 12.5% share interest in an aircraft to Holdings, for cash consideration of approximately $1.3 million. The Company is now required to pay a fixed management fee of $0.3 million per year. The Company had $82.8 million and $81.8 million of unfunded investment commitments as of September 30, 2021 and December 31, 2020, respectively, representing general partner capital funding commitments to several of the GCM Funds. As of December 31, 2020, $32.1 million received in the Mosaic Transaction was available to fund such commitments. Refer to Note 4 for a discussion of the Company’s exercise of the amended Mosaic Call Right on July 2, 2021. Litigation In the normal course of business, the Company may enter into contracts that contain a number of representations and warranties, which may provide for general or specific indemnifications. The Company’s exposure under these contracts is not currently known, as any such exposure would be based on future claims, which could be made against the Company. The Company’s management is not currently aware of any such pending claims and based on its experience, the Company believes the risk of loss related to these arrangements to be remote. From time to time, the Company is a defendant in various lawsuits related to its business. The Company’s management does not believe that the outcome of any current litigation will have a material effect on the Company’s consolidated financial condition or results of operations. Off-Balance Sheet Risks The Company may be exposed to a risk of loss by virtue of certain subsidiaries serving as the general partner of GCM Funds organized as limited partnerships. As general partner of a GCM Fund organized as a limited partnership, the Company’s subsidiaries that serve as the general partner have exposure to risk of loss that is not limited to the amount of its investment in such GCM Fund. The Company cannot predict the amount of loss, if any, which may occur as a result of this exposure; however, historically, the Company has not incurred any significant losses and management believes the likelihood is remote that a material loss will occur. |
Related Parties
Related Parties | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties In regard to the following related party disclosures, the Company’s management cannot be sure that such transactions or arrangements would be the same to the Company if the parties involved were unrelated and such differences could be material. The Company provides certain employees partnership interest awards which are paid by Holdings, Holdings II and Management LLC. Refer to Note 11 for further details. The Company has a sublease agreement with Holdings. Because the terms of the sublease are identical to the terms of the original lease, there is no impact to net income (loss) in the Condensed Consolidated Statements of Income or Condensed Consolidated Statements of Cash Flows. The Company incurs certain costs, primarily related to accounting, client reporting, investment-decision making and treasury-related expenditures, for which it receives reimbursement from the GCM Funds in connection with its performance obligations to provide investment management services. Due from related parties in the Condensed Consolidated Statements of Financial Condition includes net receivables of approximately $9.4 million and $11.2 million as of September 30, 2021 and December 31, 2020, respectively, paid on behalf of affiliated entities that are reimbursable to the Company. Our executive officers, senior professionals, and certain current and former employees and their families invest on a discretionary basis in GCM Funds, and such investments are generally not subject to management fees and performance fees. As of September 30, 2021 and December 31, 2020, such investments and future commitments were $489.8 million and $426.7 million in aggregate, respectively. Certain employees of the Company have an economic interest in an entity that is the owner and landlord of the building in which the principal headquarters of the Company are located. The Company utilizes the services of an insurance broker to procure insurance coverage, including its general commercial package policy, workers’ compensation and professional and management liability coverage for its directors and officers. Certain members of Holdings have an economic interest in, and relatives are employed by, the Company’s insurance broker. From time to time, certain of the Company’s executive officers utilize a private business aircraft, including an aircraft wholly owned or controlled by members of Holdings. Additionally, the Company arranges for the use of the private business aircraft through a number of charter services, including entities predominantly or wholly owned or controlled by members of Holdings. The Company paid, net of reimbursements, approximately $0.2 million and $0.0 million for the three months ended September 30, 2021 and 2020, respectively, and $0.8 million and $0.4 million for the nine months ended September 30, 2021 and 2020, respectively, to utilize aircraft and charter services wholly owned or controlled by members of Holdings, which is recorded within general, administrative and other in the Condensed Consolidated Statements of Income. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s effective tax rate used for interim periods is based on the tax effect of items recorded discretely in the interim period in which those items occur. The effective tax rate is dependent on many factors, including the estimated amount of income subject to income tax and allocation of tax benefit to noncontrolling interest; therefore, the effective tax rate can vary from period to period. The Company evaluates the realizability of its deferred tax asset on a quarterly basis and adjusts the valuation allowance when it is expected a portion of the deferred tax asset may not be realized. The Company’s effective tax rate was 10% and 5% for the three months ended September 30, 2021 and 2020, respectively, and 6% and 49% for the nine months ended September 30, 2021 and 2020, respectively. These rates were different than the statutory rate primarily due to the portion of income allocated to the noncontrolling entities, valuation allowance recorded against deferred tax assets and discrete tax adjustments recorded in the periods. As of September 30, 2021, the Company had no unrecognized tax positions and believes there will be no changes to uncertain tax positions within the next 12 months. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company analyzed the calculation of earnings (loss) per share for periods prior to the Transaction as described in Note 3 , and determined that it resulted in values that would not be meaningful to the users of the consolidated financial statements. Therefore, earnings (loss) per share information has not been presented for periods prior to the Transaction on November 17, 2020. The following is a reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2021: Three Months Ended Nine Months Ended Numerator for earnings per share calculation: Net income attributable to GCM Grosvenor Inc., basic $ 4,056 $ 7,259 Exercise of private warrants — (303) Exchange of Partnership units 2,221 (1,754) Assumed vesting of RSUs — 2 Net income attributable to common stockholders, diluted 6,277 5,204 Denominator for earnings per share calculation: Weighted-average shares, basic 44,387,598 43,673,347 Exercise of private warrants - incremental shares under the treasury stock method — 120,083 Exchange of Partnership units 144,235,246 144,235,246 Assumed vesting of RSUs - incremental shares under the treasury stock method 254,233 107,522 Weighted-average shares, diluted 188,877,077 188,136,198 Basic EPS Net income attributable to common stockholders, basic $ 4,056 $ 7,259 Weighted-average shares, basic 44,387,598 43,673,347 Net income per share attributable to common stockholders, basic $ 0.09 $ 0.17 Diluted EPS Net income attributable to common stockholders, diluted $ 6,277 $ 5,204 Weighted-average shares, diluted 188,877,077 188,136,198 Net income per share attributable to common stockholders, diluted $ 0.03 $ 0.03 Shares of the Company’s Class C common stock do not participate in the earnings or losses of the Company and are therefore not participating securities. As such, a separate presentation of basic and diluted earnings per share of Class C common stock under the two-class method has not been presented. The following outstanding potentially dilutive securities as of September 30, 2021 were excluded from the calculations of diluted earnings per share attributable to common stockholders because their impact would have been antidilutive for the periods presented: Three Months Ended Nine Months Ended Public warrants 20,036,269 20,036,269 Private warrants 900,000 — |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Events Pursuant to the stock repurchase plan described in Note 8, f rom October 1, 2021 through November 12, 2021, the Company repurchased an additional 112,059 public warrants for $0.2 million, or an average of $1.90 per warrant. On November 8, 2021, the Company declared a quarterly dividend of $0.10 per share of Class A common stock to record holders as of the close of business on December 1, 2021. The payment date will be December 15, 2021. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited Condensed Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for annual financial statements. In the opinion of management, all necessary adjustments (which consists of only normal recurring items) have been made to fairly present the Condensed Consolidated Financial Statements for the interim periods presented. Results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, as amended, filed with the Securities and Exchange Commission (“SEC”). The Company is an “emerging growth company” (“EGC”), as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), following the consummation of the merger of CFAC and the Company. The Company has elected to use this extended transition period for complying with new or revised accounting standards pursuant to Section 102(b)(1) of the JOBS Act that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition periods provided by the JOBS Act. As result of this election, its consolidated financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. |
Fair Value Measurements | Fair Value Measurements The Company categorizes its fair value measurements according to a three-level hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are defined as follows: • Level 1 – Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; • Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and • Level 3 – Inputs that are unobservable. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available under the circumstances. The carrying amounts of cash and cash equivalents and fees receivable approximate fair value due to the immediate or short-term maturity of these financial instruments. |
Investments | Investments The Company’s investments in the GCM Funds investing in private equity, real estate and infrastructure (“GCM PEREI Funds”) are valued based on the most recent available information, which typically has a delay of up to three months due to the timing of financial information received from the investments held by the GCM PEREI Funds. The Company records its share of capital contributions to and distributions from the GCM PEREI Funds within investments in the Condensed Consolidated Statements of Financial Condition during the three-month lag period. To the extent that management is aware of material events that affect the GCM PEREI Funds during the intervening period, the impact of the events would be disclosed in the notes to the Condensed Consolidated Statements of Financial Condition. |
Equity-Based Compensation | Equity-Based Compensation The Company accounts for grants of equity-based awards, including restricted stock units (“RSUs”), at fair value as of the grant date. Each RSU represents the right to receive payment in the form of one share of Class A common stock or an amount equal to the market value of one share of Class A common stock. Holders of unvested RSUs do not have the right to vote with the underlying shares of Class A common stock, but are entitled to accrue dividend equivalents, which are generally paid in cash when such RSUs are delivered. The Company recognizes non-cash compensation expense attributable to these grants on a straight-line basis over the requisite service period, which is generally the vesting period. Expenses related to grants of equity-based awards are recorded within employee compensation and benefits in the Condensed Consolidated Statements of Income and within additional paid-in capital and noncontrolling interests in GCMH in the Condensed Consolidated Statements of Financial Condition . The fair value of RSUs is determined by the closing stock price on the grant date. Awards the Company intends to settle in cash are classified as liabilities within employee related obligations in the Condensed Consolidated Statements of Financial Condition and are subsequently remeasured to the closing stock price as of each reporting date through the payment date with the changes in fair value recorded within employee compensation and benefits in the Condensed Consolidated Statements of Income . Forfeitures of equity-based awards are recognized as they occur. See Note 12 for additional information regarding the Company’s equity-based compensation. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In January 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2021-01, Reference Rate Reform (Topic 848) and in March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) . The amendments in these updates provide optional guidance for a limited amount of time to ease the burden on companies in accounting for reference rate reform. The amendments also clarify that the optional expedients and exceptions apply to derivatives that are being implemented as part of the market-wide transition to new reference rates. The method of adoption varies for the updates included in the ASUs. The Company is currently evaluating the impact on its consolidated financial statements upon adoption of the reference rate reform standards. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which modifies ASC 740 to simplify the accounting for income taxes. The guidance, among other changes, (i) provides a policy election to not allocate consolidated income taxes when a member of a consolidated tax return is not subject to income tax and (ii) provides guidance to evaluate whether a step-up in tax basis of goodwill relates to a business combination in which book goodwill was recognized or a separate transaction. The amendments in this ASU are effective for public business entities for fiscal years beginning after December 15, 2020. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted. The Company will defer adoption until the guidance is effective for non-public entities, as the Company currently qualifies as an EGC and has elected to take advantage of the extended transition period afforded to EGCs as it applies to the adoption of new accounting standards. The method of adoption varies for the updates included in the ASU. The Company is currently evaluating the impact on its consolidated financial statements upon adoption of this standard. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities , which reduces the cost and complexity of financial reporting associated with consolidation of VIEs. The amendment provides that indirect interests held through related parties in common control arrangements should be considered on a proportional basis for determining whether fees paid to decision makers and service providers are variable interests. The amendments in this ASU are effective for public business entities with fiscal years beginning after December 15, 2019 and interim periods within those reporting periods, and effective for non-public entities with fiscal years beginning after December 15, 2020 and interim periods within fiscal years beginning after December 15, 2021, with early adoption permitted. The Company adopted this standard on July 1, 2021 under a prospective approach. The adoption did not have a material impact on the Company’s consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . The standard previously required an entity to perform a two-step test to determine the amount, if any, of goodwill impairment. The new guidance removes step two of the previous calculation and instead, an entity will apply a one-step quantitative test and record the amount of goodwill impairment as the excess of a reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The new guidance does not amend the optional qualitative assessment of goodwill impairment. An entity will apply the new guidance on a prospective basis. Early adoption is permitted for annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company early adopted this standard on April 1, 2021 under a prospective approach. The adoption did not have a material impact on the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments . ASU 2016-13 requires an entity to utilize a new impairment model known as the current expected credit loss (“CECL”) model to estimate its lifetime “expected credit loss” and record an allowance that presents the net amount expected to be collected on the financial asset. The CECL model is expected to result in more timely recognition of credit losses. ASU 2016-13 also requires new disclosures for financial assets measured at amortized cost, loans and available-for-sale debt securities. This guidance is for public business entities that are an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, with fiscal years beginning after December 15, 2019. On March 9, 2020, the FASB extended the adoption date for all other entities to annual periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company is evaluating this guidance but currently expects that adoption will not have a material impact on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires that operating leases be recorded as assets and liabilities in the statement of financial position, among other changes. The amendments in this ASU are effective |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Summary of Disaggregation of Revenue | For the three and nine months ended September 30, 2021 and 2020, revenues consisted of the following: Three Months Ended Nine Months Ended Management fees 2021 2020 2021 2020 Management fees, net $ 85,521 $ 76,105 $ 248,826 $ 225,141 Fund expense reimbursement revenue 2,275 2,164 7,189 5,965 Management fees $ 87,796 $ 78,269 $ 256,015 $ 231,106 Three Months Ended Nine Months Ended Incentive fees 2021 2020 2021 2020 Performance fees $ 316 $ 884 $ 9,320 $ 1,621 Carried interest 28,862 20,890 70,299 36,427 Total incentive fees $ 29,178 $ 21,774 $ 79,619 $ 38,048 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Components of Investments | Investments consist of the following: As of September 30, 2021 December 31, 2020 Equity method investments $ 202,815 $ 165,095 Other investments 1,178 1,178 Total investments $ 203,993 $ 166,273 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities, Measured at Fair Value | The following table summarizes the Company’s assets and liabilities measured at fair value on a recurring basis and level of inputs used for such measurements as of September 30, 2021 and December 31, 2020: Fair Value as of September 30, 2021 Level 1 Level 2 Level 3 Total Assets Money market funds $ 36,204 $ — $ — $ 36,204 Interest rate derivatives — 92 — 92 Total assets $ 36,204 $ 92 $ — $ 36,296 Liabilities Public warrants $ 39,872 $ — $ — $ 39,872 Private warrants — — 2,016 2,016 Interest rate derivatives — 218 — 218 Total liabilities $ 39,872 $ 218 $ 2,016 $ 42,106 Fair Value as of December 31, 2020 Level 1 Level 2 Level 3 Total Assets Money market funds $ 149,553 $ — $ — $ 149,553 Total assets $ 149,553 $ — $ — $ 149,553 Liabilities Interest rate derivatives $ — $ 28,442 $ — $ 28,442 Public warrants 36,421 — — 36,421 Private warrants — — 6,372 6,372 Total liabilities $ 36,421 $ 28,442 $ 6,372 $ 71,235 |
Schedule of Fair Value Measurement Inputs and Valuation Techniques | The private warrants were classified as Level 3 as of both September 30, 2021 and December 31, 2020 because of the use of significant unobservable inputs in the Valuation Model as follows: September 30, 2021 December 31, 2020 Risk-free interest rate 0.78 % 0.35 % Expected term (years) 4.1 4.9 Expected volatility 30 % 16 % |
Schedule of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents changes in Level 3 liabilities measured at fair value for the three and nine months ended September 30, 2021: Three Months Ended Nine Months Ended Balance at beginning of period $ (1,557) $ (6,372) Transfer out of Level 3 — 2,952 Change in fair value (459) 1,404 Balance at end of period $ (2,016) $ (2,016) |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Stock by Class | The following table shows a rollforward of the common stock outstanding since December 31, 2020: Class A common stock Class B common stock Class C common stock December 31, 2020 40,835,093 — 144,235,246 Exercise of warrants 1,793,903 — — Net shares delivered for vested RSUs 1,393,135 — — September 30, 2021 44,022,131 — 144,235,246 |
Schedule of Dividends Declared | The table below summarizes dividends declared to date during 2021: Declaration Date Dividend per Common Share Record Date Payment Date January 4, 2021 $0.06 March 1, 2021 March 15, 2021 February 25, 2021 $0.08 June 1, 2021 June 15, 2021 August 6, 2021 $0.09 September 1, 2021 September 15, 2021 November 8, 2021 $0.10 December 1, 2021 December 15, 2021 |
Warrants (Tables)
Warrants (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | The following table shows public and private warrants outstanding for the three and nine months ended September 30, 2021: Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Public Warrants Private Warrants Total Public Warrants Private Warrants Total Outstanding, beginning of period 20,279,664 900,000 21,179,664 20,273,567 2,700,000 22,973,567 Exercises of warrants — — — (1,793,903) — (1,793,903) Transfer in (out) — — — 1,800,000 (1,800,000) — Repurchases (243,395) — (243,395) (243,395) — (243,395) Outstanding, end of period 20,036,269 900,000 20,936,269 20,036,269 900,000 20,936,269 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Maximum Exposure to Loss Relating to Non-consolidated VIEs | The following table sets forth certain information regarding the VIEs in which the Company holds a variable interest but does not consolidate. The assets recognized on the Company’s Condensed Consolidated Statements of Financial Condition related to the Company’s interests in and management, incentive fees and third party costs receivables from these non-consolidated VIEs and the Company’s maximum exposure to loss relating to non-consolidated VIEs as of September 30, 2021 and December 31, 2020 were as follows: As of September 30, 2021 December 31, 2020 Investments $ 91,334 $ 77,511 Receivables 21,542 14,322 Maximum exposure to loss $ 112,876 $ 91,833 |
Employee Compensation and Ben_2
Employee Compensation and Benefits (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Compensation Related Costs [Abstract] | |
Schedule of Employee Compensation and Benefits | Three Months Ended Nine Months Ended 2021 2020 2021 2020 Cash-based employee compensation and benefits $ 39,792 $ 40,133 $ 122,629 $ 122,775 Equity-based compensation 5,878 — 38,518 — Partnership interest-based compensation 6,029 21,605 20,958 38,381 Carried interest compensation 16,708 12,442 41,164 21,943 Cash-based incentive fee related compensation 3,380 — 6,081 — Other non-cash compensation 1,080 1,135 2,704 3,360 Total employee compensation and benefits $ 72,867 $ 75,315 $ 232,054 $ 186,459 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | A summary of non-vested RSU activity for the nine months ended September 30, 2021 is as follows: Number of RSUs Weighted-Average Grant-Date Fair Value Per RSU Balance as of December 31, 2020 — $ — Granted 5,100,407 12.88 Vested (2,052,182) 12.92 Forfeited (8,001) 13.04 Balance as of September 30, 2021 3,040,224 $ 12.86 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt Balance | The table below summarizes the outstanding debt balance as of September 30, 2021 and December 31, 2020. As of September 30, 2021 December 31, 2020 Senior loan $ 398,000 $ 340,259 Less debt issuance costs (6,766) (5,104) Total debt $ 391,234 $ 335,155 |
Schedule of Maturities of Long-term Debt | Maturities of debt for the next five years and thereafter are as follows: Year Ending December 31, Remainder of 2021 $ 1,000 2022 4,000 2023 4,000 2024 4,000 2025 4,000 Thereafter 381,000 Total $ 398,000 |
Interest Rate Derivatives (Tabl
Interest Rate Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives Recorded as Derivative Liability | As of September 30, 2021 Derivative Notional Amount Fair Value as of September 30, 2021 Fixed Rate Paid Floating Rate Received Effective Date (2) Maturity Date Interest rate swap $ 232,000 $ 92 1.33 % 1 month LIBOR (1) March 2021 February 2028 Interest rate swap 68,000 (218) 1.39 % 1 month LIBOR (1) July 2021 February 2028 $ (126) ____________ (1) Floating rate received subject to a 0.50% Floor (2) Represents the date at which the derivative is in effect and the Company is contractually required to begin payment of interest under the terms of the agreement. As of December 31, 2020 Derivative Notional Amount Fair Value as of December 31, 2020 Fixed Rate Paid Floating Rate Received Effective Date (3) Maturity Date Interest rate swap $ 225,000 $ (11,163) 2.48 % 1 month LIBOR (1) January 2020 February 2023 Interest rate swap 75,000 (4,654) 3.05 % 1 month LIBOR (1) January 2020 February 2023 Interest rate collar 300,000 (12,625) 3.70 % 1 month LIBOR (2) February 2023 February 2025 $ (28,442) ____________ (1) Floating rate received subject to a 0.00% Floor (2) Floating rate received subject to a 2.45% Floor (3) Represents the date at which the derivative is in effect and the Company is contractually required to begin payment of interest under the terms of the agreement. |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | A rollforward of the amounts in accumulated other comprehensive income (loss) (“AOCI”) related to interest rate derivatives designated as cash flow hedges as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Derivative loss at beginning of period, gross $ (9,819) $ (13,566) $ (11,163) $ (6,933) Cumulative-effect adjustment from adoption of ASU 2017-12 — — — 650 Amount recognized in other comprehensive income (loss) (13) (226) (1,633) (9,069) Amount reclassified from accumulated other comprehensive loss to interest expense 2,018 1,329 4,982 2,889 Derivative loss at end of period (7,814) (12,463) (7,814) (12,463) Less: Loss attributable to noncontrolling interests in GCMH (6,171) — (6,171) — Derivative loss at end of period, net $ (1,643) $ (12,463) $ (1,643) $ (12,463) |
Schedule of Derivative Instruments, Gain (Loss) | The amount of gain (loss) related to interest rate contracts not designated as hedging instruments was recognized as follows: Three Months Ended Nine Months Ended 2021 2020 2021 2020 Other income (expense) $ — $ 378 $ 1,934 $ (9,673) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Basic and Diluted Earnings (Loss) Per Share | The following is a reconciliation of basic and diluted earnings per share for the three and nine months ended September 30, 2021: Three Months Ended Nine Months Ended Numerator for earnings per share calculation: Net income attributable to GCM Grosvenor Inc., basic $ 4,056 $ 7,259 Exercise of private warrants — (303) Exchange of Partnership units 2,221 (1,754) Assumed vesting of RSUs — 2 Net income attributable to common stockholders, diluted 6,277 5,204 Denominator for earnings per share calculation: Weighted-average shares, basic 44,387,598 43,673,347 Exercise of private warrants - incremental shares under the treasury stock method — 120,083 Exchange of Partnership units 144,235,246 144,235,246 Assumed vesting of RSUs - incremental shares under the treasury stock method 254,233 107,522 Weighted-average shares, diluted 188,877,077 188,136,198 Basic EPS Net income attributable to common stockholders, basic $ 4,056 $ 7,259 Weighted-average shares, basic 44,387,598 43,673,347 Net income per share attributable to common stockholders, basic $ 0.09 $ 0.17 Diluted EPS Net income attributable to common stockholders, diluted $ 6,277 $ 5,204 Weighted-average shares, diluted 188,877,077 188,136,198 Net income per share attributable to common stockholders, diluted $ 0.03 $ 0.03 |
Schedule of Outstanding Potentially Dilutive Securities Excluded from Calculation of Diluted Earnings (Loss) Per Share | The following outstanding potentially dilutive securities as of September 30, 2021 were excluded from the calculations of diluted earnings per share attributable to common stockholders because their impact would have been antidilutive for the periods presented: Three Months Ended Nine Months Ended Public warrants 20,036,269 20,036,269 Private warrants 900,000 — |
Organization (Details)
Organization (Details) | Sep. 30, 2021 | Dec. 31, 2020 |
GCMH | ||
Finite-Lived Intangible Assets [Line Items] | ||
Ownership percentage by parent | 23.40% | 22.10% |
Mosaic Transaction (Details)
Mosaic Transaction (Details) | Jul. 02, 2021USD ($) | Jan. 01, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2022USD ($) | Dec. 31, 2021USD ($) | Jul. 15, 2021 |
Variable Interest Entity [Line Items] | |||||||||
Proceeds from noncontrolling interests transferred | $ 125,400,000 | $ 2,569,000 | $ 176,921,000 | ||||||
Proceeds received to fund future investment commitments | 48,000,000 | $ 32,100,000 | |||||||
Maximum potential payment | $ 19,900,000 | ||||||||
Potential payments | 4,900,000 | ||||||||
Total assets | $ 512,883,000 | 512,883,000 | 632,278,000 | ||||||
Total liabilities | 623,033,000 | 623,033,000 | 599,347,000 | ||||||
Option indexed to issuer's equity decrease In purchase price ratio | 1.225 | ||||||||
Option indexed to issuer's equity purchase price net | $ 165,000,000 | ||||||||
Consolidated cash of acquired redeemable noncontrolling interest | $ 19,500,000 | ||||||||
Equity transaction with Mosaic | $ (61,495,000) | $ (61,495,000) | $ 60,935,000 | ||||||
Forecast | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Potential payments | $ 7,500,000 | $ 7,500,000 | |||||||
Call Right | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Payments for call right | 2,600,000 | ||||||||
Purchase price ratio | 1.3 | ||||||||
Internal rate of return, percentage | 12.00% | ||||||||
Put Option | Mosaic Counterparty | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Purchase price ratio | 1.3 | ||||||||
Internal rate of return, percentage | 12.00% | ||||||||
Variable Interest Entity, Primary Beneficiary | |||||||||
Variable Interest Entity [Line Items] | |||||||||
Total assets | 101,400,000 | ||||||||
Total liabilities | $ 0 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 118,075 | $ 101,746 | $ 340,997 | $ 274,493 |
Management fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 87,796 | 78,269 | 256,015 | 231,106 |
Management fees, net | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 85,521 | 76,105 | 248,826 | 225,141 |
Fund expense reimbursement revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 2,275 | 2,164 | 7,189 | 5,965 |
Total incentive fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 29,178 | 21,774 | 79,619 | 38,048 |
Performance fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 316 | 884 | 9,320 | 1,621 |
Carried interest | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 28,862 | $ 20,890 | $ 70,299 | $ 36,427 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | ||||
Revenue recognized | $ 0.6 | $ 0 | $ 2.3 | $ 0.7 |
Investments - Components of Inv
Investments - Components of Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Equity Method Investments and Joint Ventures [Abstract] | ||
Equity method investments | $ 202,815 | $ 165,095 |
Other investments | 1,178 | 1,178 |
Total investments | $ 203,993 | $ 166,273 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jul. 02, 2021 | Dec. 31, 2020 |
Schedule of Equity Method Investments [Line Items] | |||
Total investments | $ 203,993 | $ 166,273 | |
Mosaic Counterparty | |||
Schedule of Equity Method Investments [Line Items] | |||
Total investments | $ 96,800 | ||
Noncontrolling Interests | |||
Schedule of Equity Method Investments [Line Items] | |||
Total investments | $ 91,000 | $ 161,900 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Money market funds | $ 36,204 | $ 149,553 |
Interest rate derivatives | 92 | |
Total assets | 36,296 | 149,553 |
Liabilities | ||
Warrant liabilities | 41,888 | 42,793 |
Interest rate derivatives | 218 | 28,442 |
Total liabilities | 42,106 | 71,235 |
Public warrants | ||
Liabilities | ||
Warrant liabilities | 39,872 | 36,421 |
Private warrants | ||
Liabilities | ||
Warrant liabilities | 2,016 | 6,372 |
Level 1 | ||
Assets | ||
Money market funds | 36,204 | 149,553 |
Interest rate derivatives | 0 | |
Total assets | 36,204 | 149,553 |
Liabilities | ||
Interest rate derivatives | 0 | 0 |
Total liabilities | 39,872 | 36,421 |
Level 1 | Public warrants | ||
Liabilities | ||
Warrant liabilities | 39,872 | 36,421 |
Level 1 | Private warrants | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | ||
Assets | ||
Money market funds | 0 | 0 |
Interest rate derivatives | 92 | |
Total assets | 92 | 0 |
Liabilities | ||
Interest rate derivatives | 218 | 28,442 |
Total liabilities | 218 | 28,442 |
Level 2 | Public warrants | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | Private warrants | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 3 | ||
Assets | ||
Money market funds | 0 | 0 |
Interest rate derivatives | 0 | |
Total assets | 0 | 0 |
Liabilities | ||
Interest rate derivatives | 0 | 0 |
Total liabilities | 2,016 | 6,372 |
Level 3 | Public warrants | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 3 | Private warrants | ||
Liabilities | ||
Warrant liabilities | $ 2,016 | $ 6,372 |
Fair Value Measurements - Measu
Fair Value Measurements - Measurement Inputs (Details) | Sep. 30, 2021 | Dec. 31, 2020 | Nov. 17, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Expected term (years) | 5 years | ||
Level 3 | Measurement Input, Risk Free Interest Rate | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Measurement input | 0.0078 | 0.0035 | |
Level 3 | Measurement Input, Expected Term | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Expected term (years) | 4 years 1 month 6 days | 4 years 10 months 24 days | |
Level 3 | Measurement Input, Price Volatility | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Measurement input | 0.30 | 0.16 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Nov. 17, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Expected term (years) | 5 years | ||
Warrant liabilities | $ 41,888 | $ 42,793 | |
Private warrants | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value (in dollars per warrant) | $ 2.24 | $ 2.36 | |
Warrant liabilities | $ 2,016 | $ 6,372 | |
Public warrants | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Warrant liabilities | $ 39,872 | $ 36,421 | |
Public warrants | Private Placement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Number of shares called by securities transferred (in shares) | 1,800 |
Fair Value Measurements (as res
Fair Value Measurements (as restated) - Level 3 Roll Forward (Details) - Level 3 - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ (1,557) | $ (6,372) |
Transfer out of Level 3 | 0 | 2,952 |
Change in fair value | (459) | 1,404 |
Balance at end of period | $ (2,016) | $ (2,016) |
Equity - Schedule of Common Sto
Equity - Schedule of Common Stock Outstanding (Details) - shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Exercise of warrants (in shares) | 0 | 1,793,903 |
Class A common stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Common stock outstanding, beginning balance (in shares) | 40,835,093 | |
Exercise of warrants (in shares) | 1,793,903 | |
Common stock outstanding, ending balance (in shares) | 44,022,131 | 44,022,131 |
Class A common stock | Restricted Stock Units (RSUs) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Net shares delivered for vested RSUs (in shares) | 1,393,135 | |
Class B common stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Common stock outstanding, beginning balance (in shares) | 0 | |
Exercise of warrants (in shares) | 0 | |
Common stock outstanding, ending balance (in shares) | 0 | 0 |
Class B common stock | Restricted Stock Units (RSUs) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Net shares delivered for vested RSUs (in shares) | 0 | |
Class C common stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Common stock outstanding, beginning balance (in shares) | 144,235,246 | |
Exercise of warrants (in shares) | 0 | |
Common stock outstanding, ending balance (in shares) | 144,235,246 | 144,235,246 |
Class C common stock | Restricted Stock Units (RSUs) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Net shares delivered for vested RSUs (in shares) | 0 |
Equity - Dividends Declared (De
Equity - Dividends Declared (Details) - Class A common stock - $ / shares | Nov. 08, 2021 | Aug. 06, 2021 | Feb. 25, 2021 | Jan. 04, 2021 |
Class of Stock [Line Items] | ||||
Common stock, dividends declared (in dollars per share) | $ 0.09 | $ 0.08 | $ 0.06 | |
Subsequent Event | ||||
Class of Stock [Line Items] | ||||
Common stock, dividends declared (in dollars per share) | $ 0.10 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Aug. 06, 2021 | |
Class of Stock [Line Items] | ||||
Dividends accrued | $ 4,235,000 | $ 10,791,000 | ||
Payments from repurchase of warrants | 450,000 | $ 0 | ||
Stock repurchase program, remaining authorized repurchase amount | 17,700,000 | 17,700,000 | ||
Public warrants | ||||
Class of Stock [Line Items] | ||||
Payments from repurchase of warrants | $ 400,000 | 400,000 | ||
Class A common stock | ||||
Class of Stock [Line Items] | ||||
Stock repurchased during period (in shares) | 612,173 | |||
Stock redeemed or called during period, value | $ 6,900,000 | |||
Class A Common Stock And Warrants | ||||
Class of Stock [Line Items] | ||||
Stock repurchase program, authorized amount | $ 25,000,000 | |||
Restricted Stock Units (RSUs) | ||||
Class of Stock [Line Items] | ||||
Dividends accrued | $ 700,000 |
Warrants - Public Warrants and
Warrants - Public Warrants and Private Warrants Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | |
Movements of Class of Warrants Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 21,179,664 | 22,973,567 | |
Exercises of warrants (in shares) | 0 | (1,793,903) | |
Transfer in (out) (in shares) | 0 | 0 | |
Repurchase (in shares) | (243,395) | (243,395) | |
Outstanding, end of period (in shares) | 20,936,269 | 20,936,269 | |
Proceeds from exercise of warrants | $ 24,468 | $ 0 | |
Class of warrant or right per warrant | $ 1.85 | $ 1.85 | |
Class A common stock | |||
Movements of Class of Warrants Outstanding [Roll Forward] | |||
Exercises of warrants (in shares) | (1,793,903) | ||
Public warrants | |||
Movements of Class of Warrants Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 20,279,664 | 20,273,567 | |
Exercises of warrants (in shares) | 0 | (1,793,903) | |
Transfer in (out) (in shares) | 0 | 1,800,000 | |
Repurchase (in shares) | (243,395) | (243,395) | |
Outstanding, end of period (in shares) | 20,036,269 | 20,036,269 | |
Proceeds from exercise of warrants | $ 20,600 | ||
Public warrants | Class A common stock | |||
Movements of Class of Warrants Outstanding [Roll Forward] | |||
Exercises of warrants (in shares) | 0 | ||
Private warrants | |||
Movements of Class of Warrants Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 900,000 | 2,700,000 | |
Exercises of warrants (in shares) | 0 | 0 | |
Transfer in (out) (in shares) | 0 | (1,800,000) | |
Repurchase (in shares) | 0 | 0 | |
Outstanding, end of period (in shares) | 900,000 | 900,000 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Noncontrolling Interests | Call Right | Mosaic Counterparty | |||
Variable Interest Entity [Line Items] | |||
Investments | $ 33,500 | ||
Variable Interest Entity, Not Primary Beneficiary | |||
Variable Interest Entity [Line Items] | |||
Investments | $ 91,334 | $ 77,511 | |
Variable Interest Entity, Not Primary Beneficiary | Noncontrolling Interests | |||
Variable Interest Entity [Line Items] | |||
Investments | 53,000 | 77,400 | |
Unfunded Commitments | |||
Variable Interest Entity [Line Items] | |||
Commitment amount | 82,800 | 81,800 | |
Unfunded Commitments | Variable Interest Entity, Not Primary Beneficiary | |||
Variable Interest Entity [Line Items] | |||
Commitment amount | $ 29,200 | $ 32,800 |
Variable Interest Entities - Sc
Variable Interest Entities - Schedule of VIEs (Details) - Variable Interest Entity, Not Primary Beneficiary - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Variable Interest Entity [Line Items] | ||
Investments | $ 91,334 | $ 77,511 |
Receivables | 21,542 | 14,322 |
Maximum exposure to loss | $ 112,876 | $ 91,833 |
Employee Compensation and Ben_3
Employee Compensation and Benefits - Employee Compensation and Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Compensation Related Costs [Abstract] | ||||
Cash-based employee compensation and benefits | $ 39,792 | $ 40,133 | $ 122,629 | $ 122,775 |
Equity-based compensation | 5,878 | 0 | 38,518 | 0 |
Partnership interest-based compensation | 6,029 | 21,605 | 20,958 | 38,381 |
Carried interest compensation | 16,708 | 12,442 | 41,164 | 21,943 |
Cash-based incentive fee related compensation | 3,380 | 0 | 6,081 | 0 |
Other non-cash compensation | 1,080 | 1,135 | 2,704 | 3,360 |
Total employee compensation and benefits | $ 72,867 | $ 75,315 | $ 232,054 | $ 186,459 |
Employee Compensation and Ben_4
Employee Compensation and Benefits - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Compensation Related Costs [Abstract] | ||||
Partnership interest-based compensation | $ 6,029 | $ 21,605 | $ 20,958 | $ 38,381 |
Interest-based compensation, award modifications | 1,600 | 15,600 | 4,700 | 22,300 |
Unvested stated target payments | 7,800 | 3,100 | 7,800 | 3,100 |
Interest-based compensation expense, profit interest | $ 4,500 | $ 6,000 | $ 16,300 | $ 16,100 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity-based compensation | $ 5,878 | $ 0 | $ 38,518 | $ 0 | ||
Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
RSUs granted (in shares) | 4,800,000 | 5,100,407 | ||||
RSUs, settled in cash (in shares) | 100,000 | |||||
Aggregate grant date fair value | $ 62,100 | |||||
Vested in period (in shares) | 2,000,000 | 2,052,182 | ||||
Nonvested awards (in shares) | 2,800,000 | 3,040,224 | 3,040,224 | 0 | ||
Award vesting period | 2 years | |||||
Vested in period, fair value | $ 26,500 | |||||
Equity-based compensation | $ 5,900 | 38,500 | ||||
Cost not yet recognized | $ 27,600 | $ 27,600 | ||||
Period for recognition | 1 year 7 months 6 days | |||||
Share-based Payment Arrangement, Expense, Tax Benefit | $ 1,300 | |||||
Restricted Stock Units (RSUs) | Certain Employees | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
RSUs granted (in shares) | 300,000 | |||||
Aggregate grant date fair value | $ 3,600 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of RSU Activity (Details) - Restricted Stock Units (RSUs) - $ / shares | 1 Months Ended | 9 Months Ended |
Mar. 31, 2021 | Sep. 30, 2021 | |
Number of RSUs | ||
Beginning balance (in shares) | 0 | |
RSUs granted (in shares) | 4,800,000 | 5,100,407 |
Vested in period (in shares) | (2,000,000) | (2,052,182) |
Forfeited (in shares) | (8,001) | |
Ending balance (in shares) | 2,800,000 | 3,040,224 |
Weighted-Average Grant-Date Fair Value Per RSU | ||
Beginning balance (in dollars per share) | $ 0 | |
Granted (in dollars per share) | 12.88 | |
Vested (in dollars per share) | 12.92 | |
Forfeited (in dollars per share) | 13.04 | |
Ending balance (in dollars per share) | $ 12.86 |
Debt - Schedule of Debt Outstan
Debt - Schedule of Debt Outstanding (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 398,000 | |
Less debt issuance costs | (6,766) | $ (5,104) |
Total debt | 391,234 | 335,155 |
Senior loan | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 398,000 | $ 340,259 |
Debt - Maturities of Debt (Deta
Debt - Maturities of Debt (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2021 | $ 1,000 |
2022 | 4,000 |
2023 | 4,000 |
2024 | 4,000 |
2025 | 4,000 |
Thereafter | 381,000 |
Total | $ 398,000 |
Debt - Additional Information (
Debt - Additional Information (Details) | Jun. 23, 2021USD ($) | Feb. 28, 2021USD ($) | Feb. 24, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Jan. 02, 2014USD ($) |
Debt Instrument [Line Items] | |||||||||
Principal payments on senior loan | $ 52,259,000 | $ 91,195,000 | |||||||
Debt issuance costs, net | $ 6,766,000 | 6,766,000 | $ 5,104,000 | ||||||
Amortization of debt issuance costs | 200,000 | $ 300,000 | 743,000 | $ 1,014,000 | |||||
Long-term debt, gross | $ 398,000,000 | $ 398,000,000 | |||||||
Amended Term Loan Facility Due February 24, 2028, Amendment 2 | |||||||||
Debt Instrument [Line Items] | |||||||||
Periodic principal payment | $ 1,000,000 | ||||||||
Senior loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Prepayment deadline following quarterly financial statement if leverage ratio exceeds 2.50 | 5 days | ||||||||
Maximum leverage ratio | 2.50 | 2.50 | |||||||
Long-term debt, gross | $ 398,000,000 | $ 398,000,000 | 340,259,000 | ||||||
Senior loan | Amended 2028 Term Loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Face amount | $ 290,000,000 | ||||||||
Long-term debt, gross | 398,000,000 | 398,000,000 | |||||||
Senior loan | Amended 2028 Term Loans | London Interbank Offered Rate (LIBOR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Basis spread on variable rate | 2.50% | ||||||||
Debt, LIBOR floor | 0.50% | ||||||||
Senior loan | Amended Term Loan Facility Due February 24, 2028, Amendment 1 | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal payments on senior loan | $ 50,300,000 | ||||||||
Accelerated debt issuance expense | 700,000 | ||||||||
Debt issuance costs, net | $ 900,000 | 900,000 | |||||||
Amortization of debt issuance costs | $ 2,600,000 | ||||||||
Senior loan | Amended Term Loan Facility Due February 24, 2028, Amendment 2 | |||||||||
Debt Instrument [Line Items] | |||||||||
Face amount | 400,000,000 | ||||||||
Debt issuance costs, net | $ 2,200,000 | ||||||||
Senior loan | Amended 2025 Term Loans | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt, gross | $ 340,300,000 | ||||||||
Weighted average interest rate | 3.25% | 3.25% | 3.98% | ||||||
Credit Facility | Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Maximum borrowing capacity | $ 50,000,000 | ||||||||
Line of credit outstanding | $ 0 | $ 0 | $ 0 |
Interest Rate Derivatives - Sch
Interest Rate Derivatives - Schedule of Derivative Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Derivative [Line Items] | ||
Fair Value | $ 92 | |
Fair Value | (218) | $ (28,442) |
Fair value, net | (126) | $ (28,442) |
Interest Rate Swap, 1.33% | ||
Derivative [Line Items] | ||
Notional Amount | 232,000 | |
Fair Value | $ 92 | |
Fixed Rate Paid | 1.33% | |
Derivative, LIBOR floor | 0.50% | |
Interest Rate Swap, 1.39% | ||
Derivative [Line Items] | ||
Notional Amount | $ 68,000 | |
Notional Amount | 68,000 | |
Fair Value | $ (218) | |
Fixed Rate Paid | 1.39% | |
Derivative, LIBOR floor | 0.50% | |
Interest Rate Swap, 2.48% and 3.05% | ||
Derivative [Line Items] | ||
Derivative, LIBOR floor | 0.00% | |
Interest Rate Swap, 2.48% | ||
Derivative [Line Items] | ||
Notional Amount | $ 225,000 | |
Fair Value | $ (11,163) | |
Fixed Rate Paid | 2.48% | |
Interest Rate Swap, 3.05% | ||
Derivative [Line Items] | ||
Notional Amount | $ 75,000 | |
Fair Value | $ (4,654) | |
Fixed Rate Paid | 3.05% | |
Interest rate collar | ||
Derivative [Line Items] | ||
Notional Amount | $ 300,000 | |
Fair Value | $ (12,625) | |
Fixed Rate Paid | 3.70% | |
Derivative, LIBOR floor | 2.45% |
Interest Rate Derivatives - Eff
Interest Rate Derivatives - Effect on Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Derivative [Roll Forward] | |||||
Beginning balance | $ (49,818) | $ (82,190) | |||
Ending balance | (110,150) | (110,150) | |||
Total GCM Grosvenor Inc. deficit | (37,604) | (37,604) | $ (29,342) | ||
Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | |||||
Derivative [Roll Forward] | |||||
Beginning balance | (9,819) | $ (13,566) | (11,163) | $ (6,933) | |
Amount recognized in other comprehensive income (loss) | (13) | (226) | (1,633) | (9,069) | |
Amount reclassified from accumulated other comprehensive loss to interest expense | 2,018 | 1,329 | 4,982 | 2,889 | |
Ending balance | (7,814) | (12,463) | (7,814) | (12,463) | |
Less: Loss attributable to noncontrolling interests in GCMH | (6,171) | 0 | (6,171) | 0 | |
Total GCM Grosvenor Inc. deficit | (1,643) | (12,463) | (1,643) | (12,463) | |
Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | Cumulative Effect, Period of Adoption, Adjustment | |||||
Derivative [Roll Forward] | |||||
Beginning balance | $ 0 | $ 0 | $ 0 | $ 650 |
Interest Rate Derivatives - Gai
Interest Rate Derivatives - Gain (Loss) Recognized in Earnings (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Interest Rate Contract | Other income (expense) | ||||
Derivative [Line Items] | ||||
Other income (expense) | $ 0 | $ 378 | $ 1,934 | $ (9,673) |
Interest Rate Derivatives - Add
Interest Rate Derivatives - Additional Information (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Interest Rate Swap, 1.33% | |
Derivative [Line Items] | |
Notional Amount | $ 232,000 |
Derivative, LIBOR floor | 0.50% |
Interest Rate Swap, 1.39% | |
Derivative [Line Items] | |
Notional Amount | $ 68,000 |
Derivative, LIBOR floor | 0.50% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | Mar. 11, 2021 | Mar. 10, 2021 | Jan. 01, 2020 | Aug. 31, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Loss Contingencies [Line Items] | |||||||
Consideration received from assignment to partner | $ 1,337 | $ 0 | |||||
Proceeds received to fund future investment commitments | $ 48,000 | $ 32,100 | |||||
Fixed Management Fee | |||||||
Loss Contingencies [Line Items] | |||||||
Annual management fee | $ 500 | 300 | |||||
Management fee duration | 5 years | ||||||
Unfunded Commitments | |||||||
Loss Contingencies [Line Items] | |||||||
Commitment amount | $ 82,800 | $ 81,800 | |||||
Air Transportation Equipment | |||||||
Loss Contingencies [Line Items] | |||||||
Percent of asset acquired | 12.50% | ||||||
Air Transportation Equipment | GCMH | |||||||
Loss Contingencies [Line Items] | |||||||
Percent of asset ownership assigned to partner | 50.00% | ||||||
Percent of asset ownership interest | 12.50% | ||||||
Consideration received from assignment to partner | $ 1,300 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||||
Net receivables from related parties | $ 9.4 | $ 9.4 | $ 11.2 | ||
Management | |||||
Related Party Transaction [Line Items] | |||||
Investment balance of related party | 489.8 | 489.8 | $ 426.7 | ||
Affiliated Entity | Aircraft Utilization | GCMH | |||||
Related Party Transaction [Line Items] | |||||
Amounts of transaction | $ 0.2 | $ 0 | $ 0.8 | $ 0.4 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 10.00% | 5.00% | 6.00% | 49.00% |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | ||
Numerator for earnings per share calculation: | |||||
Net income attributable to GCM Grosvenor Inc., basic | $ 4,056 | $ 0 | $ 7,259 | $ 0 | |
Assumed vesting of RSUs | 0 | 2 | |||
Net income attributable to common stockholders, diluted | $ 6,277 | $ 5,204 | |||
Denominator for earnings per share calculation: | |||||
Weighted-average shares, basic (in shares) | [1] | 44,387,598 | 0 | 43,673,347 | 0 |
Exchange of Partnership units (in shares) | 144,235,246 | 144,235,246 | |||
Assumed vesting of RSUs - incremental shares under the treasury stock method (in shares) | 254,233 | 107,522 | |||
Diluted (in shares) | [1] | 188,877,077 | 0 | 188,136,198 | 0 |
Basic EPS | |||||
Net income attributable to common stockholders, basic | $ 4,056 | $ 7,259 | |||
Weighted-average shares, basic (in shares) | [1] | 44,387,598 | 0 | 43,673,347 | 0 |
Net income per share attributable to common stockholders, basic (in dollars per share) | [1] | $ 0.09 | $ 0 | $ 0.17 | $ 0 |
Diluted EPS | |||||
Net income attributable to common stockholders, diluted | $ 6,277 | $ 5,204 | |||
Weighted-average shares, diluted (in shares) | [1] | 188,877,077 | 0 | 188,136,198 | 0 |
Net income per share attributable to common stockholders, diluted (in dollars per share) | [1] | $ 0.03 | $ 0 | $ 0.03 | $ 0 |
Private warrants | |||||
Numerator for earnings per share calculation: | |||||
Exercise of warrants | $ 0 | $ (303) | |||
Denominator for earnings per share calculation: | |||||
Exercise of warrants - incremental shares under the treasury stock method (in shares) | 0 | 120,083 | |||
Partnership Units | |||||
Numerator for earnings per share calculation: | |||||
Exercise of warrants | $ 2,221 | $ (1,754) | |||
[1] | There were no shares of Class A common stock outstanding prior to November 17, 2020, therefore no earnings per share information has been presented for any period prior to that date. |
Earnings Per Share - Potentiall
Earnings Per Share - Potentially Dilutive Securities Excluded from Calculation of EPS (Details) - Warrant - shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Public warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Unvested restricted stock units (in shares) | 20,036,269 | 20,036,269 |
Private warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Unvested restricted stock units (in shares) | 900,000 | 0 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 08, 2021 | Aug. 06, 2021 | Feb. 25, 2021 | Jan. 04, 2021 | Nov. 12, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Subsequent Event [Line Items] | ||||||||
Repurchase (in shares) | 243,395 | 243,395 | ||||||
Payments from repurchase of warrants | $ 450 | $ 0 | ||||||
Class of warrant or right per warrant | $ 1.85 | $ 1.85 | ||||||
Class A common stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, dividends declared (in dollars per share) | $ 0.09 | $ 0.08 | $ 0.06 | |||||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Repurchase (in shares) | 112,059 | |||||||
Payments from repurchase of warrants | $ 200 | |||||||
Class of warrant or right per warrant | $ 1.90 | |||||||
Subsequent Event | Class A common stock | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, dividends declared (in dollars per share) | $ 0.10 |
Uncategorized Items - gcm-20210
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2017-12 [Member] |