Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 03, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
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 | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001819796 | |
Class A common stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A common stock, $0.0001 par value per share | |
Trading Symbol | GCMG | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 44,223,213 | |
Warrant | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase shares of Class A common stock | |
Trading Symbol | GCMGW | |
Security Exchange Name | NASDAQ | |
Class C common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 144,235,246 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets | ||
Cash and cash equivalents | $ 41,863 | $ 44,354 |
Management fees receivable | 18,165 | 24,996 |
Incentive fees receivable | 14,151 | 27,371 |
Investments | 248,433 | 240,202 |
Premises and equipment, net | 13,165 | 7,378 |
Lease right-of-use assets | 39,459 | 38,554 |
Intangible assets, net | 2,298 | 2,627 |
Goodwill | 28,959 | 28,959 |
Deferred tax assets, net | 58,772 | 58,298 |
Other assets | 21,754 | 18,623 |
Total assets | 497,304 | 504,943 |
Liabilities and Equity (Deficit) | ||
Accrued compensation and benefits | 76,859 | 98,561 |
Debt | 384,000 | 384,727 |
Lease liabilities | 43,197 | 41,481 |
Warrant liabilities | 8,575 | 6,431 |
Accrued expenses and other liabilities | 31,785 | 31,213 |
Total liabilities | 598,175 | 616,172 |
Commitments and contingencies (Note 13) | ||
Preferred stock, $0.0001 par value, 100,000,000 shares authorized, none issued | 0 | 0 |
Additional paid-in capital | 4,817 | 1,936 |
Accumulated other comprehensive income | 2,973 | 2,630 |
Retained earnings | (34,201) | (32,218) |
Total GCM Grosvenor Inc. deficit | (26,393) | (27,634) |
Noncontrolling interests in subsidiaries | 57,588 | 59,757 |
Noncontrolling interests in GCMH | (132,066) | (143,352) |
Total deficit | (100,871) | (111,229) |
Total liabilities and equity (deficit) | 497,304 | 504,943 |
Related Party | ||
Assets | ||
Due from related parties | 10,285 | 13,581 |
Liabilities and Equity (Deficit) | ||
Payable to related parties pursuant to the tax receivable agreement | 53,759 | 53,759 |
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 | Mar. 31, 2024 | Dec. 31, 2023 |
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) | 42,996,776 | 42,988,563 |
Common stock, outstanding (in shares) | 42,996,776 | 42,988,563 |
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 (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenues | ||
Total operating revenues | $ 108,866 | $ 99,116 |
Expenses | ||
Employee compensation and benefits | 99,647 | 86,224 |
General, administrative and other | 25,179 | 25,779 |
Total operating expenses | 124,826 | 112,003 |
Operating loss | (15,960) | (12,887) |
Investment income | 5,677 | 6,324 |
Interest expense | (5,923) | (6,655) |
Other income | 553 | 714 |
Change in fair value of warrant liabilities | (2,144) | (2,221) |
Net other expense | (1,837) | (1,838) |
Loss before income taxes | (17,797) | (14,725) |
Provision for income taxes | 1,110 | 422 |
Net loss | (18,907) | (15,147) |
Less: Net income attributable to noncontrolling interests in subsidiaries | 1,302 | 2,773 |
Less: Net loss attributable to noncontrolling interests in GCMH | (22,333) | (16,690) |
Net income (loss) attributable to GCM Grosvenor Inc. | $ 2,124 | $ (1,230) |
Earnings (loss) per share of Class A common stock: | ||
Basic (in dollars per share) | $ 0.05 | $ (0.03) |
Diluted (in dollars per share) | $ (0.13) | $ (0.10) |
Weighted average shares of Class A common stock outstanding: | ||
Basic (in shares) | 43,670,260 | 42,380,335 |
Diluted (in shares) | 187,905,506 | 186,615,581 |
Management fees | ||
Revenues | ||
Total operating revenues | $ 95,885 | $ 92,245 |
Incentive fees | ||
Revenues | ||
Total operating revenues | 10,118 | 5,815 |
Other operating income | ||
Revenues | ||
Total operating revenues | $ 2,863 | $ 1,056 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (18,907) | $ (15,147) |
Other comprehensive income (loss), net of tax: | ||
Net change in cash flow hedges | 3,201 | (5,743) |
Foreign currency translation adjustment | (678) | (58) |
Total other comprehensive income (loss) | 2,523 | (5,801) |
Comprehensive loss before noncontrolling interests | (16,384) | (20,948) |
Less: Comprehensive income attributable to noncontrolling interests in subsidiaries | 1,302 | 2,773 |
Less: Comprehensive loss attributable to noncontrolling interests in GCMH | (20,153) | (21,142) |
Comprehensive income (loss) attributable to GCM Grosvenor Inc. | $ 2,467 | $ (2,579) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity (Deficit) - USD ($) $ in Thousands | Total | Other Noncontrolling Subsidiaries | GCM Holdings | Common Stock Class A common stock | Common Stock Class C common stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests in Subsidiaries | Noncontrolling Interests in Subsidiaries Other Noncontrolling Subsidiaries | Noncontrolling Interests in GCMH | Noncontrolling Interests in GCMH GCM Holdings |
Beginning balance at Dec. 31, 2022 | $ (94,006) | $ 4 | $ 14 | $ 0 | $ (23,934) | $ 4,096 | $ 67,900 | $ (142,086) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Capital contributions from noncontrolling interests in subsidiaries | 167 | 167 | ||||||||||
Capital distributions paid to noncontrolling interests / Partners’ distributions | $ (4,977) | $ (4,977) | ||||||||||
Repurchase of Class A common stock | (3,333) | (746) | (2,587) | |||||||||
Settlement of equity-based compensation in satisfaction of withholding tax requirements | (3,794) | (848) | (2,946) | |||||||||
Deemed contributions | 11,097 | 11,097 | ||||||||||
Net change in cash flow hedges | (5,743) | (1,335) | (4,408) | |||||||||
Translation adjustment | (58) | (14) | (44) | |||||||||
Equity-based compensation, equity-classified awards | 12,809 | 2,864 | 9,945 | |||||||||
Declared dividends | (5,102) | (5,102) | ||||||||||
Deferred tax and other tax adjustments | 13 | 13 | ||||||||||
Equity reallocation between controlling and non-controlling interests | 0 | 335 | (335) | |||||||||
Net income (loss) | (15,147) | (1,230) | 2,773 | (16,690) | ||||||||
Ending balance at Mar. 31, 2023 | (108,074) | 4 | 14 | 1,283 | (29,931) | 2,747 | 65,863 | (148,054) | ||||
Beginning balance at Dec. 31, 2023 | (111,229) | 4 | 14 | 1,936 | (32,218) | 2,630 | 59,757 | (143,352) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Capital contributions from noncontrolling interests in subsidiaries | 396 | 396 | ||||||||||
Capital distributions paid to noncontrolling interests / Partners’ distributions | $ (3,867) | $ (7,896) | $ (3,867) | $ (7,896) | ||||||||
Settlement of equity-based compensation in satisfaction of withholding tax requirements | (149) | (34) | (115) | |||||||||
Deemed contributions | 30,002 | 30,002 | ||||||||||
Net change in cash flow hedges | 3,201 | 499 | 2,702 | |||||||||
Translation adjustment | (678) | (156) | (522) | |||||||||
Equity-based compensation, equity-classified awards | 14,027 | 3,221 | 10,806 | |||||||||
Declared dividends | (5,465) | (5,465) | ||||||||||
Deferred tax and other tax adjustments | (306) | (306) | ||||||||||
Equity reallocation between controlling and non-controlling interests | 0 | 1,358 | (1,358) | |||||||||
Net income (loss) | (18,907) | 2,124 | 1,302 | (22,333) | ||||||||
Ending balance at Mar. 31, 2024 | $ (100,871) | $ 4 | $ 14 | $ 4,817 | $ (34,201) | $ 2,973 | $ 57,588 | $ (132,066) |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities | ||
Net loss | $ (18,907) | $ (15,147) |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization expense | 633 | 675 |
Equity-based compensation, equity-classified awards | 14,027 | 12,809 |
Deferred tax income benefit | (686) | (1,219) |
Other non-cash compensation | 171 | 584 |
Partnership interest-based compensation | 30,002 | 11,097 |
Amortization of debt issuance costs | 273 | 272 |
Amortization of terminated swap | (1,890) | (991) |
Change in fair value of warrant liabilities | 2,144 | 2,221 |
Change in payable to related parties pursuant to tax receivable agreement | 0 | (12) |
Proceeds received from investments | 1,908 | 3,030 |
Non-cash investment income | (5,677) | (6,324) |
Non-cash lease expense | 677 | 1,623 |
Other | 276 | 316 |
Change in assets and liabilities: | ||
Management fees receivable | 6,809 | (1,214) |
Incentive fees receivable | 13,220 | 2,151 |
Due from related parties | (3,296) | (390) |
Other assets | 2,762 | 1,155 |
Accrued compensation and employee related obligations | (22,488) | (19,010) |
Lease liabilities | 132 | (2,024) |
Accrued expenses and other liabilities | 4,114 | 5,637 |
Net cash provided by (used in) operating activities | 24,204 | (4,761) |
Cash flows from investing activities | ||
Purchases of premises and equipment | (4,195) | (203) |
Contributions/subscriptions to investments | (6,048) | (8,505) |
Distributions from investments | 1,586 | 3,970 |
Net cash used in investing activities | (8,657) | (4,738) |
Cash flows from financing activities | ||
Capital contributions received from noncontrolling interests | 396 | 167 |
Capital distributions paid to partners and member | (7,896) | 0 |
Capital distributions paid to noncontrolling interests | (3,867) | (4,977) |
Principal payments on senior loan | (1,000) | (1,000) |
Payments to repurchase Class A common stock | 0 | (3,333) |
Settlement of equity-based compensation in satisfaction of withholding tax requirements | (149) | 0 |
Dividends paid | (4,733) | (4,577) |
Net cash used in financing activities | (17,249) | (13,720) |
Effect of exchange rate changes on cash | (789) | (71) |
Net decrease in cash and cash equivalents | (2,491) | (23,290) |
Beginning of period | 44,354 | 85,163 |
End of period | 41,863 | 61,873 |
Supplemental disclosure of cash flow information | ||
Cash paid during the period for interest | 7,821 | 6,980 |
Cash paid during the period for income taxes, net | 1,380 | 545 |
Supplemental disclosure of cash flow information from operating activities | ||
Non-cash right-of-use assets obtained in exchange for new and extended operating leases | 3,155 | 1,351 |
Non-cash adjustment to operating lease right-of-use assets from lease modification | (60) | 0 |
Supplemental disclosure of cash flow information from investing activities | ||
Non-cash premises and equipment additions in accrued expenses and other liabilities | 1,911 | 0 |
Supplemental disclosure of non-cash information from financing activities | ||
Deemed contributions from GCMH Equityholders | 30,002 | 11,097 |
Establishment of deferred tax assets, net related to non-cash activities | (306) | 13 |
Dividends declared but not paid | $ 736 | $ 546 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2024 | |
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 and merging with CF Finance Acquisition Corp. (“CFAC”), which was 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 each of March 31, 2024 and December 31, 2023 was approximately 23.0%. 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, together with GCM Progress Subsidiary LLC, the “GCMH Equityholders”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
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 months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. 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, 2023, filed with the Securities and Exchange Commission (“SEC”). 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 and require significant management judgment or estimation. 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 primarily consist of investments in GCM Funds and other funds the Company does not control, but is deemed to exert significant influence, and are generally accounted for using the equity method of accounting. Under the equity method of accounting, the Company records its share of the underlying income or loss of such entities, which reflects the net asset value of such investments. Management believes the net asset value of the funds is representative of fair value. The resulting gains and losses are included as investment income in the Condensed Consolidated Statements of Income (Loss). The Company’s equity method 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 Financial Statements. Certain subsidiaries which hold the general partner capital interest in the GCM Funds are not wholly owned, and as such, the portion of the Company’s investments owned by limited partners in those subsidiaries are reflected within noncontrolling interests in the Condensed Consolidated Statements of Financial Condition. For certain other debt investments, the Company has elected the fair value option. Such election is irrevocable and is made at the investment level at initial recognition. The debt investments are not publicly traded and are a Level 3 fair value measurement. For investments carried at fair value, the Company records the increase or decrease in fair value as investment income in the Condensed Consolidated Statements of Income (Loss). See Note 5 for additional information regarding the Company’s other investments. Rece ntly Issued Accounting Standards In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . ASU 2023-07 scopes in entities with a single reportable segment and requires those entities to provide all disclosures required in Topic 280, requires that current annual disclosures about a reportable segment’s profit or loss and assets also be provided in interim periods and requires other various new disclosures. Enhanced reporting requirements for all entities includes disclosure of (1) significant segment expenses, (2) the title and position of the chief operating decision maker (the “CODM”) and (3) how the CODM uses disclosed measure(s) of a segment’s profit or loss in assessing segment performance and allocating resources. This guidance is effective for public entities for fiscal years beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Companies are required to apply the amendments retrospectively to all prior periods presented in the financial statements and early adoption is permitted. The Company is evaluating this guidance and currently expects that adoption will result in new disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . ASU 2023-09 requires enhanced income tax disclosure including disclosures of specific categories in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold, additional disclosures about income taxes paid, and disclosure of pre-tax income or loss from continuing operations disaggregated between domestic and foreign income or loss. This guidance is effective for public business entities for fiscal years beginning after December 15, 2024. Companies should provide the enhanced disclosures on a prospective basis, however retrospective application is permitted. Early adoption is permitted for annual financial statements that have not yet been issued. The Company is evaluating this guidance and currently expects that adoption will result in enhanced income tax disclosures. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenues For the three months ended March 31, 2024 and 2023, management fees and incentive fees consisted of the following: Three Months Ended March 31, Management fees 2024 2023 Management fees, net $ 91,952 $ 88,938 Fund expense reimbursement revenue 3,933 3,307 Total management fees $ 95,885 $ 92,245 Three Months Ended March 31, Incentive fees 2024 2023 Performance fees $ 5,987 $ 244 Carried interest 4,131 5,571 Total incentive fees $ 10,118 $ 5,815 The Company did not recognize revenue during the three months ended March 31, 2024 and 2023 that was previously deferred. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments | Investments Investments consist of the following: As of March 31, 2024 December 31, 2023 Equity method investments $ 236,625 $ 228,822 Other investments 11,808 11,380 Total investments $ 248,433 $ 240,202 As of March 31, 2024 and December 31, 2023, the Company held investments of $248.4 million and $240.2 million, respectively, of which $55.5 million and $56.1 million were owned by noncontrolling interest holders, respectively. Net income (loss) and cash flow from investments held by noncontrolling interest holders will not be attributable to the Company. See Note 5 for fair value disclosures of certain investments held within other investments. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
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 March 31, 2024 and December 31, 2023: Fair Value as of March 31, 2024 Level 1 Level 2 Level 3 Total Assets Money market funds $ 7,918 $ — $ — $ 7,918 Other investments — — 11,621 11,621 Total assets $ 7,918 $ — $ 11,621 $ 19,539 Liabilities Public warrants $ 8,057 $ — $ — $ 8,057 Private warrants — — 518 518 Interest rate derivatives — 2,071 — 2,071 Total liabilities $ 8,057 $ 2,071 $ 518 $ 10,646 Fair Value as of December 31, 2023 Level 1 Level 2 Level 3 Total Assets Money market funds $ 10,282 $ — $ — $ 10,282 Other investments — — 11,192 11,192 Total assets $ 10,282 $ — $ 11,192 $ 21,474 Liabilities Public warrants $ 6,042 $ — $ — $ 6,042 Private warrants — — 389 389 Interest rate derivatives — 7,469 — 7,469 Total liabilities $ 6,042 $ 7,469 $ 389 $ 13,900 Money Market Funds 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. Interest Rate Derivatives Management determines the fair value of its interest rate derivative agreement based on the present value of expected future cash flows based on observable future rates applicable to each swap contract using linear interpolation, inclusive of the risk of non-performance, using a discount rate appropriate for the duration. See Note 12 for additional information regarding interest rate derivatives. Other Investments Investments in the subordinated notes of a structured alternatives investment solution are not publicly traded and are classified as Level 3. Management determines the fair value of these other investments using a discounted cash flow analysis (“Cash Flow Analysis”), which includes assumptions regarding the expected deployment and realization timing of private investments. The position was classified as Level 3 as of March 31, 2024 and December 31, 2023 because of the use of significant unobservable inputs in the Cash Flow Analysis as follows: As of March 31, 2024 As of December 31, 2023 Impact to Valuation from an Increase in Input (2) Significant Unobservable Inputs (1) Range Weighted Average Range Weighted Average Discount rate (3) 26.5% – 27.5% 27.0 % 26.5% - 27.5% 27.0 % Decrease Expected remaining term (years) 8 – 12 N/A 8 – 12 N/A Decrease Expected return – liquid assets (4) 2.0% – 5.0% 4.3 % 2.0% - 5.0% 4.3 % Increase Expected total value to paid in capital – private assets (5) 1.55x – 2.05x 1.85x 1.55x – 2.05x 1.87x Increase ____________ (1) In determining these inputs, management considers the following factors including, but not limited to: liquidity, estimated yield, capital deployment, diversified multi-strategy appreciation, expected net multiple of investment capital across Private Assets investments, annual operating expenses, as well as investment guidelines such as concentration limits, position size, and investment periods. (2) Unless otherwise noted, this column represents the directional change in fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the unobservable input would have the opposite effect. (3) The discount rate was based on the relevant benchmark rate, spread, and yield migrations on related securitized assets. (4) Inputs were weighted based on actual and estimated expected return included in the range. (5) Inputs were weighted based on the actual and estimated commitments to the respective private asset investments included in the range . The resulting fair values of $11.6 million and $11.2 million were recorded within investments in the Condensed Consolidated Statements of Financial Condition as of March 31, 2024 and December 31, 2023, respectively. The following table presents changes in Level 3 assets measured at fair value for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 11,192 $ 10,007 Change in fair value 429 272 Balance at end of period $ 11,621 $ 10,279 Public Warrants The public warrants are valued using quoted market prices on the Nasdaq Stock Market LLC under the ticker GCMGW. Private Warrants The private warrants were classified as Level 3 as of March 31, 2024 and December 31, 2023 because of the use of significant unobservable inputs in the valuation, however the overall private warrant valuation and change in fair value are not material to the Condensed Consolidated Financial Statements. The valuations for the private warrants were determined to be $0.58 and $0.43 per unit as of March 31, 2024 and December 31, 2023, respectively. The resulting fair values of $0.5 million and $0.4 million were recorded within warrant liabilities in the Condensed Consolidated Statements of Financial Condition as of March 31, 2024 and December 31, 2023, respectively. See Note 7 for additional information regarding the warrant activity. The following table presents changes in Level 3 liabilities measured at fair value for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 389 $ 475 Change in fair value 129 134 Balance at end of period $ 518 $ 609 |
Equity
Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Equity | Equity Shares of Common Stock Outstanding The following table shows a rollforward of the common stock outstanding for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 Class A common stock Class B common stock Class C common stock Beginning of period 42,988,563 — 144,235,246 Net shares delivered for vested RSUs 8,213 — — End of period 42,996,776 — 144,235,246 Three Months Ended March 31, 2023 Class A common stock Class B common stock Class C common stock Beginning of period 41,806,215 — 144,235,246 Repurchase of Class A shares (415,909) — — End of period 41,390,306 — 144,235,246 As of March 31, 2024, 1,497,510 RSUs were vested, but not yet delivered, and are therefore not yet included in outstanding Class A common stock. The delivery of vested RSUs will be reduced by the number of shares withheld to satisfy statutory withholding tax obligations as well as RSUs that are settled in cash. Dividends 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 2024: Declaration Date Record Date Payment Date Dividend per Common Share February 8, 2024 March 1, 2024 March 15, 2024 $0.11 May 6, 2024 June 3, 2024 June 17, 2024 $0.11 Dividend equivalent payments of $1.9 million were accrued for holders of RSUs as of March 31, 2024. Distributions to partners represent distributions made to GCMH Equityholders. Stock Repurchase Plan On August 6, 2021, GCMG’s Board of Directors authorized a stock repurchase plan which may be used to repurchase shares of the Company’s outstanding Class A common stock and warrants to purchase shares of Class A common stock. Class A common stock and warrants may be repurchased from time to time in open market transactions, in privately negotiated transactions, including with employees or otherwise, pursuant to the requirements of Rule 10b5-1 and Rule 10b-18 of the Exchange Act, as well as to retire (by cash settlement or the payment of tax withholding amounts upon net settlement) equity-based awards granted under our 2020 Incentive Award Plan, as amended and restated (and any successor plan thereto), with the terms and conditions of these repurchases depending on legal requirements, price, market and economic conditions and other factors. The Company is not obligated under the terms of the plan to repurchase any of its Class A common stock or warrants, the program has no expiration date and the Company may suspend or terminate the program at any time without prior notice. Any shares of Class A common stock and any warrants repurchased as part of this program will be canceled. GCMG’s Board of Directors has made subsequent increases to its original stock repurchase authorization amount for shares and warrants. As of December 31, 2023, the total authorization was $115 million, excluding fees and expenses. On February 8, 2024, GCMG’s Board of Directors increased the firm's existing repurchase authorization by $25 million , from $115 million to $140 million. During the three months ended March 31, 2024, the Company repurchased 15,470 shares for RSUs that were settled in cash, including amounts withheld in connection with the payment of tax withholding obligations, for $0.1 million, or an average of $9.66 per share. See Note 10 for additional information regarding RSUs. Other than the deemed repurchases described above, the Company did not repurchase shares of Class A common stock during the three months ended March 31, 2024. As of March 31, 2024, the Company had $65.0 million remaining under the stock repurchase plan. In April 2024, the Company repurchased 3,021,060 shares for RSUs that were settled in cash, including amounts withheld in connection with the payment of tax withholding obligations, for $28.0 million, or an average of $9.28 per share. As of April 30, 2024, the Company had $37.0 million remaining under the stock repurchase plan. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2024 | |
Other Liabilities Disclosure [Abstract] | |
Warrants | Warrants The public and private warrants meet the definition of a derivative under ASC 815 and the Company records these warrants as liabilities in the Condensed Consolidated Statements of Financial Condition at fair value, with subsequent changes in their respective fair values recorded in the change in fair value of warrant liabilities within the Condensed Consolidated Statements of Income (Loss) at each reporting date. Each public warrant entitles the registered holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment. The warrants expire 5 years after the consummation of the Transaction, or earlier upon redemption or liquidation. The public warrant holders do not have the rights or privileges of holders of Class A common stock and any voting rights until they exercise their warrants and receive shares of Class A common stock. After the issuance of shares of Class A common stock, upon exercise of the warrants, each holder will be entitled to one vote for each share held of record on all matters to be voted on by stockholders. The private placement warrants (including the Class A common stock issuable upon exercise of the private placement warrants) will not be redeemable by the Company so long as they are held by CF Sponsor, Holdings or their permitted transferees. CF Sponsor, Holdings or their permitted transferees, have the option to exercise the private placement warrants on a cashless basis. No warrants were exercised or repurchased during the three months ended |
Variable Interest Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2024 | |
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 three months ended March 31, 2024 or the year ended December 31, 2023. As of March 31, 2024 and December 31, 2023, the total unfunded commitments from the special limited partner and general partners to the unconsolidated VIEs were $41.8 million and $42.1 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 relate to the Company’s interests in and management fees, incentive fees and third party costs receivables from these non-consolidated VIEs. The Company’s maximum exposure to loss relating to non-consolidated VIEs as of March 31, 2024 and December 31, 2023 were as follows: As of March 31, 2024 December 31, 2023 Investments $ 105,252 $ 102,109 Receivables 6,920 16,324 Maximum exposure to loss $ 112,172 $ 118,433 The above table includes investments in VIEs which are owned by noncontrolling interest holders of approximately $30.5 million and $30.9 million as of March 31, 2024 and December 31, 2023, respectively. |
Employee Compensation and Benef
Employee Compensation and Benefits | 3 Months Ended |
Mar. 31, 2024 | |
Compensation Related Costs [Abstract] | |
Employee Compensation and Benefits | Employee Compensation and Benefits For the three months ended March 31, 2024 and 2023, employee compensation and benefits consisted of the following: Three Months Ended March 31, 2024 2023 Cash-based employee compensation and benefits $ 37,273 $ 44,453 Equity-based compensation 25,470 25,793 Partnership interest-based compensation 30,002 11,097 Carried interest compensation 2,542 3,560 Cash-based incentive fee related compensation 4,189 737 Other non-cash compensation 171 584 Total employee compensation and benefits $ 99,647 $ 86,224 Partnership Interest in Holdings, Holdings II and Management LLC Payments and settlements for partnership interest awards to the employees are made by GCMH Equityholders. 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 or settlements made or owed by the GCMH Equityholders. Since payments or settlements 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 interests 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 $30.0 million and $11.1 million for the three months ended March 31, 2024 and 2023, respectively, for partnership interest-based compensation expense which was or will ultimately be paid or settled by Holdings, Holdings II or Management LLC. GCMH Equityholders have 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 present value of these expected future payments, in the period the employees accepted the offer. The Company recognized $18.5 million in partnership interest-based compensation expense related to award modifications for the three months ended March 31, 2024 and none was recognized for the three months ended March 31, 2023 . The liability associated with awards that contain a stated target has been retained by Holdings as of March 31, 2024 and December 31, 2023 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. No recipients had unvested stated target payments as of each of March 31, 2024 and 2023 . The Company recognized partnership interest-based compensation expense of $2.4 million and $5.7 million for the three months ended March 31, 2024 and 2023, respectively, related to profits interest awards that are in substance profit-sharing arrangements. GCMH Equityholders Awards In the year ended December 31, 2022, GCMH Equityholders entered into agreements that will transfer equity ownership between certain existing employee members of the GCMH Equityholders (“GCMH Equityholders Awards”). The GCMH Equityholders Awards will entitle recipients to receive Class A common stock upon vesting. The non-cash awards serve to transfer equity ownership from existing GCMH Equityholders to other existing member employees upon vesting. The GCMH Equityholders Awards do not dilute Class A common stockholders and do not impact cash flows of the Company. The GCMH Equityholders Awards are accounted for under ASC 718, Compensation—Stock Compensation . The awards generally will vest in May 2025 and do not entitle the recipients to dividends or distributions made on Class A common stock during the vesting period. As such, the fair value of the GCMH Equityholders Awards is based on the closing price of Class A common stock on the accounting grant date less the present value of dividends expected to be paid during the vesting period. GCMH Equityholders can settle the awards at various dates after vesting by exchanging outstanding GCMH common units or by otherwise acquiring and delivering Class A common stock, and therefore the vesting of such awards will not dilute Class A common stockholders. As such, the expense that is pushed down to GCMH and the offsetting deemed contribution are each attributed solely to noncontrolling interests in GCMH, consistent with the accounting for payments to employees described above. The GCMH Equityholders Awards of 7,169,415 units had an aggregate grant date fair value of $53.4 million, or an average grant date fair value of $7.45 per unit. The Company recognized partnership interest-based compensation expense related to the GCMH Equityholders Awards of $5.5 million and $5.4 million for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024 , total unrecognized compensation expense related to unvested GCMH Equityholders Awards was $23.7 million and is expected to be recognized over the remaining weighted average period of 1.1 years. Holdings Awards On May 9, 2023, Holdings entered into amended and restated participation certificates with existing employee members (“Holdings Awards”). The Holdings Awards entitle recipients to a stated percentage, or minimum allocable share, of distributions from Holdings, as well as a profits interest with respect to net sale proceeds from dispositions of Holdings properties after certain threshold distributions to other members. Pursuant to ASC 505, the Holdings Awards will be recognized as compensation expense with a corresponding deemed contribution and are accounted for under ASC 718, Compensation—Stock Compensation as the awards have characteristics that are more akin to the risks and rewards of equity ownership in Holdings. These awards do not dilute Class A common stockholders or impact net cash flows of the Company. Certain of these existing employee members were previously awarded target amounts that entitled them to a stated percentage, or minimum allocable share, of distributions from Holdings until they received a sum certain. Those target amounts represented by those sums, which were previously recorded as partnership interest-based compensation, were reduced to zero in the amended and restated participation certificates. As a result, target amounts that were previously recorded as partnership interest-based compensation were reversed, while partnership interest-based compensation associated with the amended and restated participation certificates is recorded. The Holdings Awards had an aggregate grant date fair value of $155.5 million, which was partially offset when recognized in expense by $80.0 million target amounts reversed during the year ended December 31, 2023. The fair value of the Holdings Awards was determined by a third-party valuation firm utilizing a discounted cash flow analysis for the minimum allocable share and a Monte Carlo simulation valuation model for the profits interest with respect to net sale proceeds from dispositions of Holdings properties after the threshold distributions. Significant valuation inputs and assumptions included Holdings projected financial information and distributions, an estimated 10 year holding period, a 15.4% cost of equity, a 13.0% weighted average cost of capital, a 35% volatility assumption, the likelihood of a defined conversion event, a 40% discount for lack of marketability, and the fair value of reference properties that determine the threshold distributions for the profits interest with respect to net sale proceeds. The resulting fair value of the Holdings Awards is pushed down from Holdings to the Company and recorded as compensation expense. A portion of the Holdings Awards were vested upon grant, resulting in immediate expense recognition. The Company recognized partnership interest-based compensation expense related to the Holdings Awards of $3.6 million for the three months ended March 31, 2024. A portion of the Holdings Awards will vest and are being expensed over a requisite service period through December 31, 2024. As of March 31, 2024 , total unrecognized compensation expense related to unvested Holdings Awards was $11.2 million and is expected to be recognized over the remaining weighted average period of 0.8 years. 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 | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation In the three months ended March 31, 2024, the Company granted 2.0 million equity-classified RSUs and 1.5 million liability-classified RSUs with aggregate grant date fair values of $16.9 million and $13.2 million, respectively, to certain employees. The liability-classified RSUs are either classified as liabilities because they are required to be settled in cash or because the Company has the right to and intends to (as of the grant date or March 31, 2024, as applicable) settle the RSUs partially or wholly in cash. In the three months ended March 31, 2024, the Company reclassified 1.5 million RSUs from liability-classified to equity-classified based on management’s intent to settle the awards in shares of Class A common stock. The majority of liability-classified awards outstanding as of December 31, 2023 were granted in October 2023, vested on March 1, 2024 and were delivered on April 15, 2024. Of the 1.5 million liability-classified RSUs granted in the three months ended March 31, 2024, 1.0 million vested and delivered on April 15, 2024. Other awards generally vest either (a) one-third at the grant date with the remainder over two years in equal annual installments or (b) over a one See Note 9 for additional information regarding GCMH Equityholders Awards and Holdings Awards. A summary of non-vested equity-classified RSU activity for the three months ended March 31, 2024 is as follows: Number of RSUs Weighted-Average Grant-Date Fair Value Per RSU Balance as of December 31, 2023 2,164,163 $ 8.51 Granted 1,971,809 8.58 Reclassified from liability-classified RSUs 1,514,764 7.94 Vested (1,237,282) 9.05 Balance as of March 31, 2024 4,413,454 $ 8.20 A summary of non-vested liability-classified RSU activity for the three months ended March 31, 2024 is as follows: Number of RSUs Weighted-Average Grant-Date Fair Value Per RSU Balance as of December 31, 2023 3,550,186 $ 7.73 Granted 1,515,093 8.68 Reclassified to equity-classified RSUs (1,514,764) 7.94 Vested (1,897,269) 7.65 Balance as of March 31, 2024 1,653,246 $ 8.49 The total grant-date fair value of RSUs that vested during the three months ended March 31, 2024 was $25.7 million. For the three months ended March 31, 2024 and 2023, $25.5 million and $25.8 million, respectively, of compensation expense related to RSUs was recorded within employee compensation and benefits in the Condensed Consolidated Statements of Income (Loss). As of March 31, 2024, total unrecognized compensation expense related to unvested RSUs was $34.5 million and is expected to be recognized over the remaining weighted average period of 2.6 years. The tax benefit related to RSUs that vested during the three months ended March 31, 2024 will be recognized in the second and third quarters of 2024 when the cash or Class A common stock is delivered. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Debt The table below summarizes the outstanding debt balance as of March 31, 2024 and December 31, 2023: As of March 31, 2024 December 31, 2023 Senior loan $ 388,000 $ 389,000 Less: debt issuance costs (4,000) (4,273) Total debt $ 384,000 $ 384,727 Maturities of debt for the next five years and thereafter as of March 31, 2024 are as follows: Remainder of 2024 3,000 2025 4,000 2026 4,000 2027 4,000 2028 373,000 Thereafter — Total $ 388,000 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 to a maturity date of February 24, 2028 . 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 extended and increased, the “2028 Term Loans”). The Company capitalized $0.9 million and $2.2 million of debt issuances costs related to payments to lenders in connection with the amendments and extension of its Senior Loan in February and June 2021, respectively, which were recorded within debt in the Consolidated Statements of Financial Condition. Since and beginning on June 30, 2021, quarterly principal payments of $1.0 million are required to be made toward the 2028 Term Loans (less any reduction for prior or future voluntary or mandatory prepayments of principal). Through June 30, 2023, the 2028 Term Loans had an interest rate of 2.50% over the LIBOR, subject to a 0.50% LIBOR floor. On June 29, 2023, the Company entered into Amendment No. 7 to the Credit Agreement to incorporate changes for the contemplated transition to the Term Secured Overnight Financing Rate (“Term SOFR”), and on July 1, 2023, in conjunction with a Benchmark Transition Event, the interest rate defaulted to the Term SOFR plus a Benchmark Replacement Adjustment of 0.11% as recommended by the Relevant Governmental Body (all terms as defined in the Amended Credit Agreement). 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 certain thresholds in the Amended Credit Agreement. The Cash Flow Payments were calculated as defined in the Senior Loan agreement based on a percentage of calculated excess cash. During the three months ended March 31, 2024, the Company was not required to offer to make any Cash Flow Payments. As of March 31, 2024 and December 31, 2023, $388.0 million and $389.0 million of 2028 Term Loans were outstanding, respectively, with weighted average interest rates of 7.95% and 7.03% for the three months ended March 31, 2024 and 2023, 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 March 31, 2024, 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 Loan, 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 March 31, 2024 and December 31, 2023. Other Certain subsidiaries of the Company agree to jointly and severally guarantee, as primary obligors and not merely as surety guarantees the obligations of their parent entity, GCMH. Amortization of deferred debt issuance costs was $0.3 million for each of the three months ended March 31, 2024 and 2023. These amounts were recorded within interest expense in the Condensed Consolidated Statements of Income (Loss). 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 March 31, 2024 and December 31, 2023 . As the Senior Loan was not accounted for at fair value, it was not included in the Company’s fair value hierarchy in Note 5, however had it been included, it would have been classified in Level 2. |
Interest Rate Derivatives
Interest Rate Derivatives | 3 Months Ended |
Mar. 31, 2024 | |
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 derivative recorded within accrued expenses and other liabilities as of March 31, 2024 and December 31, 2023 in the Condensed Consolidated Statements of Financial Condition: Derivative Notional Amount Fair Value as of March 31, 2024 Fair Value as of December 31, 2023 Fixed Rate Paid Floating Rate Received Effective Date (2) Maturity Date Interest rate swap $ 300,000 $ (2,071) $ (7,469) 4.37 % 1 month Term SOFR (1) November 2022 February 2028 ____________ (1) Floating rate received subject to a 0.50% Floor. Refer to Note 11 regarding the interest rate on the outstanding debt for the July 1, 2023 Benchmark Transition Event. The floating rate received under the interest rate swap also defaulted to Term SOFR plus a Benchmark Replacement Adjustment concurrent with the Benchmark Transition Event. (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. A rollforward of the amounts in accumulated other comprehensive income (loss) (“AOCI”) related to interest rate derivatives designated as cash flow hedges is as follows: Three Months Ended March 31, 2024 2023 Derivative gain at beginning of period $ 21,806 $ 29,130 Amount recognized in other comprehensive income (1) 5,901 (4,639) Amount reclassified from accumulated other comprehensive income (loss) to interest expense (2,700) (1,104) Derivative gain at end of period 25,007 23,387 Less: gain attributable to noncontrolling interests in GCMH 20,969 19,796 Derivative gain at end of period, net $ 4,038 $ 3,591 ____________ (1) Net of tax provision of $0.3 million for the three months ended March 31, 2024 and an immaterial tax impact for the three months ended March 31, 2023. In February 2021, the Company terminated derivative instruments which were entered into in 2017 and 2018. In October 2022, the Company terminated derivative instruments which were entered into in 2021 and received $40.3 million of cash for the fair market value of the interest rate swaps at termination. The amounts previously recorded as hedges in AOCI will remain in AOCI and will be recorded in interest expense within the Condensed Consolidated Statements of Comprehensive Income (Loss) over the original lives of the derivative instruments. The Company reclassified $1.9 million and $1.0 million for the three months ended March 31, 2024 and 2023, respectively, from AOCI to interest expense relating to the derivative instruments terminated that initially qualified for hedge accounting. The net impact of these reclassifications decreased interest expense for each of the three months ended March 31, 2024 and 2023 . Effective on November 1, 2022 , the Company entered into a swap agreement to hedge interest rate risk related to payments made for the 2028 Term Loans that has a notional amount of $300 million and a fixed rate of 4.37%. The swap agreement and the 2028 Term Loans had a 0.50% LIBOR floor through June 30, 2023 and defaulted to Term SOFR plus a Benchmark Replacement Adjustment on July 1, 2023 at the Benchmark Transition Event as discussed in Note 11. The swap was determined to be an effective cash flow hedge at inception based on a comparison of critical terms and remained an effective cash flow hedge at and following the Benchmark Transition Event. The fair values of the interest rate swaps 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 5 for additional information. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases The Company has entered into operating lease agreements for office space. The Company leases office space in various countries around the world and maintains its headquarters in Chicago, Illinois, where it leases primary office space under a lease agreement expiring September 2026. The leases contain rent escalation clauses based on increases in base rent, real estate taxes and operating expenses. In January 2024, the Company executed an agreement to lease office space for its United Kingdom office. The new space will replace the Company’s existing United Kingdom office space. The Company gained access to this space in January 2024 and established the ROU asset and lease liability. Total future lease payments are expected to be $2.7 million over 5.0 years. The lease contains rent escalation clauses based on increases in base rent, real estate taxes and operating expenses and a 10 month rent concession. The components of operating lease expense recorded within general, administrative and other in the Condensed Consolidated Statements of Income (Loss) were as follows: Three Months Ended March 31, 2024 2023 Operating lease cost (1) $ 2,879 $ 1,869 Variable lease cost (2) 1,095 1,109 Less: sublease income 66 49 Total lease cost $ 3,908 $ 2,929 ____________ (1) Includes less than $0.1 million of short term lease expense for each of the three months ended March 31, 2024 and 2023. For the three months ended March 31, 2024, includes lease cost for two offices in New York due to the build out of new office space. (2) Includes common area maintenance charges and other variable costs not included in the measurement of ROU assets and lease liabilities. The following table summarizes cash flows and other supplemental information related to our operating leases: Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities $ 1,979 $ 2,195 Non-cash ROU assets obtained in exchange for new and extended operating leases $ 3,155 $ 1,351 Weighted average remaining lease term in years 12.8 years 2.7 years Weighted average discount rate 6.1 % 4.9 % As of March 31, 2024, the maturities of operating lease liabilities were as follows: Remainder of 2024 $ 3,168 2025 8,131 2026 6,843 2027 4,959 2028 4,754 Thereafter 49,717 Total lease payments 77,572 Less: minimum future rental payments for which the lease has not commenced (716) Total lease payments for which the Company has a right-of-use-asset and corresponding liability 76,856 Less: tenant improvement allowance (7,049) Less: imputed interest (26,610) Total operating lease liabilities $ 43,197 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 $86.3 million and $85.6 million of unfunded investment commitments as of March 31, 2024 and December 31, 2023, respectively, representing general partner capital funding commitments to several of the GCM Funds. 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 Condensed Consolidated Financial Statements. 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 | 3 Months Ended |
Mar. 31, 2024 | |
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 or settled by Holdings, Holdings II and Management LLC. Refer to Note 9 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 loss in the Condensed Consolidated Statements of Income (Loss) 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. The Company also incurs certain costs, primarily related to employee benefits and travel, for which it receives reimbursement from Holdings. Due from related parties in the Condensed Consolidated Statements of Financial Condition includes net receivables from GCM Funds of $10.2 million and $13.5 million and from Holdings of less than $0.1 million as of March 31, 2024 and December 31, 2023, 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 March 31, 2024 and December 31, 2023, such investments and future commitments were $405.8 million and $377.5 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, $1.4 million for the three months ended March 31, 2023 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 (Loss). The Company had no such payments for the three months ended March 31, 2024. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
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 (6)% and (3)% for each of the three months ended March 31, 2024 and 2023, respectively. These rates were different than the statutory rate primarily due to the portion of income allocated to the noncontrolling interest holders, a valuation allowance recorded against deferred tax assets and discrete tax adjustments recorded in the periods. As of March 31, 2024, the Company had no unrecognized tax positions and believes there will be no changes to uncertain tax positions within the next 12 months. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The following is a reconciliation of basic and diluted earnings (loss) per share for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Numerator for earnings (loss) per share calculation: Net income (loss) attributable to GCM Grosvenor Inc., basic $ 2,124 $ (1,230) Exchange of Partnership units (25,652) (16,683) Net income (loss) attributable to common stockholders, diluted (23,528) (17,913) Denominator for earnings (loss) per share calculation: Weighted-average shares, basic 43,670,260 42,380,335 Exchange of Partnership units 144,235,246 144,235,246 Weighted-average shares, diluted 187,905,506 186,615,581 Basic EPS Net income (loss) attributable to common stockholders, basic $ 2,124 $ (1,230) Weighted-average shares, basic 43,670,260 42,380,335 Net income (loss) per share attributable to common stockholders, basic $ 0.05 $ (0.03) Diluted EPS Net income (loss) attributable to common stockholders, diluted $ (23,528) $ (17,913) Weighted-average shares, diluted 187,905,506 186,615,581 Net income (loss) per share attributable to common stockholders, diluted $ (0.13) $ (0.10) When applying the if-converted method to calculate the potential dilutive impact of the exchangeable common units of the Partnership, the earnings (loss) per share numerator adjustment reflects the net income (loss) attributable to noncontrolling interests in GCMH, as reported, adjusted for the hypothetical incremental provision (benefit) for income taxes that would have been recorded by the Company if the units had been converted. 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 (loss) per share of Class C common stock under the two-class method has not been presented. The following outstanding potentially dilutive securities were excluded from the calculations of diluted earnings (loss) per share attributable to common stockholders because their impact would have been antidilutive for the periods presented: Three Months Ended March 31, 2024 2023 Public warrants 16,784,970 16,784,970 Private warrants 900,000 900,000 Unvested RSUs under the treasury stock method 2,270,669 1,539,673 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On May 6, 2024, GCMG’s Board of Directors declared a quarterly dividend of $0.11 per share of Class A common stock to record holders as of the close of business on June 3, 2024. The payment date will be June 17, 2024. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net income (loss) attributable to GCM Grosvenor Inc., basic | $ 2,124 | $ (1,230) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
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 months ended March 31, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. 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, 2023, filed with the Securities and Exchange Commission (“SEC”). |
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 and require significant management judgment or estimation. 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 Investments primarily consist of investments in GCM Funds and other funds the Company does not control, but is deemed to exert significant influence, and are generally accounted for using the equity method of accounting. Under the equity method of accounting, the Company records its share of the underlying income or loss of such entities, which reflects the net asset value of such investments. Management believes the net asset value of the funds is representative of fair value. The resulting gains and losses are included as investment income in the Condensed Consolidated Statements of Income (Loss). The Company’s equity method 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 Financial Statements. Certain subsidiaries which hold the general partner capital interest in the GCM Funds are not wholly owned, and as such, the portion of the Company’s investments owned by limited partners in those subsidiaries are reflected within noncontrolling interests in the Condensed Consolidated Statements of Financial Condition. |
Recently Issued Accounting Standards | Rece ntly Issued Accounting Standards In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . ASU 2023-07 scopes in entities with a single reportable segment and requires those entities to provide all disclosures required in Topic 280, requires that current annual disclosures about a reportable segment’s profit or loss and assets also be provided in interim periods and requires other various new disclosures. Enhanced reporting requirements for all entities includes disclosure of (1) significant segment expenses, (2) the title and position of the chief operating decision maker (the “CODM”) and (3) how the CODM uses disclosed measure(s) of a segment’s profit or loss in assessing segment performance and allocating resources. This guidance is effective for public entities for fiscal years beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Companies are required to apply the amendments retrospectively to all prior periods presented in the financial statements and early adoption is permitted. The Company is evaluating this guidance and currently expects that adoption will result in new disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . ASU 2023-09 requires enhanced income tax disclosure including disclosures of specific categories in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold, additional disclosures about income taxes paid, and disclosure of pre-tax income or loss from continuing operations disaggregated between domestic and foreign income or loss. This guidance is effective for public business entities for fiscal years beginning after December 15, 2024. Companies should provide the enhanced disclosures on a prospective basis, however retrospective application is permitted. Early adoption is permitted for annual financial statements that have not yet been issued. The Company is evaluating this guidance and currently expects that adoption will result in enhanced income tax disclosures. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | For the three months ended March 31, 2024 and 2023, management fees and incentive fees consisted of the following: Three Months Ended March 31, Management fees 2024 2023 Management fees, net $ 91,952 $ 88,938 Fund expense reimbursement revenue 3,933 3,307 Total management fees $ 95,885 $ 92,245 Three Months Ended March 31, Incentive fees 2024 2023 Performance fees $ 5,987 $ 244 Carried interest 4,131 5,571 Total incentive fees $ 10,118 $ 5,815 |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Components of Investments | Investments consist of the following: As of March 31, 2024 December 31, 2023 Equity method investments $ 236,625 $ 228,822 Other investments 11,808 11,380 Total investments $ 248,433 $ 240,202 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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 March 31, 2024 and December 31, 2023: Fair Value as of March 31, 2024 Level 1 Level 2 Level 3 Total Assets Money market funds $ 7,918 $ — $ — $ 7,918 Other investments — — 11,621 11,621 Total assets $ 7,918 $ — $ 11,621 $ 19,539 Liabilities Public warrants $ 8,057 $ — $ — $ 8,057 Private warrants — — 518 518 Interest rate derivatives — 2,071 — 2,071 Total liabilities $ 8,057 $ 2,071 $ 518 $ 10,646 Fair Value as of December 31, 2023 Level 1 Level 2 Level 3 Total Assets Money market funds $ 10,282 $ — $ — $ 10,282 Other investments — — 11,192 11,192 Total assets $ 10,282 $ — $ 11,192 $ 21,474 Liabilities Public warrants $ 6,042 $ — $ — $ 6,042 Private warrants — — 389 389 Interest rate derivatives — 7,469 — 7,469 Total liabilities $ 6,042 $ 7,469 $ 389 $ 13,900 |
Schedule of Fair Value Measurement Inputs and Valuation Techniques | The position was classified as Level 3 as of March 31, 2024 and December 31, 2023 because of the use of significant unobservable inputs in the Cash Flow Analysis as follows: As of March 31, 2024 As of December 31, 2023 Impact to Valuation from an Increase in Input (2) Significant Unobservable Inputs (1) Range Weighted Average Range Weighted Average Discount rate (3) 26.5% – 27.5% 27.0 % 26.5% - 27.5% 27.0 % Decrease Expected remaining term (years) 8 – 12 N/A 8 – 12 N/A Decrease Expected return – liquid assets (4) 2.0% – 5.0% 4.3 % 2.0% - 5.0% 4.3 % Increase Expected total value to paid in capital – private assets (5) 1.55x – 2.05x 1.85x 1.55x – 2.05x 1.87x Increase ____________ (1) In determining these inputs, management considers the following factors including, but not limited to: liquidity, estimated yield, capital deployment, diversified multi-strategy appreciation, expected net multiple of investment capital across Private Assets investments, annual operating expenses, as well as investment guidelines such as concentration limits, position size, and investment periods. (2) Unless otherwise noted, this column represents the directional change in fair value of the Level 3 investments that would result from an increase to the corresponding unobservable input. A decrease to the unobservable input would have the opposite effect. (3) The discount rate was based on the relevant benchmark rate, spread, and yield migrations on related securitized assets. (4) Inputs were weighted based on actual and estimated expected return included in the range. (5) Inputs were weighted based on the actual and estimated commitments to the respective private asset investments included in the range . |
Schedule of Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents changes in Level 3 assets measured at fair value for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 11,192 $ 10,007 Change in fair value 429 272 Balance at end of period $ 11,621 $ 10,279 |
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 months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Balance at beginning of period $ 389 $ 475 Change in fair value 129 134 Balance at end of period $ 518 $ 609 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of Common Stock Outstanding | The following table shows a rollforward of the common stock outstanding for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 Class A common stock Class B common stock Class C common stock Beginning of period 42,988,563 — 144,235,246 Net shares delivered for vested RSUs 8,213 — — End of period 42,996,776 — 144,235,246 Three Months Ended March 31, 2023 Class A common stock Class B common stock Class C common stock Beginning of period 41,806,215 — 144,235,246 Repurchase of Class A shares (415,909) — — End of period 41,390,306 — 144,235,246 |
Schedule of Dividends Declared | The table below summarizes dividends declared to date during 2024: Declaration Date Record Date Payment Date Dividend per Common Share February 8, 2024 March 1, 2024 March 15, 2024 $0.11 May 6, 2024 June 3, 2024 June 17, 2024 $0.11 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
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 relate to the Company’s interests in and management fees, incentive fees and third party costs receivables from these non-consolidated VIEs. The Company’s maximum exposure to loss relating to non-consolidated VIEs as of March 31, 2024 and December 31, 2023 were as follows: As of March 31, 2024 December 31, 2023 Investments $ 105,252 $ 102,109 Receivables 6,920 16,324 Maximum exposure to loss $ 112,172 $ 118,433 |
Employee Compensation and Ben_2
Employee Compensation and Benefits (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Compensation Related Costs [Abstract] | |
Schedule of Employee Compensation and Benefits | For the three months ended March 31, 2024 and 2023, employee compensation and benefits consisted of the following: Three Months Ended March 31, 2024 2023 Cash-based employee compensation and benefits $ 37,273 $ 44,453 Equity-based compensation 25,470 25,793 Partnership interest-based compensation 30,002 11,097 Carried interest compensation 2,542 3,560 Cash-based incentive fee related compensation 4,189 737 Other non-cash compensation 171 584 Total employee compensation and benefits $ 99,647 $ 86,224 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | A summary of non-vested equity-classified RSU activity for the three months ended March 31, 2024 is as follows: Number of RSUs Weighted-Average Grant-Date Fair Value Per RSU Balance as of December 31, 2023 2,164,163 $ 8.51 Granted 1,971,809 8.58 Reclassified from liability-classified RSUs 1,514,764 7.94 Vested (1,237,282) 9.05 Balance as of March 31, 2024 4,413,454 $ 8.20 A summary of non-vested liability-classified RSU activity for the three months ended March 31, 2024 is as follows: Number of RSUs Weighted-Average Grant-Date Fair Value Per RSU Balance as of December 31, 2023 3,550,186 $ 7.73 Granted 1,515,093 8.68 Reclassified to equity-classified RSUs (1,514,764) 7.94 Vested (1,897,269) 7.65 Balance as of March 31, 2024 1,653,246 $ 8.49 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt Balance | The table below summarizes the outstanding debt balance as of March 31, 2024 and December 31, 2023: As of March 31, 2024 December 31, 2023 Senior loan $ 388,000 $ 389,000 Less: debt issuance costs (4,000) (4,273) Total debt $ 384,000 $ 384,727 |
Schedule of Maturities of Long-term Debt | Maturities of debt for the next five years and thereafter as of March 31, 2024 are as follows: Remainder of 2024 3,000 2025 4,000 2026 4,000 2027 4,000 2028 373,000 Thereafter — Total $ 388,000 |
Interest Rate Derivatives (Tabl
Interest Rate Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Derivatives Recorded as Derivative Liability | The Company had the following interest rate derivative recorded within accrued expenses and other liabilities as of March 31, 2024 and December 31, 2023 in the Condensed Consolidated Statements of Financial Condition: Derivative Notional Amount Fair Value as of March 31, 2024 Fair Value as of December 31, 2023 Fixed Rate Paid Floating Rate Received Effective Date (2) Maturity Date Interest rate swap $ 300,000 $ (2,071) $ (7,469) 4.37 % 1 month Term SOFR (1) November 2022 February 2028 ____________ (1) Floating rate received subject to a 0.50% Floor. Refer to Note 11 regarding the interest rate on the outstanding debt for the July 1, 2023 Benchmark Transition Event. The floating rate received under the interest rate swap also defaulted to Term SOFR plus a Benchmark Replacement Adjustment concurrent with the Benchmark Transition Event. (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. |
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 is as follows: Three Months Ended March 31, 2024 2023 Derivative gain at beginning of period $ 21,806 $ 29,130 Amount recognized in other comprehensive income (1) 5,901 (4,639) Amount reclassified from accumulated other comprehensive income (loss) to interest expense (2,700) (1,104) Derivative gain at end of period 25,007 23,387 Less: gain attributable to noncontrolling interests in GCMH 20,969 19,796 Derivative gain at end of period, net $ 4,038 $ 3,591 ____________ (1) Net of tax provision of $0.3 million for the three months ended March 31, 2024 and an immaterial tax impact for the three months ended March 31, 2023. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Lease, Cost | The components of operating lease expense recorded within general, administrative and other in the Condensed Consolidated Statements of Income (Loss) were as follows: Three Months Ended March 31, 2024 2023 Operating lease cost (1) $ 2,879 $ 1,869 Variable lease cost (2) 1,095 1,109 Less: sublease income 66 49 Total lease cost $ 3,908 $ 2,929 ____________ (1) Includes less than $0.1 million of short term lease expense for each of the three months ended March 31, 2024 and 2023. For the three months ended March 31, 2024, includes lease cost for two offices in New York due to the build out of new office space. (2) Includes common area maintenance charges and other variable costs not included in the measurement of ROU assets and lease liabilities. The following table summarizes cash flows and other supplemental information related to our operating leases: Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of operating lease liabilities $ 1,979 $ 2,195 Non-cash ROU assets obtained in exchange for new and extended operating leases $ 3,155 $ 1,351 Weighted average remaining lease term in years 12.8 years 2.7 years Weighted average discount rate 6.1 % 4.9 % |
Schedule of Maturities of Operating Lease Liabilities | As of March 31, 2024, the maturities of operating lease liabilities were as follows: Remainder of 2024 $ 3,168 2025 8,131 2026 6,843 2027 4,959 2028 4,754 Thereafter 49,717 Total lease payments 77,572 Less: minimum future rental payments for which the lease has not commenced (716) Total lease payments for which the Company has a right-of-use-asset and corresponding liability 76,856 Less: tenant improvement allowance (7,049) Less: imputed interest (26,610) Total operating lease liabilities $ 43,197 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Basic and Diluted Earnings Per Share | The following is a reconciliation of basic and diluted earnings (loss) per share for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Numerator for earnings (loss) per share calculation: Net income (loss) attributable to GCM Grosvenor Inc., basic $ 2,124 $ (1,230) Exchange of Partnership units (25,652) (16,683) Net income (loss) attributable to common stockholders, diluted (23,528) (17,913) Denominator for earnings (loss) per share calculation: Weighted-average shares, basic 43,670,260 42,380,335 Exchange of Partnership units 144,235,246 144,235,246 Weighted-average shares, diluted 187,905,506 186,615,581 Basic EPS Net income (loss) attributable to common stockholders, basic $ 2,124 $ (1,230) Weighted-average shares, basic 43,670,260 42,380,335 Net income (loss) per share attributable to common stockholders, basic $ 0.05 $ (0.03) Diluted EPS Net income (loss) attributable to common stockholders, diluted $ (23,528) $ (17,913) Weighted-average shares, diluted 187,905,506 186,615,581 Net income (loss) per share attributable to common stockholders, diluted $ (0.13) $ (0.10) |
Schedule of Outstanding Potentially Dilutive Securities Excluded from Calculation of Diluted Earnings Per Share | The following outstanding potentially dilutive securities were excluded from the calculations of diluted earnings (loss) per share attributable to common stockholders because their impact would have been antidilutive for the periods presented: Three Months Ended March 31, 2024 2023 Public warrants 16,784,970 16,784,970 Private warrants 900,000 900,000 Unvested RSUs under the treasury stock method 2,270,669 1,539,673 |
Organization (Details)
Organization (Details) | Mar. 31, 2024 | Dec. 31, 2023 |
GCMH | ||
Finite-Lived Intangible Assets [Line Items] | ||
Ownership percentage by parent | 23% | 23% |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 108,866 | $ 99,116 |
Total management fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 95,885 | 92,245 |
Management fees, net | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 91,952 | 88,938 |
Fund expense reimbursement revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 3,933 | 3,307 |
Total incentive fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 10,118 | 5,815 |
Performance fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 5,987 | 244 |
Carried interest | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 4,131 | $ 5,571 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized | $ 0 | $ 0 |
Investments - Components of Inv
Investments - Components of Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Equity Method Investments and Joint Ventures [Abstract] | ||
Equity method investments | $ 236,625 | $ 228,822 |
Other investments | 11,808 | 11,380 |
Total investments | $ 248,433 | $ 240,202 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of Equity Method Investments [Line Items] | ||
Total investments | $ 248,433 | $ 240,202 |
Noncontrolling Interests | ||
Schedule of Equity Method Investments [Line Items] | ||
Total investments | $ 55,500 | $ 56,100 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets | ||
Money market funds | $ 7,918 | $ 10,282 |
Other investments | 11,621 | 11,192 |
Total assets | 19,539 | 21,474 |
Liabilities | ||
Warrant liabilities | 8,575 | 6,431 |
Interest rate derivatives | 2,071 | 7,469 |
Total liabilities | 10,646 | 13,900 |
Public warrants | ||
Liabilities | ||
Warrant liabilities | 8,057 | 6,042 |
Private warrants | ||
Liabilities | ||
Warrant liabilities | 518 | 389 |
Level 1 | ||
Assets | ||
Money market funds | 7,918 | 10,282 |
Other investments | 0 | 0 |
Total assets | 7,918 | 10,282 |
Liabilities | ||
Interest rate derivatives | 0 | 0 |
Total liabilities | 8,057 | 6,042 |
Level 1 | Public warrants | ||
Liabilities | ||
Warrant liabilities | 8,057 | 6,042 |
Level 1 | Private warrants | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 2 | ||
Assets | ||
Money market funds | 0 | 0 |
Other investments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities | ||
Interest rate derivatives | 2,071 | 7,469 |
Total liabilities | 2,071 | 7,469 |
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 |
Other investments | 11,621 | 11,192 |
Total assets | 11,621 | 11,192 |
Liabilities | ||
Interest rate derivatives | 0 | 0 |
Total liabilities | 518 | 389 |
Level 3 | Public warrants | ||
Liabilities | ||
Warrant liabilities | 0 | 0 |
Level 3 | Private warrants | ||
Liabilities | ||
Warrant liabilities | $ 518 | $ 389 |
Fair Value Measurements - Other
Fair Value Measurements - Other Investments (Details) - Level 3 | Mar. 31, 2024 | Dec. 31, 2023 |
Discount rate | Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | 0.265 | 0.265 |
Discount rate | Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | 0.275 | 0.275 |
Discount rate | Weighted Average | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Weighted average interest rate | 27% | 27% |
Expected remaining term (years) | Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Expected term (years) | 8 years | 8 years |
Expected remaining term (years) | Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Expected term (years) | 12 years | 12 years |
Expected return – liquid assets | Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | 0.020 | 0.020 |
Expected return – liquid assets | Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | 0.050 | 0.050 |
Expected return – liquid assets | Weighted Average | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Weighted average interest rate | 4.30% | 4.30% |
Expected total value to paid in capital – private assets | Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | 1.55 | 1.55 |
Expected total value to paid in capital – private assets | Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | 2.05 | 2.05 |
Expected total value to paid in capital – private assets | Weighted Average | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Measurement input | 1.85 | 1.87 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other investments | $ 11,621 | $ 11,192 |
Warrant liabilities | $ 8,575 | $ 6,431 |
Private warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value (in dollars pes share) | $ 0.58 | $ 0.43 |
Warrant liabilities | $ 518 | $ 389 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Other investments | 11,621 | 11,192 |
Level 3 | Private warrants | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liabilities | $ 518 | $ 389 |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 Roll Forward (Details) - Level 3 - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ 11,192 | $ 10,007 |
Change in fair value | 429 | 272 |
Balance at end of period | 11,621 | 10,279 |
Private warrants | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | 389 | 475 |
Change in fair value | 129 | 134 |
Balance at end of period | $ 518 | $ 609 |
Equity - Common Stock Outstandi
Equity - Common Stock Outstanding (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Class A common stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Common stock outstanding, beginning balance (in shares) | 42,988,563 | 41,806,215 |
Repurchase of Class A Shares (in shares) | (415,909) | |
Common stock outstanding, ending balance (in shares) | 42,996,776 | 41,390,306 |
Class A common stock | Restricted Stock Units (RSUs) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Net shares delivered for vested RSUs (in shares) | 8,213 | |
Class B common stock | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||
Common stock outstanding, beginning balance (in shares) | 0 | 0 |
Repurchase of Class A Shares (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 | 144,235,246 |
Repurchase of Class A Shares (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 - Additional Information
Equity - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Apr. 30, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | Feb. 08, 2024 | Aug. 08, 2023 | |
Class of Stock [Line Items] | |||||
Dividends declared but not paid | $ 736,000 | $ 546,000 | |||
Repurchased, value | 3,333,000 | ||||
Payments to repurchase Class A common stock | 0 | $ 3,333,000 | |||
Stock repurchase program, remaining authorized repurchase amount | 65,000,000 | ||||
Subsequent Event | |||||
Class of Stock [Line Items] | |||||
Stock repurchase program, remaining authorized repurchase amount | $ 37,000,000 | ||||
Class A Common Stock And Warrants | |||||
Class of Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ 140,000,000 | $ 115,000,000 | |||
Stock repurchase program, increase in authorized amount | $ 25,000,000 | ||||
Class A common stock | |||||
Class of Stock [Line Items] | |||||
Payments to repurchase Class A common stock | 0 | ||||
Restricted Stock Units (RSUs) | |||||
Class of Stock [Line Items] | |||||
Dividends declared but not paid | $ 1,900,000 | ||||
Repurchased (in shares) | 15,470 | ||||
Repurchased, value | $ 100,000 | ||||
Treasury stock acquired, average cost ( in dollars per share) | $ 9.66 | ||||
Restricted Stock Units (RSUs) | Subsequent Event | |||||
Class of Stock [Line Items] | |||||
Repurchased (in shares) | 3,021,060 | ||||
Repurchased, value | $ 28,000,000 | ||||
Treasury stock acquired, average cost ( in dollars per share) | $ 9.28 | ||||
Restricted Stock Units (RSUs) | Class A common stock | |||||
Class of Stock [Line Items] | |||||
Vested but not yet delivered (in shares) | 1,497,510 |
Equity - Dividends Declared (De
Equity - Dividends Declared (Details) - Class A common stock - $ / shares | May 06, 2024 | Feb. 08, 2024 |
Class of Stock [Line Items] | ||
Common stock, dividends declared (in dollars per share) | $ 0.11 | |
Subsequent Event | ||
Class of Stock [Line Items] | ||
Common stock, dividends declared (in dollars per share) | $ 0.11 |
Warrants - Additional Informati
Warrants - Additional Information (Details) | 3 Months Ended | ||
Mar. 31, 2024 USD ($) vote $ / shares shares | Mar. 31, 2023 USD ($) | Dec. 31, 2023 shares | |
Class of Warrant or Right [Line Items] | |||
Proceeds from exercise of warrants | $ | $ 0 | $ 0 | |
Payments to repurchase warrants | $ | $ 0 | $ 0 | |
Class A common stock | |||
Class of Warrant or Right [Line Items] | |||
Common stock, number of votes per share | vote | 1 | ||
Public warrants | |||
Class of Warrant or Right [Line Items] | |||
Warrant exercise price (in dollars per share) | $ / shares | $ 11.50 | ||
Expected term (in years) | 5 years | ||
Outstanding (in shares) | 16,784,970 | 16,784,970 | |
Public warrants | Class A common stock | |||
Class of Warrant or Right [Line Items] | |||
Number of shares called by each warrant (in shares) | 1 | ||
Private warrants | |||
Class of Warrant or Right [Line Items] | |||
Outstanding (in shares) | 900,000 | 900,000 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Variable Interest Entity, Not Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Investments | $ 105,252 | $ 102,109 |
Variable Interest Entity, Not Primary Beneficiary | Noncontrolling Interests | ||
Variable Interest Entity [Line Items] | ||
Investments | 30,500 | 30,900 |
Unfunded Commitments | ||
Variable Interest Entity [Line Items] | ||
Commitment amount | 86,300 | 85,600 |
Unfunded Commitments | Variable Interest Entity, Not Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Commitment amount | $ 41,800 | $ 42,100 |
Variable Interest Entities - Ma
Variable Interest Entities - Maximum Exposure to Loss Relating to Non-consolidated VIEs (Details) - Variable Interest Entity, Not Primary Beneficiary - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Variable Interest Entity [Line Items] | ||
Investments | $ 105,252 | $ 102,109 |
Receivables | 6,920 | 16,324 |
Maximum exposure to loss | $ 112,172 | $ 118,433 |
Employee Compensation and Ben_3
Employee Compensation and Benefits - Employee Compensation and Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Compensation Related Costs [Abstract] | ||
Cash-based employee compensation and benefits | $ 37,273 | $ 44,453 |
Equity-based compensation | 25,470 | 25,793 |
Partnership interest-based compensation | 30,002 | 11,097 |
Carried interest compensation | 2,542 | 3,560 |
Cash-based incentive fee related compensation | 4,189 | 737 |
Other non-cash compensation | 171 | 584 |
Total employee compensation and benefits | $ 99,647 | $ 86,224 |
Employee Compensation and Ben_4
Employee Compensation and Benefits - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
May 09, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Compensation Items [Line Items] | |||||
Partnership interest-based compensation | $ 30,002 | $ 11,097 | |||
Interest-based compensation, award modifications | 18,500 | 0 | |||
Interest-based compensation expense, profit interest | 2,400 | 5,700 | |||
Holding Awards | |||||
Compensation Items [Line Items] | |||||
Partnership interest-based compensation | 3,600 | ||||
Aggregate grant date fair value | $ 155,500 | ||||
Nonvested award, cost not yet recognized, amount | $ 11,200 | ||||
Nonvested award, cost not yet recognized, period for recognition (in years) | 9 months 18 days | ||||
Target amount reserved | $ 80,000 | ||||
Estimated holding period (in years) | 10 years | ||||
Pre-tax cost of equity percentage | 15.40% | ||||
Discount rate (as percent) | 13% | ||||
Volatility rate (as percent) | 35% | ||||
Discount rate for lack of marketability (as percent) | 40% | ||||
Holdings, Holdings II and Management LLC | |||||
Compensation Items [Line Items] | |||||
Partnership interest-based compensation | $ 30,000 | 11,100 | |||
GCMH Equityholders Awards | |||||
Compensation Items [Line Items] | |||||
Partnership interest-based compensation | 5,500 | $ 5,400 | |||
Equityholders awards, aggregate grant fair value (in shares) | 7,169,415 | ||||
Aggregate grant date fair value | $ 53,400 | ||||
Equityholders awards, grant fair value (in dollars per share) | $ 7.45 | ||||
Nonvested award, cost not yet recognized, amount | $ 23,700 | ||||
Nonvested award, cost not yet recognized, period for recognition (in years) | 1 year 1 month 6 days |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) $ in Thousands | 3 Months Ended | ||
Apr. 15, 2024 shares | Mar. 31, 2024 USD ($) shares | Mar. 31, 2023 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation | $ | $ 25,470 | $ 25,793 | |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in shares) | shares | 1,971,809 | ||
Aggregate grant date fair value | $ | $ 16,900 | ||
Vesting ratio | 0.33 | ||
Reclassified from liability-classified RSUs (in shares) | shares | 1,514,764 | ||
Vested in period (in shares) | shares | 1,237,282 | ||
Award vesting period (in years) | 2 years | ||
Vested in period, fair value | $ | $ 25,700 | ||
Equity-based compensation | $ | 25,500 | $ 25,800 | |
Cost not yet recognized | $ | $ 34,500 | ||
Period for recognition (in years) | 2 years 7 months 6 days | ||
Liability-Classified RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in shares) | shares | 1,515,093 | ||
Aggregate grant date fair value | $ | $ 13,200 | ||
Vested in period (in shares) | shares | 1,897,269 | ||
Liability-Classified RSUs | Subsequent Event | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vested in period (in shares) | shares | 1,000,000 | ||
Other Awards | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period (in years) | 1 year | ||
Other Awards | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period (in years) | 3 years |
Equity-Based Compensation - Res
Equity-Based Compensation - Restricted Stock and Restricted Stock Unit, Activity (Details) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Restricted Stock Units (RSUs) | |
Number of RSUs | |
Beginning balance (in shares) | shares | 2,164,163 |
Granted (in shares) | shares | 1,971,809 |
Reclassified from liability-classified RSUs (in shares) | shares | 1,514,764 |
Vested (in shares) | shares | (1,237,282) |
Ending balance (in shares) | shares | 4,413,454 |
Weighted-Average Grant-Date Fair Value Per RSU | |
Beginning balance (in dollars per share) | $ / shares | $ 8.51 |
Granted (in dollars per share) | $ / shares | 8.58 |
Reclassified to liability-classified RSUs (in dollars per share) | $ / shares | 7.94 |
Vested (in dollars per share) | $ / shares | 9.05 |
Ending balance (in dollars per share) | $ / shares | $ 8.20 |
Liability-Classified RSUs | |
Number of RSUs | |
Beginning balance (in shares) | shares | 3,550,186 |
Granted (in shares) | shares | 1,515,093 |
Reclassified to equity-classified RSUs (in shares) | shares | (1,514,764) |
Vested (in shares) | shares | (1,897,269) |
Ending balance (in shares) | shares | 1,653,246 |
Weighted-Average Grant-Date Fair Value Per RSU | |
Beginning balance (in dollars per share) | $ / shares | $ 7.73 |
Granted (in dollars per share) | $ / shares | 8.68 |
Reclassified to equity-classified RSUs (in dollar per share) | $ / shares | 7.94 |
Vested (in dollars per share) | $ / shares | 7.65 |
Ending balance (in dollars per share) | $ / shares | $ 8.49 |
Debt - Debt Outstanding (Detail
Debt - Debt Outstanding (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Senior loan | $ 388,000 | |
Less: debt issuance costs | (4,000) | $ (4,273) |
Total debt | 384,000 | 384,727 |
Senior loan | ||
Debt Instrument [Line Items] | ||
Senior loan | $ 388,000 | $ 389,000 |
Debt - Maturities of Debt (Deta
Debt - Maturities of Debt (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2024 | $ 3,000 |
2025 | 4,000 |
2026 | 4,000 |
2027 | 4,000 |
2028 | 373,000 |
Thereafter | 0 |
Total | $ 388,000 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 3 Months Ended | |||||||
Jul. 01, 2023 | Jun. 30, 2021 | Feb. 24, 2021 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Jun. 23, 2021 | Jan. 02, 2014 | |
Debt Instrument [Line Items] | ||||||||
Debt issuance costs, net | $ 4,000,000 | $ 4,273,000 | ||||||
Senior loan | 388,000,000 | |||||||
Amortization of debt issuance costs | $ 273,000 | $ 272,000 | ||||||
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 statements (in days) | 5 days | |||||||
Senior loan | $ 388,000,000 | 389,000,000 | ||||||
Senior loan | Amended 2028 Term Loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Face amount | $ 290,000,000 | |||||||
Senior loan | $ 388,000,000 | 389,000,000 | ||||||
Weighted average interest rate (as percent) | 7.95% | 7.03% | ||||||
Senior loan | Amended 2028 Term Loans | London Interbank Offered Rate (LIBOR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 2.50% | |||||||
Debt, LIBOR floor (as percent) | 0.50% | |||||||
Senior loan | Amended 2028 Term Loans | Secured Overnight Financing Rate (SOFR) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate (as percent) | 0.11% | |||||||
Senior loan | Amended Term Loan Facility Due February 24, 2028, Amendment 1 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt issuance costs, net | $ 900,000 | |||||||
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 | |||||||
Credit Facility | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 50,000,000 | |||||||
Line of credit outstanding | $ 0 | $ 0 |
Interest Rate Derivatives - Int
Interest Rate Derivatives - Interest Rate Derivatives Recorded as Derivative Liability (Details) - Interest Rate Swap, 4.37% - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Nov. 01, 2022 |
Derivative [Line Items] | ||||
Notional Amount | $ 300,000,000 | |||
Fair Value, Asset (Liability) | $ (2,071,000) | $ (7,469,000) | ||
Fixed Rate Paid | 4.37% | 4.37% | ||
Derivative, LIBOR floor (as percent) | 0.50% | 0.50% |
Interest Rate Derivatives - Cas
Interest Rate Derivatives - Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Derivative [Roll Forward] | |||
Beginning balance | $ (111,229) | $ (94,006) | |
Amount reclassified from accumulated other comprehensive income (loss) to interest expense | 1,900 | 1,000 | |
Ending balance | (100,871) | (108,074) | |
Derivative gain at end of period, net | (26,393) | $ (27,634) | |
Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest | |||
Derivative [Roll Forward] | |||
Beginning balance | 21,806 | 29,130 | |
Amount recognized in other comprehensive income | 5,901 | (4,639) | |
Amount reclassified from accumulated other comprehensive income (loss) to interest expense | (2,700) | (1,104) | |
Ending balance | 25,007 | 23,387 | |
Gain (loss) relating to derivative instruments, reclassification from AOCI to interest expense | 300 | 0 | |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Noncontrolling Interest | |||
Derivative [Roll Forward] | |||
Less: gain attributable to noncontrolling interests in GCMH | 20,969 | 19,796 | |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |||
Derivative [Roll Forward] | |||
Derivative gain at end of period, net | $ 4,038 | $ 3,591 |
Interest Rate Derivatives - Add
Interest Rate Derivatives - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Oct. 31, 2022 | Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | Nov. 01, 2022 | |
Derivative [Line Items] | |||||
Amount reclassified from accumulated other comprehensive income (loss) to interest expense | $ (1,900,000) | $ (1,000,000) | |||
Amount expected to be reclassified to interest expense in next twelve months | $ 9,700,000 | ||||
Interest Rate Swap, 1.33% and 1.39% | |||||
Derivative [Line Items] | |||||
Interest rate swap, cash received | $ 40,300,000 | ||||
Interest Rate Swap, 4.37% | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 300,000,000 | ||||
Fixed Rate Paid | 4.37% | 4.37% | |||
Derivative, LIBOR floor (as percent) | 0.50% | 0.50% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Mar. 11, 2021 | Jan. 31, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2019 | Dec. 31, 2023 | |
Loss Contingencies [Line Items] | ||||||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 1,979 | $ 2,195 | ||||
Weighted average remaining lease term in years | 12 years 9 months 18 days | 2 years 8 months 12 days | ||||
Management fee duration (in years) | 5 years | |||||
Fixed Management Fee | ||||||
Loss Contingencies [Line Items] | ||||||
Annual management fee | $ 300 | $ 500 | ||||
Unfunded Commitments | ||||||
Loss Contingencies [Line Items] | ||||||
Commitment amount | $ 86,300 | $ 85,600 | ||||
Office Building | UNITED KINGDOM | ||||||
Loss Contingencies [Line Items] | ||||||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 2,700 | |||||
Weighted average remaining lease term in years | 5 years | |||||
Operating lease rent concession period | 10 months | |||||
Air Transportation Equipment | ||||||
Loss Contingencies [Line Items] | ||||||
Percent of asset acquired (as percent) | 12.50% | |||||
Air Transportation Equipment | GCMH | ||||||
Loss Contingencies [Line Items] | ||||||
Percent of asset acquired (as percent) | 12.50% | |||||
Percent of asset ownership assigned to partner (as percent) | 50% | |||||
Cash consideration received from assignment of asset interest | $ 1,300 |
Commitments and Contingencies_2
Commitments and Contingencies - Components of Operating Lease (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 USD ($) class | Mar. 31, 2023 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease cost | $ 2,879 | $ 1,869 |
Variable lease cost | 1,095 | 1,109 |
Less: sublease income | 66 | 49 |
Total lease cost | 3,908 | 2,929 |
Short-term lease (less than) | $ 100 | $ 100 |
Number of offices | class | 2 |
Commitments and Contingencies_3
Commitments and Contingencies - Supplemental of Cash Flow (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Cash paid for amounts included in the measurement of operating lease liabilities | $ 1,979 | $ 2,195 |
Non-cash ROU assets obtained in exchange for new and extended operating leases | $ 3,155 | $ 1,351 |
Weighted average remaining lease term in years | 12 years 9 months 18 days | 2 years 8 months 12 days |
Weighted average discount rate | 6.10% | 4.90% |
Commitments and Contingencies_4
Commitments and Contingencies - Operating Lease Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Remainder of 2024 | $ 3,168 | |
2025 | 8,131 | |
2026 | 6,843 | |
2027 | 4,959 | |
2028 | 4,754 | |
Thereafter | 49,717 | |
Total lease payments | 77,572 | |
Less: minimum future rental payments for which the lease has not commenced | (716) | |
Total lease payments for which the Company has a right-of-use-asset and corresponding liability | 76,856 | |
Less: tenant improvement allowance | (7,049) | |
Less: imputed interest | (26,610) | |
Lease liabilities | $ 43,197 | $ 41,481 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Jan. 01, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | |
Related Party | ||||
Related Party Transaction [Line Items] | ||||
Net receivables from related parties | $ 10.2 | $ 13.5 | ||
Affiliated Entity | Aircraft Utilization | GCMH | ||||
Related Party Transaction [Line Items] | ||||
Amounts of transaction | $ 1.4 | |||
Management | ||||
Related Party Transaction [Line Items] | ||||
Investment balance of related party | 405.8 | 377.5 | ||
Affiliated Entity | Related Party | ||||
Related Party Transaction [Line Items] | ||||
Net receivables from related parties | $ 0.1 | $ 0.1 | ||
Affiliated Entity | Related Party | GCMH | ||||
Related Party Transaction [Line Items] | ||||
Cash consideration | $ 2 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate (as percent) | (6.00%) | (3.00%) |
Unrecognized tax benefits | $ 0 |
Earnings (Loss) Per Share - Rec
Earnings (Loss) Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator for earnings (loss) per share calculation: | ||
Net income (loss) attributable to GCM Grosvenor Inc., basic | $ 2,124 | $ (1,230) |
Net income (loss) attributable to common stockholders, diluted | $ (23,528) | $ (17,913) |
Denominator for earnings (loss) per share calculation: | ||
Weighted-average shares, basic (in shares) | 43,670,260 | 42,380,335 |
Exchange of Partnership units (in shares) | 144,235,246 | 144,235,246 |
Weighted-average shares, diluted (in shares) | 187,905,506 | 186,615,581 |
Basic EPS | ||
Net income (loss) attributable to common stockholders, basic | $ 2,124 | $ (1,230) |
Weighted-average shares, basic (in shares) | 43,670,260 | 42,380,335 |
Net income per share attributable to common stockholders, basic (in dollars per share) | $ 0.05 | $ (0.03) |
Diluted EPS | ||
Net income (loss) attributable to common stockholders, diluted | $ (23,528) | $ (17,913) |
Weighted-average shares, diluted (in shares) | 187,905,506 | 186,615,581 |
Net income (loss) per share attributable common stockholders, diluted (in dollars per share) | $ (0.13) | $ (0.10) |
Partnership Units | ||
Numerator for earnings (loss) per share calculation: | ||
Exchange of Partnership units | $ (25,652) | $ (16,683) |
Earnings (Loss) Per Share - Pot
Earnings (Loss) Per Share - Potentially Dilutive Securities Excluded from Calculation of EPS (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Warrant | Public warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 16,784,970 | 16,784,970 |
Warrant | Private warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 900,000 | 900,000 |
Restricted Stock Units (RSUs) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 2,270,669 | 1,539,673 |
Subsequent Events (Details)
Subsequent Events (Details) - Class A common stock - $ / shares | May 06, 2024 | Feb. 08, 2024 |
Subsequent Event [Line Items] | ||
Common stock, dividends declared (in dollars per share) | $ 0.11 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Common stock, dividends declared (in dollars per share) | $ 0.11 |