Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 10, 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 | 001-40103 | |
Entity Registrant Name | AlTi Global, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 92-1552220 | |
Entity Address, Address Line One | 520 Madison Avenue, 26th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10022 | |
City Area Code | (212) | |
Local Phone Number | 396-5904 | |
Title of 12(b) Security | Class A common stock, par value $0.0001 per share | |
Trading Symbol | ALTI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001838615 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 71,742,444 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 48,265,195 |
Condensed Consolidated Statemen
Condensed Consolidated Statement of Financial Position (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets | ||
Cash and cash equivalents | $ 134,237 | $ 15,348 |
Investments at fair value | 160,469 | 165,894 |
Equity method investments | 12,137 | 14,194 |
Intangible assets, net of accumulated amortization | 432,247 | 435,677 |
Goodwill | 408,209 | 411,634 |
Operating lease right-of-use assets | 48,851 | 48,313 |
Other assets, net | 53,740 | 48,182 |
Contingent consideration receivable | 1,931 | 0 |
Assets held for sale | 13,030 | 56,634 |
Total assets | 1,299,938 | 1,266,297 |
Liabilities | ||
Accounts payable and accrued expenses | 31,930 | 37,156 |
Accrued compensation and profit sharing | 36,016 | 61,768 |
Accrued member distributions payable | 4,618 | 7,271 |
Warrant liabilities, at fair value | 2,820 | 0 |
Earn-out liability, at fair value | 23,920 | 63,444 |
TRA liability (includes $7,300 and $13,233 at fair value, respectively) | 24,933 | 17,607 |
Delayed share purchase agreement | 0 | 1,818 |
Earn-in consideration payable | 1,711 | 1,830 |
Operating lease liabilities | 57,476 | 56,123 |
Debt, net of unamortized deferred financing cost | 183,663 | 186,353 |
Deferred tax liability, net | 7,785 | 14,109 |
Deferred income | 48 | 66 |
Other liabilities, net | 23,208 | 22,467 |
Liabilities held for sale | 3,467 | 13,792 |
Total liabilities | 401,595 | 483,804 |
Commitments and contingencies (Note 19) | ||
Series C Redeemable Cumulative Convertible Preferred stock, $0.0001 par value, 150,000 authorized, 115,000 and 0 shares issued and outstanding, respectively | 115,093 | 0 |
Shareholders' Equity | ||
Additional paid-in capital | 553,717 | 536,509 |
Retained earnings (accumulated deficit) | (164,178) | (193,527) |
Accumulated other comprehensive income (loss) | 6,299 | 9,155 |
Total AlTi Global, Inc. shareholders' equity | 510,938 | 352,144 |
Non-controlling interest in subsidiaries | 387,405 | 430,349 |
Total shareholders' equity | 898,343 | 782,493 |
Total liabilities, mezzanine equity, and shareholders' equity | $ 1,299,938 | $ 1,266,297 |
Series C Redeemable Cumulative Convertible Preferred Stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Series C Redeemable Cumulative Convertible Preferred Stock, issued (in shares) | 115,000 | 0 |
Series C Redeemable Cumulative Convertible Preferred Stock, outstanding (in shares) | 115,000 | 0 |
Series C Redeemable Cumulative Convertible Preferred Stock, authorized (in shares) | 150,000 | 150,000 |
Class A Common Stock | ||
Shareholders' Equity | ||
Common stock | $ 7 | $ 7 |
Class B Common Stock | ||
Shareholders' Equity | ||
Common stock | 0 | 0 |
Fees Receivable | ||
Assets | ||
Contract with customer, receivable | $ 35,087 | $ 70,421 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Operations And Comprehensive Income (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenues [Abstract] | ||
Total income | $ 50,812,000 | $ 58,047,000 |
Operating Expenses | ||
Compensation and employee benefits | 39,557,000 | 63,172,000 |
Systems, technology and telephone | 4,314,000 | 3,828,000 |
Sales, distribution and marketing | 765,000 | 526,000 |
Occupancy costs | 3,477,000 | 3,180,000 |
Professional fees | 11,370,000 | 22,884,000 |
Travel and entertainment | 1,411,000 | 1,946,000 |
Depreciation and amortization | 2,567,000 | 4,517,000 |
General, administrative and other | 2,019,000 | 1,432,000 |
Total operating expenses | 65,480,000 | 101,485,000 |
Total operating income (loss) | (14,668,000) | (43,438,000) |
Other Income (Expenses) | ||
Gain (loss) on investments | (3,661,000) | 3,068,000 |
Gain (loss) on TRA | 5,933,000 | 81,000 |
Loss on warrant liability | (340,000) | (12,942,000) |
Gain (loss) on earnout liability | 39,454,000 | (29,206,000) |
Interest expense | (4,840,000) | (3,261,000) |
Interest income | 260,000 | 0 |
Other income (expense) | (30,000) | 58,000 |
Income (loss) before taxes | 22,108,000 | (85,640,000) |
Income tax (expense) benefit | (363,000) | (4,650,000) |
Net income (loss) | 21,745,000 | (90,290,000) |
Net loss (income) attributed to non-controlling interests in subsidiaries | (7,604,000) | (21,550,000) |
Net income (loss) attributable to AlTi Global, Inc. | $ 29,349,000 | $ (68,740,000) |
Net Income (Loss) Per Share | ||
Basic (in dollars per share) | $ 0.38 | $ (1.19) |
Diluted (in dollars per share) | $ 0.18 | $ (1.19) |
Weighted Average Shares of Class A Common Stock Outstanding | ||
Basic (in shares) | 66,718,427 | 57,546,811 |
Diluted (in shares) | 120,561,316 | 57,546,811 |
Other Comprehensive Income (Loss) | ||
Foreign currency translation adjustments | $ (3,989,000) | $ 9,671,000 |
Other comprehensive income (loss) | (88,000) | 0 |
Total comprehensive income (loss) | 17,668,000 | (80,619,000) |
Other loss attributed to non-controlling interests in subsidiaries | (9,640,000) | (16,820,000) |
Comprehensive income (loss) attributable to AlTi Global, Inc. | 27,308,000 | (63,799,000) |
Management/Advisory fees | ||
Revenues [Abstract] | ||
Total income | 46,224,000 | 46,470,000 |
Incentive fees | ||
Revenues [Abstract] | ||
Total income | 163,000 | 577,000 |
Distributions from investments | ||
Revenues [Abstract] | ||
Total income | 4,170,000 | 10,030,000 |
Other fees/income | ||
Revenues [Abstract] | ||
Total income | $ 255,000 | $ 970,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Changes in Shareholders’ Equity (Unaudited) - USD ($) | Total | Additional paid-in-capital | Retained earnings (accumulated deficit) | Accumulated other comprehensive income | Non-controlling interest in subsidiaries | Class A Common Stock | Class A Common Stock Common Stock | Class B Common Stock | Class B Common Stock Common Stock |
Beginning balance (in shares) at Dec. 31, 2022 | 55,388,023 | 55,032,961 | |||||||
Beginning balance at Dec. 31, 2022 | $ 1,014,908,000 | $ 435,859,000 | $ (27,946,000) | $ 0 | $ 606,989,000 | $ 6,000 | $ 0 | ||
Shareholders’ Equity | |||||||||
Issuance of shares to Alvarium Employee Benefit Trust (in shares) | 2,100,000 | ||||||||
Issuance of shares to Alvarium Employee Benefit Trust | 21,000,000 | 21,000,000 | |||||||
Net income (loss) | (90,290,000) | (68,740,000) | (21,550,000) | ||||||
Currency translation adjustment | 9,671,000 | 4,941,000 | 4,730,000 | ||||||
Other comprehensive income (loss) | 0 | ||||||||
Issuance of shares - exercise of warrants (in shares) | 428,626 | ||||||||
Issuance of shares - exercise of warrants | 5,416,000 | 5,416,000 | |||||||
Ending balance (in shares) at Mar. 31, 2023 | 57,916,649 | 55,032,961 | |||||||
Ending balance at Mar. 31, 2023 | $ 960,705,000 | 462,275,000 | (96,686,000) | 4,941,000 | 590,169,000 | $ 6,000 | $ 0 | ||
Beginning balance (in shares) at Dec. 31, 2023 | 0 | ||||||||
Beginning balance at Dec. 31, 2023 | $ 0 | ||||||||
Mezzanine Equity | |||||||||
Issuance of preferred shares (in shares) | 115,000 | ||||||||
Issuance of preferred shares, net of issuance costs | $ 111,158,000 | ||||||||
Preferred share dividend | 3,935,000 | ||||||||
Ending balance at Mar. 31, 2024 | $ 115,093,000 | ||||||||
Ending balance (in shares) at Mar. 31, 2024 | 115,000 | ||||||||
Beginning balance (in shares) at Dec. 31, 2023 | 65,110,875 | 65,110,875 | 53,219,713 | 53,219,713 | |||||
Beginning balance at Dec. 31, 2023 | $ 782,493,000 | 536,509,000 | (193,527,000) | 9,155,000 | 430,349,000 | $ 7,000 | $ 0 | ||
Shareholders’ Equity | |||||||||
Net income (loss) | 21,745,000 | 29,349,000 | (7,604,000) | ||||||
Currency translation adjustment | (3,989,000) | (1,989,000) | (2,000,000) | ||||||
Other comprehensive income (loss) | (88,000) | (52,000) | (36,000) | ||||||
Payment for partner's tax | (29,000) | (29,000) | |||||||
Preferred share dividend | 0 | (3,935,000) | |||||||
Issuance of shares for business combination | 686,000 | 686,000 | |||||||
Share based compensation | 2,624,000 | 2,624,000 | |||||||
Shares issued to employees on vesting of equity awards (in shares) | 999,018 | ||||||||
Shares issued to employees on vesting of equity awards | (4,037,000) | (4,037,000) | |||||||
TRA Exchange (in shares) | 4,954,518 | (4,954,518) | |||||||
TRA Exchange | (9,478,000) | 23,271,000 | (32,749,000) | ||||||
LXi deconsolidation | (1,370,000) | (815,000) | (555,000) | ||||||
Ending balance (in shares) at Mar. 31, 2024 | 71,064,411 | 71,064,411 | 48,265,195 | 48,265,195 | |||||
Ending balance at Mar. 31, 2024 | $ 898,343,000 | $ 553,717,000 | $ (164,178,000) | $ 6,299,000 | $ 387,405,000 | $ 7,000 | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2023 | |
Cash Flows from Operating Activities | |||
Net income (loss) | $ 21,745,000 | $ (90,290,000) | $ 21,745,000 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 2,567,000 | 4,517,000 | |
Amortization of debt discounts and deferred financing costs | 330,000 | 2,364,000 | |
Unrealized (gain) loss on investments | 3,661,000 | (3,472,000) | |
Impairment loss on goodwill and intangible assets | 0 | 172,000 | |
Gain (loss) on TRA | (5,933,000) | (81,000) | |
(Income) loss on equity method investments | (2,000) | 0 | |
Fair value of warrant liability | 340,000 | 12,942,000 | |
Fair value of earn-out liability | (39,454,000) | 29,206,000 | |
Deferred income tax (benefit) expense | (4,666,000) | 3,119,000 | |
Equity-settled share-based payments | 2,579,000 | 28,953,000 | |
Unrealized foreign currency (gains)/losses | 1,000 | 58,000 | |
(Gain) loss from retirement of debt | 0 | (73,000) | |
Fair value of interest rate swap | 0 | 54,000 | |
Cash flows due to changes in operating assets and liabilities | |||
Fees receivable | 34,361,000 | 11,147,000 | |
Other assets | (4,702,000) | (8,220,000) | |
Operating cash flow from operating leases | 572,000 | 290,000 | |
Accounts payable and accrued expenses | (5,203,000) | (27,102,000) | |
Accrued compensation and profit sharing | (27,430,000) | (13,357,000) | |
Other liabilities | 5,706,000 | (11,524,000) | |
Other operating activities | 3,000 | 186,000 | |
Net cash provided by (used in) operating activities | (15,472,000) | (61,045,000) | |
Cash Flows from Investing Activities | |||
Cash payment for acquisition of TWMH and TIG historical equity | 0 | (99,999,000) | |
Receipt of payments of notes receivable from members | 66,000 | 216,000 | |
Cash receipts from the repayment of advances and loans | 0 | 298,000 | |
Purchases of investments | (39,000) | (15,376,000) | |
Cash payment for delayed share purchase agreement | (1,818,000) | 0 | |
Payment of Payout Right | 0 | (760,000) | |
Sales of investments | 779,000 | 1,599,000 | |
Proceeds from sale of LXi REIT Advisors | 32,202,000 | 0 | |
Purchases of fixed assets | (210,000) | (107,000) | |
Net cash provided by (used in) investing activities | 30,980,000 | (114,129,000) | |
Cash Flows from Financing Activities | |||
Proceeds from issuance of preferred stock and warrants | 115,000,000 | 0 | |
Member contribution (distribution) | (2,681,000) | (4,257,000) | |
Payments on term notes and lines of credit | (33,562,000) | (136,273,000) | |
Borrowings on term notes and lines of credit | 32,258,000 | 145,660,000 | |
Payments of debt issuance costs | (1,519,000) | 0 | |
Tax payments related to vesting of RSUs | (4,037,000) | 0 | |
Increase (decrease) in distributions due to former TIG members | 0 | (7,108,000) | |
Cash payment for purchase of shares to be transferred as part of Alvarium share compensation | 0 | (4,215,000) | |
Cash receipts from exercise of Warrants | 0 | 4,008,000 | |
Payment of preferred stock issuance costs | (1,363,000) | 0 | |
Other financing activities | 0 | 1,000 | |
Net cash provided by (used in) financing activities | 104,096,000 | (2,184,000) | |
Effect of exchange rate changes on cash | (223,000) | 1,052,000 | |
Net increase (decrease) in cash | 119,381,000 | (176,306,000) | |
Cash and cash equivalents at beginning of the period | 18,246,000 | 194,096,000 | |
Cash and cash equivalents at end of the period | 137,627,000 | 17,790,000 | 17,790,000 |
Reconciliation of balance sheet cash and cash equivalents to cash flows: | |||
Cash and cash equivalents on balance sheet | 134,237,000 | 4,477,000 | 4,477,000 |
Cash and cash equivalents included in Assets held for sale (Note 3) | 3,390,000 | 0 | 0 |
Cash and cash equivalents, including cash in Assets held for sale | 137,627,000 | 4,477,000 | $ 4,477,000 |
Supplemental Disclosure of Cash Flow Information | |||
Income taxes | 30,000 | 0 | |
Interest payments on term notes and lines of credit | 4,425,000 | 1,107,000 | |
Shareholder Loan | |||
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Forgiveness of debt shareholder loan | $ 53,000 | $ 66,000 |
Condensed Consolidated Statem_5
Condensed Consolidated Statement of Financial Position (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
TRA liability | $ 7,300 | $ 13,233 |
Series C Redeemable Cumulative Convertible Preferred Stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Series C Redeemable Cumulative Convertible Preferred Stock, authorized (in shares) | 150,000 | 150,000 |
Series C Redeemable Cumulative Convertible Preferred Stock, issued (in shares) | 115,000 | 0 |
Series C Redeemable Cumulative Convertible Preferred Stock, outstanding (in shares) | 115,000 | 0 |
Contingent consideration receivable | $ 1,931 | $ 0 |
Fees Receivable | ||
Contract with customer, receivable | 35,087 | 70,421 |
Related Party | Fees Receivable | ||
Contract with customer, receivable | $ 1,199 | $ 16,069 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 875,000,000 | 875,000,000 |
Common stock, issued (in shares) | 71,064,411 | 65,110,875 |
Common stock, outstanding (in shares) | 71,064,411 | 65,110,875 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, issued (in shares) | 48,265,195 | 53,219,713 |
Common stock, outstanding (in shares) | 48,265,195 | 53,219,713 |
Description of the Business
Description of the Business | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business | Description of the Business AlTi Global, Inc. is a multi-disciplinary financial services business, with a diverse array of investment, advisory, and administrative capabilities. The Company is a global organization that manages or advises approximately $71.0 billion in combined assets as of March 31, 2024. The Company provides holistic solutions for wealth management clients through a full spectrum of wealth management services, including discretionary investment management services, non-discretionary investment advisory services, trust services, administration services, and family office services. It also structures, arranges, and provides a network of investors with co-investment opportunities in a variety of alternative assets which are either managed intra-group or by carefully selected managers in the relevant asset class. Business Combination The Registrant was initially incorporated in the Cayman Islands as Cartesian Growth Capital, a special purpose acquisition company. In anticipation of the Business Combination: • The holders of the equity of the TIG Entities contributed their TWMH and TIG equity to Umbrella making TWMH and the TIG wholly owned subsidiaries of Umbrella. • Alvarium reorganized such that it became the wholly owned indirect subsidiary of AlTi Global Topco. • Cartesian SPAC formed Umbrella Merger Sub. Pursuant to the Business Combination on January 3, 2023: • The Registrant was redomiciled as a Delaware corporation and changed its name to Alvarium Tiedemann Holdings, Inc. Effective April 19, 2023, Alvarium Tiedemann Holdings, Inc. changed its name to AlTi Global, Inc. • The Registrant acquired all the outstanding share capital of AlTi Global Topco. • Umbrella Merger Sub, LLC merged into Umbrella with AlTi Global Capital, LLC, formerly known as Alvarium Tiedemann Capital, LLC, as the surviving entity. • The Company acquired 51% of the equity interests of Umbrella, while the existing TWMH and TIG rollover shareholders hold a 49% economic interest in Umbrella. Umbrella holds 100% of the equity interests of TWMH, TIG, and Alvarium. • Through a series of intercompany transactions, AlTi was restructured to reflect the below: Capital Structure The Registrant has the following classes of shares and other instruments outstanding: • Class A Common Stock – Shares of Class A Common Stock that are publicly traded. Class A shareholders are entitled to dividends on shares of Class A Common Stock declared by the Company’s board of directors. As of March 31, 2024, the shares of Class A Common Stock represent 55.1% of the total voting power of all Common Stock. • Class B Common Stock – Shares of Class B Common Stock that are not publicly traded. Class B shareholders are entitled to distributions declared by the Company’s board of directors. The distributions are paid by Umbrella. As of March 31, 2024, the shares of Class B Common Stock represent 37.4% of the total voting power of all shares. • Prior to the Business Combination, the Company issued warrants to purchase shares of Class A Common Stock at a price of $11.50 per share. Throughout the period from January 1, 2023 to March 31, 2023, 428,626 Warrants were exercised. On April 3, 2023, 78,864 Warrants were exercised. On June 7, 2023, the Company closed an offer and consent solicitation and entered into a warrant amendment, pursuant to which the remaining 19,892,387 Warrants were exchanged for 4,962,147 shares of Class A Common Stock. The exercises and exchanges throughout the period from January 1, 2023 to June 30, 2023 resulted in an increase in Additional Paid-in-Capital amount of $29.5 million. As of March 31, 2024, none of such Warrants were outstanding. • Series C Cumulative Convertible Preferred Stock (the “Series C Preferred Stock”) – Shares of Series C Preferred Stock that are not publicly traded issued in connection with the sale (the “Transaction”) to CWC AlTi Investor LLC, an affiliate of Constellation Wealth Capital, LLC (“Constellation”) (combined with the Transaction, the “Constellation Transaction”). The Series C Preferred Stock will receive cumulative, compounding dividends at a rate of 9.75% per year, subject to annual adjustments based on the stock price of the Class A Common Stock during the fourth quarter of each applicable year (subject to a maximum rate of 9.75%) on the sum of (i) $1,000 per share plus, (ii) once compounded, any compounded dividends thereon ($1,000 per share plus accumulated compounded dividends and accrued but unpaid dividends through any date of determination). Dividends will be paid (at the option of the Company) as a payment in kind increase in the stated value of the issued shares of Series C Preferred Stock or in cash. The Series C Preferred Stock will also participate with any dividends or distributions declared on the Class A Common Stock. As of March 31, 2024, the shares of Series C Preferred Stock represent 7.5% of the total voting power of all shares. • In connection with the Constellation Transaction, the Company issued warrants (the “Constellation Warrants”) to purchase 1,533,333 shares of the Company’s Class A Common Stock at an exercise price of $7.40 per share. These warrants have been classified as a liability as of March 31, 2024. No Constellation Warrants were exercised during the current reporting period. The following table presents the number of shares of the Registrant that were outstanding as of March 31, 2024 and December 31, 2023: As of March 31, As of December 31, Class A Common Stock 71,064,411 65,110,875 Class B Common Stock 48,265,195 53,219,713 Series C Preferred Stock 115,000 — Segments Our business is organized into two operating segments: Wealth Management and Strategic Alternatives. Described below are the segments and the revenue generated by each, which broadly fall into three categories: recurring management, advisory, or administration fees; performance or incentive fees; and transaction fees. Wealth Management Within our Wealth Management segment, services provided principally consist of investment management and advisory services, trusts and administrative services, and family office services. The wealth management client base includes high net worth individuals, families, single family offices, foundations, and endowments globally. Investment management or advisory fees are the primary source of revenue in our Wealth Management segment. These fees are generally calculated based on a percentage of the value of each client’s billable AUM or AUA (as applicable). As of March 31, 2024 and December 31, 2023, this segment had $53.5 billion and $51.0 billion, respectively, in AUM/AUA. Investment Management and Advisory Services In our investment management and advisory services teams, we diversify our clients’ portfolios across risk factors, geographies, traditional asset classes such as money markets, equities and fixed income, and alternative asset classes including private equity, private debt, hedge funds, real estate, and other assets through highly experienced third-party managers. Trusts and Administration Services The trust and administration services that we provide include entity formation and management, creating or modifying trust instruments and/or administrative practices to meet beneficiary needs, full corporate, trustee-executor, and fiduciary services. We also offer provision of directors and company secretarial services, administering entity ownership of intellectual property rights, advice and administration services in connection with investments in marine and aviation assets, and administering entity ownership of fine art and collectibles. FOS Family office services are tailored outsourced family office solutions and administrative services which we provide primarily to our larger clients. These services include bookkeeping and back-office services, private foundation management and grantmaking, oversight of trust administration, financial tracking and reporting, cash flow management and bill pay, and other financial services. Strategic Alternatives Strategic alternatives services include the alternatives platform and public and private real estate (including co-investment) businesses. Alternatives Platform The alternatives platform embodies our legacy TIG business, which is an alternative asset manager and includes our TIG Arbitrage strategy and funds managed by our External Strategic Managers, predominantly for institutional investors. The TIG Arbitrage strategy is an event-driven strategy fund that earns management fees and incentive fees based on the performance of its underlying funds and accounts. The investment strategies of the External Strategic Managers include Real Estate Bridge Lending, European Equities and Asian Credit and Special Situations. Distributions are received from the External Strategic Managers through profit or revenue sharing arrangements that are generated through management and incentive fees based on the performance of the underlying investments. As of March 31, 2024 and December 31, 2023, this platform had $7.5 billion and $7.6 billion, respectively, in AUM/AUA. Co-Investment Real estate co-investment oversees deal origination, documentation, and structuring from inception to exit for a variety of strategies, including development, income, value-add, and planning. Investors are typically HNWIs, single family offices, and institutional investors. Fees earned include private market, incentive fees, management and advisory fees, and placement and brokerage fees. As of March 31, 2024 and December 31, 2023, our real estate co-investment platform had deployed more than $7.7 billion and $7.8 billion, respectively, of capital (inclusive of capital raised for our private real estate funds), of which approximately 14%, for both periods, has been invested by legacy Alvarium Shareholders and senior employees. Real Estate - Public and Private The real estate business includes fund management services as well as co-investment solutions. As of March 31, 2024 and December 31, 2023, this business had approximately $10.0 billion and $12.7 billion, respectively, of AUM/AUA. Fund Management Our real estate fund management business manages two funds based in the United Kingdom, LXi, a publicly traded real estate investment trust, and HLIF, a private fund, however, we are in the process of exiting this business. Fees from our real estate fund management business are earned from management and advisory services. On January 9, 2024, AlTi RE Public Markets Limited entered into heads of terms to sell 100% of the equity of LXi REIT Advisors Limited (“LRA”), the advisor to the publicly-traded fund LXi REIT plc (“LXi”), to LondonMetric Property Plc (“LondonMetric”) for fixed consideration of approximately $33.1 million and up to an estimated $5.1 million of contingent consideration based on the exchange rate as of the balance sheet date, as applicable. The contingent consideration meets the definition of a derivative and is recorded as Contingent consideration receivable on the Condensed Consolidated Statement of Financial Position as of March 31, 2024. This contingent consideration will be remeasured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value recognized in the Condensed Consolidated Statement of Operations in the period of change. This disposal was completed on March 6, 2024. As a result, the Company recognized an intangible asset impairment charge of $23.5 million, which is recorded in Impairment loss on goodwill and intangible assets in the Consolidated Statement of Operations during the year ended December 31, 2023. In addition, as of December 31, 2023, the major classes of assets and liabilities of LRA were presented as held for sale in the Consolidated Statement of Financial Position. As of the three months ended March 31, 2024, a gain on disposal of $0.2 million was recognized in Gain (loss) on investments in the Condensed Consolidated Statement of Operations. See Note 3 (Business Combinations and Divestitures) for further information. On February 26, 2024, AFM UK and SHIA served notice to terminate their contracts with HLIF. We are in discussions with a third-party manager to take over the management of HLIF and termination of these contracts will become effective once the transition process has completed. Alvarium Home REIT Advisors Limited Prior to the Business Combination, ARE, an indirect wholly owned subsidiary of Alvarium, entered into an agreement to sell 100% of the equity of AHRA, the investment advisor to the publicly-traded fund Home REIT, to a newly formed entity (“NewCo”) owned by the management of AHRA, for aggregate consideration approximately equal to $29 million. Consequently, AHRA has never been part of AlTi. The consideration comprised a promissory note maturing December 31, 2023, subject to extension if mutually agreed upon by the parties thereto. Additionally, ARE was granted a call option pursuant to which ARE had the right to repurchase AHRA prior to the repayment of the note for a purchase price equal to the note balance then outstanding thereunder. Subsidiaries are companies over which a company has the power indirectly and/or directly to control the financial and operating policies so as to obtain benefits. In assessing control for accounting purposes, potential voting rights that are presently exercisable or convertible (including rights which may arise on the exercise of an option) are taken into account. With respect to the AHRA, the above arrangements resulted in AHRA continuing to be consolidated by AlTi after its legal disposal to NewCo. Due to this consolidation, after the Business Combination, an intangible asset was recognized related to the investment advisory agreement between AHRA and Home REIT. AlTi was formed on January 3, 2023, through a business combination transaction that included certain legacy Alvarium companies. While the sale of AHRA occurred prior to the Business Combination, under GAAP, its results were required to be consolidated in our financial statements until June 30, 2023, when it was deconsolidated. On June 30, 2023, the Company entered into a series of agreements that resulted in the deconsolidation of AHRA from the Strategic Alternatives segment with immediate effect. The agreements removed ARE’s potential controlling voting rights in AHRA (previously ascertainable on the exercise of the option) and terminated other residual contractual relationships between AHRA and ARE. As a result, these agreements removed AlTi’s control of AHRA from an accounting perspective. AHRA’s results are included in the Company’s Condensed Consolidated Statement of Operations for the period from January 1, 2023 to June 30, 2023, and it was removed from the Consolidated Statement of Financial Position as of June 30, 2023. The deconsolidation resulted in an intangible asset impairment charge of $29.4 million, which was recorded in Impairment loss on goodwill and intangible assets in the Condensed Consolidated Statement of Operations during the year ended December 31, 2023. Assets managed by AHRA, however, have been excluded from the Company’s AUM/AUA metrics since January 1, 2023. |
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 (a) Basis of Presentation The accompanying unaudited condensed consolidated financial statements comprise the financial statements of the Company and its subsidiaries. These condensed consolidated financial statements have been prepared under the accrual basis of accounting in accordance with U.S. GAAP and conform to prevailing practices within the financial services industry, as applicable to the Company, and should be read in conjunction with the annual financial statements included in the Annual Report.on Form 10-K filed by the Company on March 22, 2024 (as amended by the Company on Form 10-K/A filed with the SEC on April 5, 2024, the “Annual Report”). The notes are an integral part of the Company’s condensed consolidated financial statements. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s condensed consolidated financial statements have been included and are of a normal and recurring nature. The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Certain prior period presentations and disclosures, while not required to be recast, may be reclassified to ensure comparability with current period classifications. (b) Prior Period Immaterial Corrections Following an analysis of quantitative and qualitative factors in accordance with SEC Staff Accounting Bulletin 99, Materiality , the Company concluded that the errors below were immaterial to the previously issued consolidated financial statements, and thus, no restatement of any of the Company’s previously issued financial statements is necessary. The Company revised the reported balances to correct for the immaterial errors accordingly. During the second quarter reporting period in 2023, the Company identified and corrected an immaterial error concerning the classification of cash outflows associated with distributions due to former TIG members in the Condensed Consolidated Statement of Cash Flows. In the Company’s previously filed Quarterly Report on Form 10-Q for the period ended March 31, 2023, these cash outflows of $7.1 million were categorized under operating activities. In accordance with ASC 230-10, the Company determined that all cash flows related to distributions due to former TIG members should be classified under financing activities in the Condensed Consolidated Statement of Cash Flows. This item had no impact on the reported net change in cash for the three months ended March 31, 2023. The Company has revised its consolidated statements of cash flows for the period ended March 31, 2023 to present the distributions as noted above. Additionally, during the current reporting period, the Company identified and corrected immaterial errors impacting the December 31, 2023 balances previously reported related to Accrued compensation and profit sharing, Goodwill, Accounts payable and accrued expenses and certain other balances reported within Other liabilities. These revisions resulted in an adjustment to the opening retained earnings balance for the current reporting period of $(3.0) million, a $4.2 million increase in Accrued compensation and profit sharing, a $0.3 million decrease in Goodwill, a $0.6 million increase in Other liabilities, and a $0.3 million increase in Accounts payable and accrued expenses. In conjunction with the prior period immaterial error correction, certain reclassifications have been made to prior period amounts between our Non-controlling interest in subsidiaries and Additional paid-in capital which relate to the TRA exchange of our Class B Units for shares of Class A Common Stock. These reclassifications resulted in an adjustment of $13.3 million and are reflected in our Condensed Consolidated Statement of Changes in Mezzanine Equity and Shareholders’ Equity. These prior period reclassifications have no impact on the Company’s cash flows, net income, or total shareholders’ equity. (c) Reclassifications Certain amounts as of March 31, 2024 have been reclassified in our Condensed Consolidated Financial Position due to presentation changes that occurred during the current period and are not comparable to the year ended December 31, 2023. The impact of these reclassifications include a $4.8 million reclass from Accounts payable and accrued expenses to Accrued compensation and profit sharing in addition to a $3.2 million reclass from Other liabilities to Accrued compensation and profit sharing. (d) Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make assumptions and estimates that affect the amounts reported in the condensed consolidated financial statements of the Company. The most critical of these estimates are related to (i) the fair value of the investments included in the Billable Assets within AUM/AUA, as this impacts the amount of revenues the Company recognizes each period; (ii) the fair values of the Company’s investments and liabilities with respect to the TRA, and Earn-out Securities, as changes in these fair values have a direct impact on the Company’s consolidated net income (loss); (iii) the estimate of future taxable income, which impacts the realizability and carrying amount of the Company’s deferred income tax assets; (iv) the qualitative and quantitative assessments of whether impairments of equity method investments, carried interest vehicles, acquired intangible assets, and goodwill exist; and (v) the determination of whether to consolidate a variable interest entity (“VIE”); and (vi) fair value of assets acquired and liabilities assumed in business combinations, including assumptions with respect to future cash inflows and outflows, discount rates, assets’ useful lives, market multiples, the allocation of purchase price consideration in the business combination valuation of acquired assets and liabilities, the estimated useful lives of intangible assets, goodwill impairment testing, assumptions used to calculate equity-based compensation, and the realization of deferred tax assets. Inherent in such estimates are judgements relating to future cash flows, which include the Company’s interpretation of current economic indicators and market valuations, and assumptions about the Company’s strategic plans with regard to its operations. While management believes that the estimates utilized in preparing the condensed consolidated financial statements are reasonable and prudent, actual results could differ materially from those estimates. (e) Consolidation The Company consolidates those entities in which it has a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. The Company determines whether an entity should be consolidated by first evaluating whether it holds a variable interest in the entity. Entities that are not VIEs are further evaluated for consolidation under the voting interest model (“VOE” model). An entity is considered to be a VIE if any of the following conditions exist: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (b) the holders of equity investment at risk, as a group, lack either the direct or indirect ability through voting rights or similar rights to make decisions that have a significant effect on the success of the entity or the obligation to absorb the expected losses or right to receive the expected residual returns, or (c) the voting rights of some equity investors are disproportionate to their obligation to absorb losses of the entity, their rights to receive returns from an entity, or both and substantially all of the entity’s activities either involve or are conducted on behalf of an investor with disproportionately few voting rights. Fees that are customary and commensurate with the level of services provided by the Company, and where the Company does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, are not considered a variable interest. The Company factors in all economic interests, including proportionate interests through related parties, to determine if fees are considered a variable interest. Where the Company’s interests in funds are primarily management fees and insignificant direct or indirect equity interests through related parties, the Company is not considered to have a variable interest in such entities. The Company consolidates all VIEs for which it is the primary beneficiary. An entity is determined to be the primary beneficiary if it holds a controlling financial interest, which is defined as having (a) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE. The Company does not consolidate any of the products it manages as it does not hold any direct or indirect interests in such entities that could expose the Company to an obligation to absorb losses of an entity or the right to receive benefits from an entity that could potentially be significant to such entities. The Company determines whether it is the primary beneficiary of a VIE at the time it becomes involved with a VIE and continuously reconsiders that conclusion. In evaluating whether the Company is the primary beneficiary, the Company evaluates its direct and indirect economic interests in the entity. The consolidation analysis is generally performed qualitatively, however, if the primary beneficiary is not readily determinable, a quantitative analysis may also be performed. This analysis requires judgment, including: (1) determining whether the equity investment at risk is sufficient to permit the entity to finance its activities without additional subordinated financial support, (2) evaluating whether the equity holders, as a group, can make decisions that have a significant effect on the success of the entity, (3) determining whether two or more parties’ equity interests should be aggregated, (4) determining whether the equity investors have proportionate voting rights to their obligations to absorb losses or rights to receive returns from an entity and (5) evaluating the nature of relationships and activities of the parties involved in determining which party within a related-party group is most closely associated with a VIE and therefore would be deemed the primary beneficiary. Under the voting interest model, the Company consolidates those entities it controls through a majority voting interest. The Company will generally not consolidate those voting interest entities where a single investor or simple majority of third-party investors with equity have the ability to exercise substantive kick-out or participation rights. (f) Revenue Recognition Revenue is recognized when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. A five-step framework is utilized that requires an entity to: (i) identify the contract(s) with a customer, which includes assessing the collectability of the consideration to which it will be entitled in exchange for the goods or services transferred to the customer, (ii) identify the performance obligation in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligation in the contract, and (v) recognize revenue when the entity satisfies a performance obligation. Management/Advisory Fees Revenues from contracts with customers consist of investment management, trustee, and custody fees. The Company recognizes revenue at the time of transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Revenue recognized is calculated based on contractual terms, including the transaction price, whether a distinct performance obligation has been satisfied and control is transferred to the customer, and when collection of the revenue is assessed as probable. Investment management, trustee and custody fees are recognized over the period in which the investment management services are performed, using a time-based output method to measure progress. The amount of revenue varies from one reporting period to another as levels of AUA change (from inflows, outflows, and market movements) and the number of days in the reporting period change. For services provided to each client account, the Company charges an investment management fee, inclusive of custody and/or trustee fees, based on the fair value of the AUA of such account representing a single performance obligation. For assets for which valuations are not available on a daily basis, the most recent valuation provided to the Company is used as the fair value for the purpose of calculating the quarterly fee. In certain circumstances, fixed fees are charged to customers on a monthly basis. The nature of the Company’s performance obligation is to provide a series of distinct services in which the customer receives the benefits of the services over time. The Company’s performance obligation is satisfied at the end of each month or quarter, as applicable to the contract with the customer. Fees are charged on a mixture of methodologies that include quarterly in arrears based upon the market value at the end of the quarter, quarterly based on the average daily balance, or monthly. Receivable balances from contracts with customers are included in the fees receivable line in the Condensed Consolidated Statement of Financial Position. Our FOS business is also included in the Management/advisory fees line item. FOS fees are generally structured to reflect an annual agreed upon fee or they can be structured on a project/time-based fee. FOS fees are typically billed quarterly in arrears. We also generate FOS project/time-based fees arising from accounting, administration fees, set up, the Foreign Account Tax Compliance Act (“FATCA”), and other non-investment advisory services. Incentive Fees The Company is entitled to incentive fees if targeted returns have been achieved in accordance with customer contracts. Incentive fees are calculated using a percentage of net profit from the amount the customers earn. Incentive fees are variable consideration that is generally calculated as applicable to the contract with the customer. We recognize our incentive fees when it is no longer probable that a significant reversal of revenue will occur. Our incentive fees are not subject to clawback provisions. Other Fees/Income The Company generates arrangement fees in its co-investment division by arranging private debt or equity financing, generally in connection with an acquisition or an investment. Arrangement fees are typically 50 to 100 basis points of equity value contributed into a transaction, and are payable upon closing of the transaction. Acquisition fees are typically payable where there are no agency fees or where there is an off-market transaction sourced by the team. Such acquisition fees are usually in the range of 50 to 100 basis points of the purchase price of the relevant acquisition. The equity structures are long-term ( five other entity entitled to fees in respect of each of our co-investments receives such fees either monthly, quarterly or annually. (g) Distributions from Investments The Company has equity interests in three entities pursuant to which it is entitled to distributions based on the terms of the respective arrangements. Distributions from each investment will be recorded upon receipt of the distribution. These distributions are recurring under investment agreements and are structured as either a profit or revenue share of the investment’s management and incentive fees. (h) Cash and Cash Equivalents Cash and cash equivalents primarily consist of cash and money market funds. Cash balances maintained by consolidated VIEs are not considered legally restricted and are included in cash and cash equivalents on the Condensed Consolidated Statement of Financial Position. Cash was held across our U.S. and international markets. A majority of cash in the U.S. was held in checking accounts within the credit facility bank group, including at a major global financial institution which management believes is creditworthy. (i) Restricted Cash and Cash Equivalents Restricted cash and cash equivalents consist of balances that are restricted as to withdrawal or usage. As of March 31, 2024 and December 31, 2023, restricted cash and cash equivalents amounted to $4.2 million and $5.4 million, and are included in the line item Cash and cash equivalents on the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position, respectively. These amounts represent the level of liquidity to be maintained by Company’s certain subsidiaries to meet regulatory requirements. Failing to meet the requirement could lead to censure, fines and ultimately a loss of license. (j) Compensation and Employee Benefits Cash-Based Compensation Compensation and benefits consist of salaries, bonuses, commissions, benefits and payroll taxes. Compensation is accrued over the related service period. Equity-Based Compensation Equity-based compensation awards are reviewed to determine whether such awards are equity-classified or liability-classified. Compensation expense related to equity-classified awards is equal to their grant-date fair value and generally recognized on a straight-line basis over the awards’ requisite service period. When certain settlement features require an award to be liability-classified, compensation expense is recognized over the service period, and such amount is adjusted at each statement of financial position date through the settlement date to the then current fair value of such award. The Company recognizes equity-based award forfeitures in the period they occur as a reversal of previously recognized compensation expense. The reduction in compensation expense is determined based on the specific awards forfeited during that period. Furthermore, the Company recognizes all excess tax benefits and deficiencies as income tax benefit or expense in the Condensed Consolidated Statement of Operations. (k) Foreign Currency and Transactions The Company has multiple functional currencies across various consolidated entities. All functional currencies that are not the U.S. dollar are converted upon consolidation at the reporting date. Monetary assets and liabilities denominated in foreign currency are remeasured into U.S. dollars at the closing rates of exchange on the date of the Condensed Consolidated Statement of Financial Position. Non-monetary assets and liabilities denominated in foreign currencies are remeasured into U.S. dollars using the historical exchange rate. The profit or loss arising from foreign currency transactions is remeasured using the rate in effect on the date of the relevant transaction. Gains and losses on transactions denominated in foreign currencies due to changes in exchange rates are recorded within Foreign currency translation adjustments. Gains and losses on certain financing transactions which the Company intends to repay in the foreseeable future are recorded in net income. (l) Income Taxes The Company accounts for income taxes under the asset and liability method in accordance with ASC 740. Under this method, deferred tax assets and liabilities are determined based on differences between the condensed consolidated financial statement carrying amounts and tax bases of assets and liabilities and operating loss and tax credit carryforwards and are measured using the enacted tax rates that are expected to be in effect when the differences reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Condensed Consolidated Statement of Operations in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to an amount that, in the opinion of management, is more likely than not to be realized, meaning the likelihood of realization is greater than 50%. The Company accounts for uncertain tax positions by reporting a liability for unrecognizable tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. (m) Other Assets, Net and Other Liabilities, Net Other assets, net include prepaid expenses, miscellaneous receivables, current income taxes receivable, fixed assets, and software licenses. The Company amortizes assets over their respective useful lives, as applicable. Other liabilities, net include the AlTi Wealth Management (Switzerland) SA, formerly known as Alvarium Investment Managers (Suisse) SA, (“AWMS”) deferred cash consideration (see Note 3 (Business Combinations and Divestitures)), accrued payroll and payroll related taxes, accrued legal fees, and corporate taxes payable, among other miscellaneous payables. (n) Investments Investments in Debt Securities. The Company classifies debt investments as held-to-maturity or trading based on the Company’s intent and ability to hold the debt security to maturity or its intent to sell the security. The Company does not have any held-to-maturity debt investments. Trading securities are those investments that are purchased principally for the purpose of selling them in the near term. Trading securities are carried at fair value on the Condensed Consolidated Statement of Financial Position with changes in fair value recorded in Loss on investments on the Condensed Consolidated Statement of Operations. Investments in Equity Securities . Equity securities are generally carried at fair value on the Condensed Consolidated Statement of Financial Position in accordance with ASC 321, Investments – Equity Securities . Changes in fair value are recorded in Loss on investments on the Condensed Consolidated Statement of Operations. Equity Method . The Company applies the equity method of accounting for equity investments where the Company does not consolidate the investee but can exert significant influence over the financial and operating policies of the investee. The evaluation of whether the Company exerts control or significant influence over the financial and operational policies of its investees is based on the facts and circumstances surrounding each individual investment. The Company’s share of the investee’s underlying net income or loss is recorded as Loss on investments within current period earnings. The Company’s share of net income of the investee is recorded based upon the most current information available at the time, which may precede the date of the Condensed Consolidated Statement of Financial Position. Due to the nature and size of its investees, the Company has adopted a lag in reporting for certain equity method investees for which the Company cannot reliably obtain financial information on a regular basis. Distributions received reduce the Company’s carrying value of the investee and the cost basis if deemed to be a return of capital. For certain investments, the Company may apply the alternative fair value option to the investment at initial measurement. The fair value measurement of investments in which the fair value option is elected will be measured in accordance with ASC 825. For equity method investments and nonmarketable investments, impairment evaluation considers qualitative factors, including the financial conditions and specific events related to an investee, which may indicate the fair value of the investment is less than the carrying value. For held-to-maturity investments, impairment is evaluated using market values, when available, or the expected cash flows of the investment. These losses in value may be considered other than temporary impairment losses. (o) Leases The Company determines if an arrangement is a lease at inception of the arrangement and primarily enters into operating leases, as the lessee, for office space. The Company accounts for its leases in accordance with ASC 842, Leases, and recognizes a lease liability and right-of-use asset in the Condensed Consolidated Statement of Financial Position for contracts that it determines are leases or contain a lease. The Company evaluates leases at their inception to determine if they are to be accounted for as an operating lease or a finance lease. A lease is accounted for as a finance lease if it meets one of the following five criteria: (i) the lease has a purchase option that is reasonably certain of being exercised, (ii) the present value of the future cash flows is substantially all of the fair market value of the underlying asset, (iii) the lease term is for a significant portion of the remaining economic life of the underlying asset, (iv) the title to the underlying asset transfers at the end of the lease term, or (v) if the underlying asset is of such a specialized nature that it is expected to have no alternative uses to the lessor at the end of the term. Leases that do not meet the finance lease criteria are accounted for as an operating lease. At the inception of a finance lease, an asset and finance lease obligation are recorded at an amount equal to the lesser of the present value of the minimum lease payments and the property’s fair market value. Finance lease obligations are classified as either current or long-term based on the due dates of future lease payments, net of interest. The Company’s lease portfolio primarily consists of operating leases for office space in various countries around the world. The Company also has operating leases for office equipment and vehicles, which are not significant. The Company does not separate non-lease components from lease components for its office space and equipment operating leases and instead accounts for each separate lease component and its associated non-lease component as a single lease component. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the leases. The Company’s right-of-use assets and lease liabilities are recognized at lease commencement based on the present value of lease payments over the lease term. Lease right-of-use assets include initial direct costs incurred by the Company and are presented net of deferred rent and lease incentives. Absent an implicit interest rate in the lease, the Company uses its incremental borrowing rate, adjusted for the effects of collateralization, based on the information available at commencement in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise those options. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Lease right-of-use assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company does not recognize a lease liability or right-of-use asset on the balance for short-term leases. Instead, the Company recognizes short-term lease payments as an expense on a straight-line basis over the lease term. A short-term lease is defined as a lease that, at the commencement date, has a lease term of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise. When determining whether a lease qualifies as a short-term lease, the Company evaluates the lease term and the purchase option in the same manner as all other leases. (p) Intangible Assets Other Than Goodwill, Net The Company recognized certain finite-lived intangible assets as a result of the Business Combination. The Company’s finite-lived intangible assets consist of Trade Names, Customer Relationships, Investment Management Agreements, and Backlog. Finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. The Company tests finite-lived intangible assets for impairment if certain events occur or circumstances change indicating that the carrying amount of the intangible asset may not be recoverable. The Company evaluates impairment by comparing the estimated fair value attributable to the intangible asset with its carrying amount. If an impairment exists, the Company adjusts the carrying value to equal the fair value by taking a charge through earnings. The Company also recognized certain indefinite-lived intangible assets as a result of the Business Combination consisting of certain investment management agreements. These indefinite-lived intangibles are not subject to amortization, but are evaluated for impairment at least annually. In assessing its indefinite-lived intangible assets for impairment, the Company has the option to first perform a qualitative assessment to determine whether events or circumstances exist that lead to a determination that it is unlikely that the fair value of the indefinite-lived intangible asset is less than its carrying amount. If the Company determines that it is unlikely that the fair value of an indefinite-lived intangible asset is less than its carrying amount, the Company is not required to perform any additional tests in assessing the asset for impairment. However, if the Company concludes otherwise or elects not to perform the qualitative assessment, then it is required to perform a quantitative analysis to determine if the fair value of an indefinite-lived intangible asset is less than its carrying value. If through this quantitative analysis the Company determines the fair value of an indefinite-lived intangible asset exceeds its carrying amount, the indefinite-lived intangible asset is considered not to be impaired. If the Company concludes that the fair value of an indefinite-lived intangible asset is less than its carrying value, an impairment loss will be recognized for the amount by which the carrying amount exceeds the indefinite-lived intangible asset’s fair value. There were no indicators of impairment, and no impairment charges were recognized for the three months ended March 31, 2024. As of December 31, 2023, the Company recognized intangible asset impairment charges of $52.9 million. See Note 10 (Intangible assets, net) for further detail. (q) Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of the tangible and intangible assets acquired and the liabilities assumed. Under ASC 350, Intangibles—Goodwill and Other , goodwill is not amortized, but rather is subject to an annual impairment test. Goodwill represents the excess of consideration over identifiable net assets of an acquired business. Goodwill is allocated at a reporting unit level. The Company has two reporting units, Strategic Alternatives and Wealth Management, and tests goodwill annually for impairment at each reporting unit. If, after assessing qualitative factors, the Company believes that it is more-likely-than-not that the fair value of the reporting unit inclusive of goodwill is less than its carrying amount, the Company will perform a quantitative assessment to determine whether an impairment exists. If an impairment exists, the Company adjusts the carrying value of goodwill so that the carrying value of the reporting unit is equal to its fair value by taking a charge through earnings. The Company also tests goodwill for impairment in other periods if an event occurs or circumstances change such that it is more-likely-than-not to reduce the fair value of the reporting unit below its carrying amount. The Company concluded that the estimated fair value of the Strategic Alternatives and Wealth Management reporting units were greater than their carrying values, and as such, no impairment charges were required for the three months ended March 31, 2024. As of December 31, 2023, the Company recognized goodwill impairment charges of $(153.9) million for the Strategic Alternatives segment and no goodwill impai |
Business Combinations and Dives
Business Combinations and Divestitures | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations and Divestitures | Business Combinations and Divestitures AlTi Global Business Combination On January 3, 2023, the Company entered into the Business Combination described in Note 1 (Description of the Business). The primary purpose of the Business Combination was to combine established high-growth companies that can benefit from access to capital and public markets and continue value-creation by management. The Business Combination is a forward merger and is accounted for using the acquisition method of accounting. The Company is the accounting acquirer and Umbrella, including the Target Companies, is the accounting acquiree. The Company has been determined to be the accounting acquirer because Umbrella meets the definition of a VIE, and the Company is the primary beneficiary of Umbrella. ASC 805 requires the primary beneficiary of a VIE to be identified as the accounting acquirer. The Company is the primary beneficiary because it controls all activities of Umbrella, and the non-managing members of Umbrella do not have substantive kick-out or participating rights. The Business Combination met the requirements to be considered a business combination under ASC 805. The assets and liabilities acquired from the Target Companies, affected for adjustments to reflect fair market values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s condensed consolidated financial statements from the date of acquisition. The Company has allocated the purchase price to the tangible and identifiable intangible assets based on their estimated fair market values at the acquisition date as required under ASC 805. The excess of the purchase price over the fair value of the net identifiable tangible and intangible assets was recorded as goodwill and is deductible for tax purposes. The Business Combination resulted in the Company acquiring 51% of the equity interests of Umbrella which holds 100% of the equity interests of Alvarium, TWMH, and TIG. The remainder of Umbrella is held by the historical equity holders of TWMH and TIG through their ownership of Class B Units, which are presented as non-controlling interest on the Company’s Condensed Consolidated Statement of Financial Position. As a result of the Business Combination, Umbrella, which represents substantially all of the economic activity of the Company, became a subsidiary of the Company. Since the Company is the sole managing member of Umbrella following the Business Combination, the Class B Units held by the former equity holders of TWMH and TIG are classified as non-controlling interests in the Company’s financial statements. An allocation of net income or loss representing the percentage of ownership of Umbrella not controlled by the Company will be attributed to the non-controlling interests in the Company’s Condensed Consolidated Statement of Operations. Each Class B Unit of Umbrella is paired with a share of Class B Common Stock (collectively, the “Paired Interests”). Pursuant to the Umbrella LLC Agreement, a Paired Interest is exchangeable at any time after the lock-up period for a share of Class A Common Stock on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends and reclassifications. As the holder exchanges the Paired Interests pursuant to the Umbrella LLC Agreement, the shares of Class B Common Stock included in the Paired Interests will automatically be canceled and the Class B Common Units included in the Paired Interests shall be automatically transferred to the Company and converted into and become an equal number of Class A Common Units in Umbrella. Alternatively, if approved by the disinterested members of the board of directors of the Company, such Class B Common Stock can be settled in cash funded from the proceeds of a private sale or a public offering of Class A Common Stock. The Sponsor, in connection with the Business Combination, purchased 8,625,000 shares of Class B Common Stock (the “Founder Shares”) for $25,000 (approximately $0.03 per share). These shares had no value until the Business Combination completed. At this point, the Founder Shares automatically converted into Class A Common Stock. This conversion was solely contingent upon the completion of the Business Combination and did not include any future service requirements. As such, this cost of 8,625,000 shares at $10.33 per share for $89.1 million will be presented “on the line” and is not reflected in the financial statements presented. “On the line” describes those expenses triggered by the consummation of a business combination that are not recognized in the Condensed Consolidated Statement of Operations as they are not directly attributable to either period but instead were contingent on the Business Combination. As part of the Business Combination, the Company incurred $17.8 million of acquisition-related costs during the three months ended March 31, 2023 which are included predominantly in the “Professional fees” line in the Condensed Consolidated Statement of Operations. In addition, the Company incurred $4.6 million of debt issuance costs related to debt issued to finance the Business Combination. Of the total debt issuance costs, $1.8 million is related to the Term Loan and drawn amount of the Revolver and is recorded as an offset to the “Debt, net of unamortized deferred financing cost” line item of the Condensed Consolidated Statement of Financial Position. $2.8 million of the debt issuance costs related to the undrawn amount of the Revolver were recorded in the “Other assets” line item of the Condensed Consolidated Statement of Financial Position. The Business Combination was accounted for using the acquisition method of accounting, and the fair value of the total purchase consideration transferred was $1,071.1 million. Included in total purchase consideration is contingent consideration of $85.1 million , which is payable to the selling shareholders upon achievement of certain volume-weighted average price targets for the shares of Class A Common Stock or upon a change of control of the Company occurring between the Closing Date and the fifth anniversary of the Closing Date. The contingent consideration was measured at fair value at the acquisition date and recorded as a liability in the Earn-out liability line of the Condensed Consolidated Statement of Financial Position. See Note 2 (Summary of Significant Accounting Policies) for additional information. (Dollars in Thousands) Amount Cash consideration $ 99,999 Equity consideration: Class A $ 294,159 Class B $ 573,205 Warrants $ 4,896 Earn-out consideration $ 85,097 Tax Receivable Agreement $ 13,000 Payment of assumed liabilities $ 760 Total purchase consideration transferred $ 1,071,116 The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the Business Combination: (Dollars in Thousands) Business Cash and cash equivalents $ 24,023 Management/advisory fees receivable 42,381 Investments at fair value 148,674 Equity method investments 42,185 Property, plant and equipment 3,996 Intangible assets 520,161 Goodwill 530,546 Operating lease right-of-use assets 28,487 Other assets 47,251 Total Assets Acquired $ 1,387,704 Accounts payable and accrued expenses 72,022 Accrued compensation and profit sharing 25,051 Accrued member distributions payable 12,803 Delayed share purchase agreement 1,818 Earn-in consideration payable 1,519 Operating lease liabilities 29,047 Debt 124,533 Deferred tax liability, net 34,640 Other liabilities 15,149 Total Liabilities Assumed $ 316,582 Total Assets Acquired and Liabilities Assumed 1,071,122 Non-controlling interest in subsidiaries (6) $ 1,071,116 Fair Value of Net Assets Acquired and Intangibles With the exception of operating right-of-use assets and operating lease liabilities accounted for under Topic 842, in accordance with Accounting Standards Codification, or ASC 805, the assets and liabilities were recorded at their respective fair values as of January 1, 2023. The Company developed the fair value of intangible assets, which include trade names, customer relationships, investment management agreements, developed technology and backlog, using various techniques including discounted cash flow, relief from royalty, multi-period excess earnings, and a Monte Carlo simulation approach. The Company developed the fair value of equity method investments using various techniques including discounted cash flow and a guideline public company approach. The investments at fair value and earn-in consideration are carried at fair value and no adjustment was made. For all other major assets and liabilities acquired, the Company determined that book value approximated fair value. Goodwill is comprised of expected synergies for the combined operations and the assembled workforce acquired in the Business Combination, which does not qualify as a separately recognized intangible asset. Goodwill is allocated between the two reporting segments: Wealth Management and Strategic Alternatives. The goodwill allocation between wealth management and strategic alternatives is $298.1 million and $232.4 million, respectively. Below is a summary of the intangible assets acquired in the Business Combination (in thousands): (Dollars in Thousands) Acquisition Date Estimated Life Trade Names $ 14,695 9.9 Customer Relationships 163,392 27.1 Investment Management Agreements (definite life) 94,575 18.4 Investment Management Agreements (indefinite life) 245,900 Indefinite Developed Technology 1,000 5 Backlog 599 0.5 Total intangible assets acquired $ 520,161 The intangible assets acquired and subject to amortization have a weighted average useful life of 23.0 years. Acquisition of AL Wealth Partners Pte. Ltd. On April 6, 2023, (the “ALWP Acquisition Date”), the Company acquired all of the issued and outstanding ownership and membership interests of AL Wealth Partners Pte. Ltd. (“AL Wealth Partners”) pursuant to the terms of the share purchase agreement between the Company and AL Wealth Partners (the “ALWP Acquisition”). The primary purpose of the ALWP Acquisition is to acquire AL Wealth Partners’ extensive business within Southeast Asia to further expand the Company’s global operations. The ALWP Acquisition met the requirements to be considered a business combination under ASC 805. The assets and liabilities acquired from AL Wealth Partners, affected for preliminary adjustments to reflect the fair market values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s condensed consolidated financial statements from the ALWP Acquisition Date. The Company has allocated the purchase price to the tangible and identifiable intangible assets and liabilities assumed based on their estimated fair market values at the ALWP Acquisition Date as required under ASC 805. The ALWP Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $15.5 million, with the total amount paid in cash. The Company will make second and third payments to the sellers of AL Wealth Partners on the third and fifth anniversary of the ALWP Acquisition Date, respectively. Management has determined that these payments will be treated as future compensation expense in the Company’s Condensed Consolidated Statement of Operations. There is no contingent consideration as part of the ALWP Acquisition. During the year ended December 31, 2023, the Company incurred $0.4 million of direct acquisition-related expenses, which are recognized in the Professional fees line item of the Condensed Consolidated Statement of Operations. The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the ALWP Acquisition: (Dollars in Thousands) ALWP Acquisition Date Fair Value Cash and cash equivalents $ 1,092 Management/advisory fees receivable 1,952 Property, plant and equipment 644 Intangible assets 12,300 Goodwill 3,836 Operating lease right-of-use assets 1,048 Other assets 474 Total Assets Acquired 21,346 Accounts payable and accrued expenses 368 Operating lease liabilities 1,048 Other liabilities 4,400 Total Liabilities Assumed $ 5,816 Total Assets Acquired and Liabilities Assumed $ 15,530 The purchase price allocation is preliminary and subject to change during the measurement period, which is not to exceed one year from the Acquisition Date. At this time we do not expect any material adjustments to the above allocations. Fair Value of Net Assets Acquired and Intangibles Goodwill is comprised of expected synergies for the combined operations, including employees and customer relationships acquired in a business combination. The total amount of goodwill arising in the transaction was allocated to the Company’s Wealth Management segment. The components of goodwill do not qualify as a separately recognized intangible asset. The Company will test for impairment annually to determine changes in goodwill at the Wealth Management reporting unit. Below is a summary of the intangible assets acquired in the ALWP Acquisition: (Dollars in Thousands) ALWP Acquisition Date Fair Value Estimated Life (Years) Customer Relationships $ 12,300 10 Total Intangible Assets $ 12,300 The fair value for customer relationships was determined using the multi-period excess earnings method. The intangible assets are subject to amortization over a useful life of 10 years. The results of operations for the ALWP Acquisition have been included in the Company’s Condensed Consolidated Financial Statements from the date of ALWP Acquisition. The ALWP Acquisition did not have a material impact on the Company’s Condensed Consolidated Financial Statements, and, therefore, historical and pro forma disclosures have not been presented. Acquisition of AlTi Wealth Management (Switzerland) SA On August 2, 2023, (the “AWMS Acquisition Date”), the Company acquired the remaining 70% of the issued and outstanding ownership and membership interests of AWMS, increasing its interest from 30% to 100% (the “AWMS Acquisition”). The AWMS Acquisition met the requirements to be considered a business combination under ASC 805. The assets and liabilities acquired from AWMS, affected for preliminary adjustments to reflect the fair market values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s condensed consolidated financial statements from the AWMS Acquisition Date. The Company has allocated the purchase price to the tangible and identifiable intangible assets and liabilities assumed based on their estimated fair market values at the AWMS Acquisition Date as required under ASC 805. The AWMS Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $16.8 million. The total purchase consideration transferred consists of cash consideration, equity consideration, deferred cash consideration, earn-out consideration, and the payment of assumed liabilities. The total purchase consideration consists of the following amounts: (Dollars in Thousands) AWMS Amount Initial Cash consideration $ 5,711 Equity consideration 1,459 Deferred cash consideration 6,695 Earn-out consideration 2,721 Payment of assumed liabilities 168 Total purchase consideration transferred $ 16,754 The deferred cash consideration is payable no later than September 30, 2024 and the earn-out consideration is payable no later than December 31, 2024. At the AWMS Acquisition Date, as required by ASC 805, the Company’s existing 30% equity interest in AWMS, which was previously recognized as an equity method investment, was revalued to reflect the fair value at this date. The fair value of this existing equity method investment was $7.4 million, which was calculated as 30% of the fair value of AWMS total equity value (determined using the discounted cash flow method of the income approach, less debt), excluding the impact of any synergies or control premium that would be realized by a controlling interest. This change in fair value resulted in a gain of $1.9 million, which was recognized during the year ended December 31, 2023 in the Gain (loss) on investments line of the Consolidated Statement of Operations. The Company incurred $0.01 million of direct acquisition-related expenses, which are recognized in the Professional fees line item of the Condensed Consolidated Statement of Operations. The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the AWMS business combination: (Dollars in Thousands) AWMS Acquisition Date Fair Value Cash and cash equivalents $ 1,401 Management/advisory fees receivable 1,057 Equity Method investments 57 Intangible assets 9,679 Goodwill 15,146 Operating lease right-of-use assets 298 Other assets 323 Total Assets Acquired 27,961 Accounts payable and accrued expenses 784 Operating lease liabilities 298 Other liabilities 2,944 Total Liabilities Assumed $ 4,026 Total Assets Acquired and Liabilities Assumed $ 23,935 The purchase price allocation is preliminary and subject to change during the measurement period, which is not to exceed one year from the AWMS Acquisition Date. The fair value of assets acquired and liabilities assumed is expected to be finalized during the measurement period, which ends no later than August 2, 2024. Management does not expect any material changes to the values of the assets acquired and liabilities assumed during the measurement period. Fair Value of Net Assets Acquired and Intangibles Goodwill is comprised of expected synergies for the combined operations, including employees and customer relationships acquired in a business combination. The total amount of goodwill arising in the transaction was allocated to the Company’s Wealth Management segment. The components of goodwill do not qualify as a separately recognized intangible asset. The Company will test for impairment annually to determine changes in goodwill at the Wealth Management reporting unit. The Company will also test goodwill for impairment in other periods if an event occurs or circumstances change that may indicate impairment. Below is a summary of the intangible assets acquired in the AIMS business combination: (Dollars in Thousands) AWMS Acquisition Date Fair Value Estimated Life (Years) Customer Relationships $ 9,679 14 Total Intangible Assets $ 9,679 The fair value for customer relationships was determined using the multi-period excess earnings method. The intangible assets are subject to amortization over a useful life of 14 years. The results of operations for the AWMS Acquisition have been included in the Company’s Condensed Consolidated Financial Statements from the AWMS Acquisition Date. Prior to the AWMS Acquisition Date, the results of AWMS were included as a 30% held equity method investment. Deconsolidation of Alvarium Home REIT Advisors Ltd AlTi was formed on January 3, 2023, through a business combination transaction that included certain legacy Alvarium companies. While the sale of AHRA occurred prior to the Business Combination, under GAAP, its results were required to be consolidated in our financial statements until June 30, 2023, when it was deconsolidated. On June 30, 2023, the Company entered into a series of agreements that resulted in the deconsolidation of AHRA from the Strategic Alternatives segment with immediate effect. The agreements removed ARE’s potential controlling voting rights in AHRA (previously ascertainable on the exercise of the option), and terminated other residual contractual relationships between AHRA and ARE. As a result, these agreements removed AlTi’s control of AHRA from an accounting perspective. AHRA’s results are included in the Company’s Condensed Consolidated Statement of Operations for the period from January 3, 2023 to June 30, 2023, and its accounts were removed from the Condensed Consolidated Statement of Financial Position as of June 30, 2023. The deconsolidation resulted in an intangible asset impairment charge of $29.4 million, which was recorded in Impairment loss on goodwill and intangible assets in the Condensed Consolidated Statement of Operations during the year ended December 31, 2023. Assets managed by AHRA, however, have been excluded from the Company’s AUM/AUA metrics since January 1, 2023. Disposal of LRA On January 9, 2024, AlTi RE Public Markets Limited entered into heads of terms to sell 100% of the equity of LRA, the advisor to the publicly-traded fund LXi, to LondonMetric for fixed consideration of approximately $33.1 million and up to an estimated $5.1 million of contingent consideration based on the exchange rate as of the balance sheet date, as applicable. The contingent consideration meets the definition of a derivative and is recorded as Contingent consideration receivable on the Condensed Consolidated Statement of Financial Position as of March 31, 2024. This contingent consideration will be remeasured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value recognized in the Condensed Consolidated Statement of Operations in the period of change. The disposal was completed on March 6, 2024. As a result, the Company has recognized an intangible asset impairment charge of $23.5 million, which is recorded in Impairment loss on goodwill and intangible assets in the Consolidated Statement of Operations during the year ended December 31, 2023. In addition, as of December 31, 2023, the major classes of assets and liabilities of LRA were presented as held for sale in the Consolidated Statement of Financial Position. As of the three months ended March 31, 2024, a gain on disposal of $0.2 million was recognized in Gain (loss) on investments in the Condensed Consolidated Statement of Operations. Assets Held for Sale On November 6, 2023, the Company entered into an agreement to sell FOS, which is part of the Company’s Wealth Management segment, for a cash consideration of approximately $20.1 million. The agreement to sell was subject to regulatory approval that was granted in April 2024, following which, on May 8, 2024, the transaction was completed. See Note 21 (Subsequent Events). The proceeds from this disposal will principally be used to further execute on the Company’s strategic priorities. This disposal does not represent a strategic shift that will have a major impact on the Company’s operations. Consequently, this disposal is not classified as a discontinued operation. The carrying amounts of the major classes of assets and liabilities of FOS are presented as held for sale in the Consolidated Statement of Financial Position at March 31, 2024. The carrying amounts of the major classes of assets and liabilities of FOS and LRA were presented as held for sale in the Consolidated Statement of Financial Position at December 31, 2023. The following table represents amounts presented as held for sale for the periods presented: As of (in thousands) March 31, 2024 December 31, 2023 Assets Cash and cash equivalents $ 3,390 $ 2,897 Fees receivable, net 5,282 4,792 Intangible assets, net of accumulated amortization 3,330 46,658 Operating lease right-of-use assets 430 434 Deferred tax asset, net 40 41 Other assets 557 1,812 Total assets held for sale $ 13,030 $ 56,634 Liabilities Accounts payable and accrued expenses $ (252) $ (1,007) Operating lease liabilities (365) (381) Deferred tax liability, net (213) (10,852) Deferred income (1,404) (781) Other liabilities (1,232) (772) Total liabilities held for sale $ (3,467) $ (13,792) |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The following table represents the Company’s revenue disaggregated by fee type for the periods presented below: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Management/Advisory fees $ 46,224 $ 46,470 Incentive fees 163 577 Distributions from investments 4,170 10,030 Other fees/income 255 970 Total Income $ 50,812 $ 58,047 (Dollars in Thousands) As of March 31, 2024 As of December 31, 2023 Management/Advisory fees receivable Beginning balance $ 29,539 $ 30,698 Ending balance (1) 33,905 29,539 Incentive fees receivable Beginning balance $ 40,356 $ 7,570 Ending balance (2) 917 40,356 Other fees/income receivable Beginning balance $ 526 $ 4,112 Ending balance 265 526 Deferred management/advisory fees Beginning balance $ (66) $ (945) Ending balance (48) (66) Deferred other fees/income Beginning balance $ — $ (422) Ending balance — — (1) As of March 31, 2024 and December 31, 2023, this amount includes $1.2 million and $1.2 million, respectively, in Management/Advisory fees receivable due from related parties. See Note 16 (Related Party Transactions) for further details. (2) As of March 31, 2024 and December 31, 2023, this amount includes $0.0 million and $14.9 million, respectively, in Incentive fees receivable due from related parties. See Note 16 (Related Party Transactions) for further details. |
Equity-Based Compensation and E
Equity-Based Compensation and Earn-in Expenses | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-Based Compensation and Earn-in Expenses | Equity-Based Compensation and Earn-in Expenses The Company grants equity-based compensation awards in the form of restricted share units (“RSUs”) to its management, employees, consultants, and independent members of the Board of Directors under its 2023 Stock Incentive Plan (the “Plan”). The total number of shares of Class A Common Stock that may be issued under the Plan is 11,788,132, of which 4,457,574 remain available as of March 31, 2024. To the extent that an award expires or is cancelled, forfeited, terminated, surrendered, exchanged or withheld to cover tax withholding obligations, the unissued awards will again be available for grant under the Plan. The Company recognizes RSU expenses at the Company’s stock price as of the grant date. As of March 31, 2024, the Company has an unrecognized equity-based compensation expense of $13.8 million related to RSU grants, which is expected to be recognized over a weighted average period of 1.80 years. The following table summarizes the equity-based compensation recognized, which is included in Compensation and employee benefits in the Condensed Consolidated Statement of Operations, during the three months ended March 31, 2024, and March 31, 2023: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 RSUs $ 2,957 $ 29,545 Earn-in expense 1,966 1,013 TIH SPA (40) — Revenue share 212 — Deferred compensation $ 1,219 $ — Total $ 6,314 $ 30,558 The following table summarizes the equity-based compensation award activity for the three months ended March 31, 2024, and March 31, 2023: March 31, 2024 March 31, 2023 Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Restricted common stock Restricted common stock awards outstanding at beginning of period 4,818,351 $ 4.64 — $ — Restricted common stock granted 138,472 5.87 2,586,839 10.06 Restricted common stock forfeited (147,550) 4.35 — — Restricted common stock vested (1,698,544) 4.93 (2,521,285) 10.00 Restricted common stock awards outstanding at end of period 3,110,729 $ 4.55 65,554 $ 12.56 RSUs In connection with the Business Combination, certain of TWMH’s restricted units vested and the Company granted fully vested shares to Alvarium’s employees, resulting in compensation expense of $4.2 million and $24.6 million, respectively, during the three months ended March 31, 2023. The $24.6 million consisted of $21.0 million related to the acceleration of 2.1 million of earn-out shares at closing and $3.6 million for 360,485 shares related to another transaction completed in contemplation of and for the benefit of the acquirer under Topic 805. None of these stock awards were outstanding after the Business Combination. Upon completion of the Business Combination, the Company issued 60,800 shares of Class A Common Stock to employees of the Company. These awards vested in full immediately and had a fair value of $10.00 per share, resulting in compensation expense of $0.6 million for the three months ended March 31, 2023. On March 23, 2023, in connection with the Business Combination, the Company granted 65,554 shares of Class A Common Stock to its board of directors, which vested over an approximate nine-month period and had a fair value of $12.56 per share. In addition, on March 1, 2024, the Company granted 138,472 shares of Class A Common Stock to its board of directors, which vest over a four-month period and had a fair value of $5.87 per share. These grants resulted in compensation expense of $0.2 million for the three months ended March 31, 2024. On May 31, 2023, the Company granted 4,693,621 shares of Class A Common Stock to its employees. These awards vest over a three-year period and had a fair value of $4.35 per share, resulting in compensation expense of $1.8 million for the three months ended March 31, 2024. Since the initial grant date of these awards, 314,624 shares have been forfeited. On various dates throughout 2023, the Company granted 107,263 and 118,987 shares of Class A Common Stock to employees, representative of buy-out equity awards as restricted units, vesting generally over a one Earn-Ins In connection with TWMH’s historical acquisition of Holbein Partners, LLP (“Holbein”), certain employees of Holbein are entitled to receive a combination of cash and shares of the Company based on Holbein revenues in 2023 and 2024 (the “Holbein Earn-Ins”). The Holbein Earn-Ins were measured at fair value using estimates of future revenues as of the closing date. The earn-ins are expected to be paid in a combination of 50% cash and 50% in shares of the Company’s Class A Common Stock on the second and third anniversaries of the closing date of January 7, 2022. On July 14, 2023, the Company amended the Holbein purchase agreement related to the Holbein acquisition. The amendment crystallized the contingent earn-in consideration amount by replacing the valuation of the Holbein Earn-Ins consideration of an estimate of future revenue. Additionally, the first payment date and second payment date are agreed as April 1, 2024, and April 1, 2025, respectively, replacing the original share purchase agreement payment dates of ten business days after the second and third anniversary of the acquisition of Holbein. The agreed upon first and second date payments are $7.1 million and $8.9 million, respectively. The selling shareholders remain required to maintain certain service agreements to receive the compensatory Holbein Earn-ins. The amount of shares awarded will be calculated based on the twenty day average volume weighted average price of the Company's Class A Common Stock preceding the first and second payment dates. The Company recognized an expense for the earn-ins of $2.0 million and $1.0 million for the three months ended March 31, 2024, and March 31, 2023, respectively. Separate from the compensatory Holbein Earn-Ins, the Holbein acquisition consideration included contingent consideration that was measured at fair value using estimates of future revenues as of the closing date. The acquisition consideration was also amended to crystallize the non-compensatory earn-in amount and follows the same fact pattern as the above-described amendment for the compensatory earn-ins. As of March 31, 2024, and December 31, 2023, this contingent consideration is recorded as a liability of $1.7 million and $1.8 million in the “Earn-in consideration payable” line of the Condensed Consolidated Statement of Financial Condition and Consolidated Statement of Financial Condition, respectively. TIH SPA In connection with TWMH’s historical acquisition of TIH, the Delayed Share Purchase Agreement (“TIH SPA”) was amended on July 28, 2023. The TIH SPA was amended to include the Company’s Class A Common Stock as part of the purchase price. On August 1, 2023, the Company granted 152,930 shares of Class A Common Stock with a fair value of $7.70 per share under the terms of the TIH SPA amendment. The amendment to the purchase price is compensatory in nature. The Company recognized an expense for the TIH SPA of $(39.8) thousand for the three months ended March 31, 2024. On March 25, 2024, the TIH SPA was fully paid. As of December 31, 2023, this TIH SPA was recorded as a liability of $1.8 million in the Delayed share purchase agreement line of the Consolidated Statement of Financial Condition. Revenue Share During the three months ended March 31, 2024, the Company accrued $0.2 million in compensation expense related to various revenue share arrangements to its employees, which is included in Compensation and employee benefits in the Condensed Consolidated Statement of Operations and in Accrued compensation and profit sharing in the Condensed Consolidated Statement of Financial Position. Deferred Compensation Liability |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The computation of the effective tax rate and provision at each interim period requires the use of certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income that is subject to tax, permanent differences between the Company’s GAAP earnings and taxable income, and the likelihood of recovering deferred tax assets existing as of the balance sheet date. The estimates used to compute the provision for income taxes may change throughout the year as new events occur, additional information is obtained or as tax laws and regulations change. Accordingly, the effective tax rate for future interim periods may vary materially. The Company is a domestic corporation for U.S. federal income tax purposes and is subject to U.S. federal and state and local corporate-level income taxes on its share of taxable income from the Umbrella Partnership. The Umbrella Partnership is a partnership for U.S. federal income tax purposes and a taxable entity for certain state and local taxes, such as New York City and Connecticut unincorporated business tax (“UBT”). Further, the Company’s income tax provision and related income tax assets and liabilities are based on, among other things, an estimate of the impact of exchanges of Warrants and Class B Units for shares of Class A Common Stock, inclusive of an analysis of tax basis and state tax implications of the Umbrella Partnership and its underlying assets and liabilities. The Company’s estimate is based on the most recent information available. The tax basis and state impact of the Umbrella Partnership and its underlying assets and liabilities are based on estimates subject to finalization of the Company’s tax returns. The Company had an effective tax rate of 1.6% and (5.4)% for the three months ended March 31, 2024, and March 31, 2023, respectively. The effective tax rate was calculated using an Annual Effective Tax Rate approach, and the book income related fair value changes to liabilities was excluded from forecasted earnings as these amounts are based on changes in stock price and are unable to be forecasted. The effective tax rates differed from the statutory rate primarily due to the portion of income allocated to noncontrolling interests, nondeductible compensation and state and local taxes. The Company regularly evaluates the realizability of its deferred tax asset and may recognize or adjust any valuation allowance when it is more-likely-than-not that all or a portion of the deferred tax asset may not be realized. As of March 31, 2024, the Company has recorded valuation allowances against a portion of its deferred tax assets generated by its subsidiaries in the United Kingdom. The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the tax years that remain open under the statute of limitations may be subject to examinations by the appropriate tax authorities. As of March 31, 2024, and March 31, 2023, the Company has evaluated its tax filing positions and has not recorded a reserve for unrecognized tax benefits. |
Fair Value Disclosures
Fair Value Disclosures | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | Fair Value Disclosures The Company classifies its fair value measurements using a three-tiered fair value hierarchy. The basis of the tiers is dependent upon the various “inputs” used to determine the fair value of the Company’s assets and liabilities. Fair value is considered the value using the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s assumptions about the inputs market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The inputs are summarized in the three broad levels listed below: • Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. • Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. Level 3 Valuation Techniques In the absence of observable market prices, the Company values financial instruments using valuation methodologies applied on a consistent basis. For some investments little market activity may exist; management’s determination of fair value is then based on the best information available in the circumstances and may incorporate management’s own assumptions and involves a significant degree of judgment, taking into consideration a combination of internal and external factors. Financial instruments for which market prices are not observable include: • Business Combination Earn-Out Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future share prices and the implied earn-out payment discounted using the risk-free rate. • TRA Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future taxable income, share prices, and the implied TRA payments discounted using the liability discount rate which is estimated based on the Company’s credit rating. • AWMS Earn-Out Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future revenue and the implied earn out payment discounted using the liability discount rate which is estimated based on the Company’s credit rating. • Earn-In Consideration Payable - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future revenue and the implied earn in payment discounted using the liability discount rate which was estimated based on the credit rating of TWMH. On July 14, 2023, the Company amended the Holbein purchase agreement related to the Holbein acquisition discussed in Note 5 (Equity-Based Compensation and Earn-in Expenses), which crystallized the contingent earn-in consideration amount and discontinued the use of a Level 3 valuation technique. • Investments in External Strategic Managers - The Company utilized a Discounted Cash Flow approach to determine the fair value of the External Strategic Managers. The discount rate selection for each investment was calibrated using the implied internal rate of return as of the original investment date, adjusted for certain market- and company-specific factors. The selected long-term growth rate for each investment was based on long-term GDP growth rates in the geographic locations of the underlying External Strategic Manager, with consideration for general growth in the asset management industry. • Contingent Consideration Receivable - The Company utilized a Monte Carlo simulation to estimate the future share price of the acquirer of LXi, and the implied contingent consideration discounted using the risk-free rate and the acquirer’s estimated credit spread . • Warrant Liabilities - The fair value of the Constellation Warrants is determined based on Level 3 inputs using a Black-Scholes-Merton option pricing model. As of March 31, 2024, the Constellation Warrants amounted to $2.8 million and is included in the line item Warrant liabilities, at fair value of the Condensed Consolidated Statement of Financial Condition. Refer to the valuation methodologies table below for further analysis of level 3 valuations. The following is a summary categorization, as of March 31, 2024, and December 31, 2023, of the Company’s financial instruments based on the inputs utilized in determining the value of such financial instruments. Investments at fair value as of March 31, 2024, and December 31, 2023 are presented below: As of March 31, 2024 Level 1 Level 2 Level 3 (Dollars in Thousands) Quoted Prices Observable Inputs Unobservable Inputs Total Assets: Mutual funds $ 103 $ — $ — $ 103 Exchange-traded funds 126 — — 126 Investments – External Strategic Managers (1) 6 — 159,378 159,384 Investments – Affiliated Funds (2) — — — 856 Contingent consideration receivable — — 1,931 1,931 Total $ 235 $ — $ 161,309 $ 162,400 Liabilities: Warrant liability $ — $ — $ 2,820 $ 2,820 Earn-out liability — — 23,920 23,920 TRA liability (3) — — 7,300 7,300 Earn-in consideration payable 1,711 — — 1,711 Total $ 1,711 $ — $ 34,040 $ 35,751 (1) The fair value of certain investments within the Company’s Investments - External Strategic Managers are reported on a one-month lag from the fund financial statements due to timing of the information provided by the funds and third-party entities unless information is available on a more timely basis. As a result, any changes in the markets in which our managed funds operate, and the impact market conditions have on underlying asset valuations, may not yet be reflected in reported amounts. (2) Investments in Affiliated Funds are measured at fair value using the net asset value (or its equivalent) practical expedient. The Company's investments in Affiliated Funds represent interests that do not trade in an active market and are valued using the NAV of each investment company as reported and without adjustment. The Company does not have any commitments to the Affiliated Funds and redemptions are permitted on a monthly basis and require 30 days’ notice. The strategies of the Affiliated Funds primarily focus on near-dated, hard catalyst events that typically involve hostile deals, proposals, minority interest buy-ins, leverage buyouts, activism, spin-offs, recapitalizations, and agreed upon deals. The investments held in the Affiliated Funds are primarily highly liquid and marketable securities. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statement of Financial Position. (3) The Company carries a portion of its TRA liability at fair value equal to the expected future payments under the TRA. As of December 31, 2023 Level 1 Level 2 Level 3 (Dollars in Thousands) Quoted Prices Observable Inputs Unobservable Inputs Total Assets: Mutual funds $ 75 $ — $ — $ 75 Exchange-traded funds 108 — — 108 Investments – External Strategic Managers 7 — 164,077 164,084 Investments – Affiliated Funds (1) — — — 1,627 Total $ 190 $ — $ 164,077 $ 165,894 Liabilities: Earn-out liability — — 63,444 63,444 TRA liability (3) — — 13,233 13,233 Earn-in consideration payable $ 1,830 $ — $ — $ 1,830 Total $ 1,830 $ — $ 76,677 $ 78,507 (1) Investments in Affiliated Funds are measured at fair value using the net asset value (or its equivalent) practical expedient. The Company's investments in Affiliated Funds represent interests that do not trade in an active market and are valued using the NAV of each investment company as reported and without adjustment. The Company does not have any commitments to the Affiliated Funds and redemptions are permitted on a monthly basis and require 30 days’ notice. The strategies of the Affiliated Funds primarily focus on near-dated, hard catalyst events that typically involve hostile deals, proposals, minority interest buy-ins, leverage buyouts, activism, spin-offs, recapitalizations, and agreed upon deals. The investments held in the Affiliated Funds are primarily highly liquid and marketable securities. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statement of Financial Position. (2) The Company carries a portion of its TRA liability at fair value based on the expected future payments under the TRA. Reconciliation of Fair Value Measurements Categorized within Level 3 Unrealized gains and losses on the Company’s assets and liabilities carried at fair value on a recurring basis are included within other loss in the Condensed Consolidated Statement of Operations. During the year ended December 31, 2023, there was one transfer from Level 3 to Level 1 of the earn-in consideration payable. The following table sets forth a summary of changes in the fair value of Level 3 measurements as of March 31, 2024 and December 31, 2023: Level 3 Liabilities as of March 31, 2024 (Dollars in Thousands) TRA liability Earn-out AWMS earn-out Warrant liabilities Total Beginning balance $ 13,233 $ 62,380 1,064 — $ 76,677 Issuances — — — 2,480 2,480 Settlements — — — — — Net gains/(losses) (5,933) (39,521) (3) 340 (45,117) Transfers out of Level 3 $ — $ — — — $ — Ending balance $ 7,300 $ 22,859 1,061 2,820 $ 34,040 Level 3 Liabilities as of December 31, 2023 (Dollars in Thousands) TRA Liability Earn-out AWMS earn-out Earn-in consideration payable Total Beginning balance $ 13,000 $ 91,761 — $ 1,519 $ 106,280 Issuances — — 2,721 — 2,721 Settlements — — — — — Net (gains) losses 233 (29,381) (1,657) 311 (30,494) Transfers out of Level 3 $ — $ — — $ (1,830) $ (1,830) Ending balance $ 13,233 $ 62,380 1,064 $ — $ 76,677 Level 3 Assets as of March 31, 2024 (Dollars in Thousands) Investments – External Strategic Managers Contingent Consideration Receivable Total Beginning balance $ 164,077 $ — $ 164,077 Realized and Unrealized Gains (Losses) (4,699) — (4,699) Purchases — 1,931 1,931 Ending balance $ 159,378 $ 1,931 $ 161,309 Level 3 Assets as of December 31, 2023 (Dollars in Thousands) Investments – External Strategic Managers Total Beginning balance $ 146,130 $ 146,130 Realized and Unrealized Gains (Losses) $ 2,580 $ 2,580 Purchases $ 15,367 $ 15,367 Ending balance $ 164,077 $ 164,077 Valuation Methodologies for Fair Value Measurements Categorized within Level 3 as of March 31, 2024 (Dollars in Thousands) Fair Valuation Unobservable Ranges Impact to Valuation from an Increase in Input Level 3 Assets: Investments – External Strategic Managers $ 159,378 Discounted Cash Flow Discount rate 19.5% -29% Lower Long-term growth rate 4.0 % Higher Contingent consideration receivable $ 1,931 Monte Carlo Risk-free rate 3.9 % Higher Volatility 30.5 % Lower Credit spread 2.0 % Lower Level 3 Liabilities: TRA liability $ 7,300 Monte Carlo Volatility 40.0 % Lower Correlation 22.5 % Higher Cost of debt range 13.1% - 14.0% Lower Equity risk premium 7.2% - 13.5% Lower Earn-out liability $ 22,859 Monte Carlo Volatility 40.0 % Higher Risk-free rate 4.3 % Higher AWMS earn-out liability $ 1,061 Monte Carlo Volatility 14.0 % Higher Risk-free rate 0.9 % Higher Revenue Discount Rate 3.0 % Lower Liability Discount Rate 4.7 % Lower Warrant liabilities $ 2,820 Black-Scholes-Merton model Volatility 40.0 % Higher Risk-free rate 4.2 % Higher Valuation Methodologies for Fair Value Measurements Categorized within Level 3 as of December 31, 2023 (Dollars in Thousands) Fair Valuation Unobservable Ranges Impact to Valuation from an Increase in Input Level 3 Assets: Investments – External Strategic Managers $ 164,077 Discounted Cash Flow Discount rate 21.5% -29.0% Lower Long-term growth rate 4.0 % Higher Level 3 Liabilities: TRA liability $ 13,233 Monte Carlo Volatility 40.0 % Lower Correlation 20.0 % Higher Cost of debt range 4.1% - 5.1% Lower Equity risk premium 7.4% - 13.1% Lower Earn-out liability $ 62,380 Monte Carlo Volatility 40.0 % Higher Risk-free rate 3.9 % Higher AWMS earn-out liability $ 1,064 Monte Carlo Revenue Volatility 14.0 % Higher Risk-free rate 1.1 % Higher Revenue Discount Rate 3.5 % Lower Liability Discount Rate 5.6 % Lower Deferred Payment Liability Discount Rate 5.3 % Lower |
Equity Method Investments
Equity Method Investments | 3 Months Ended |
Mar. 31, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments As of March 31, 2024 and December 31, 2023, the Company had $12.1 million and $14.2 million, of equity method investments recorded within equity method investments on the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position, respectively. In accordance with US GAAP, certain equity method investees do not account for both their financial assets and liabilities under fair value measures; therefore, the Company’s investment in such equity method investees may not represent fair value. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments The Company’s investments include Investments at fair value and Equity method investments. Investments at fair value consist of investments for which the fair value option has been elected. The primary reasons for electing the fair value option are to: • reflect economic events in earnings on a timely basis; • mitigate volatility in earnings from using different measurement attributes; and • address simplification and cost-benefit considerations Such election is irrevocable and is applied on an investment-by-investment basis at initial recognition or at other eligible election dates. Changes in the fair value of such instruments are recognized in Loss on investments in the Condensed Consolidated Statement of Operations. The Cost and Fair Value of Investments as of March 31, 2024 and December 31, 2023 are presented below: As of March 31, 2024 As of December 31, 2023 (Dollars in Thousands) Cost Fair Value Cost Fair Value Investments at Fair Value: Mutual funds $ 117 $ 103 $ 93 $ 75 Exchange-traded funds 115 126 105 108 TIG Arbitrage Associates Master Fund 482 503 482 500 TIG Arbitrage Enhanced Master Fund 179 226 179 231 TIG Arbitrage Enhanced — — 682 776 Arkkan Opportunities Feeder Fund 111 127 111 119 Arkkan Capital Management Limited 20,062 24,912 20,062 24,822 Zebedee asset management 68,913 70,818 68,913 69,454 Romspen Investment Corporation (1) 72,523 63,648 72,523 69,802 Total Investments at fair value $ 162,508 $ 160,469 $ 163,157 $ 165,894 Equity method investments: Real estate equity method investments $ 7,511 $ 7,511 $ 9,311 $ 9,311 Wealth management - investment advisory $ 2,549 $ 2,549 $ 2,505 $ 2,505 Carried interest vehicles $ 2,077 $ 2,077 $ 2,378 $ 2,378 Total Equity method investments 12,137 12,137 14,194 14,194 Total $ 174,645 $ 172,606 $ 177,351 $ 180,088 (1) The fair value of this investment is reported on a one-month lag from the fund financial statements due to timing of the information provided by the fund and third-party entity unless information is available on a more timely basis. As a result, any changes in the markets in which our managed funds operate, and the impact market conditions have on underlying asset valuations, may not yet be reflected in reported amounts. The Company’s Investments at fair value include unrealized gains (losses) and realized gains (losses) in the Condensed Consolidated Statement of Financial Position. The breakdown of unrealized gains (losses) and realized gains (losses) on Investments at fair value for the relevant periods are as follows: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Gains (Losses) on Investments at FV: Realized gains (losses) $ 3 $ (5,685) Unrealized gains (losses) (4,657) 3,779 Total gains (losses) on Investments at fair value $ (4,654) $ (1,906) |
Intangible Assets, net
Intangible Assets, net | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, net | Intangible Assets, net The following table provides a reconciliation of Intangible assets, net reported on the Condensed Consolidated Statement of Financial Position. As of March 31, 2024 (Dollars in Thousands) Weighted Gross Carrying Amount (2) Accumulated Net Carrying Intangible assets Amortizing intangible assets Customer relationships 25.4 $ 183,361 $ (9,149) $ 174,212 Investment management agreements 19.7 6,669 (4,582) 2,087 Trade names 10.0 11,078 (1,780) 9,298 Acquired internally developed software 5.0 1,000 (250) 750 Total amortized intangible assets 202,730 (16,383) 186,347 Non-amortized intangible assets (1) Investment management agreements 245,900 — 245,900 Total intangible assets $ 448,630 $ (16,383) $ 432,247 (1) The Company’s non-amortized intangible assets consist of management contracts for open-ended fund products, in which there is no contractual termination date. (2) Gross carrying amounts related to the Company’s intangible assets include foreign currency translation differences of $1.1 million during the three months ended March 31, 2024. As of December 31, 2023 (Dollars in Thousands) Weighted Gross Carrying Amount (3) Impairment Disposal Held for Sale Accumulated Net Carrying Intangible assets Amortizing intangible assets Customer relationships 25.3 $ 186,832 $ — $ (254) $ (2,128) $ (7,180) $ 177,270 Investment management agreements (1) 19.6 100,269 (50,283) — (43,299) (4,545) 2,142 Trade names 10 14,945 (2,635) — (1,231) (1,514) 9,565 Acquired internally developed software 5 1,000 — — — (200) 800 Other intangible asset 0 622 — — — (622) — Total amortized intangible assets 303,668 (52,918) (254) (46,658) (14,061) 189,777 Non-amortized intangible assets (2) Investment management agreements 245,900 — — — — 245,900 Total intangible assets $ 549,568 $ (52,918) $ (254) $ (46,658) $ (14,061) $ 435,677 (1) During the year ended December 31, 2023, the Company deconsolidated AHRA (See Note 3 (Business Combinations and Divestitures)) and as a result, recorded an impairment charge of $29.4 million to the carrying value of AHRA’s investment advisory agreement with Home REIT, which is recorded in the line item Impairment loss on goodwill and intangible assets in the Consolidated Statement of Operations. On January 9th, 2024, AlTi RE Public Markets Limited entered into heads of terms to sell 100% of the equity of LRA, the advisor to the publicly-traded fund LXi, to LondonMetric for fixed consideration of approximately $33.1 million and up to an estimated $5.1 million of contingent consideration based on the exchange rate as of the balance sheet date, as applicable. The contingent consideration meets the definition of a derivative and is recorded as Contingent consideration receivable on the Condensed Consolidated Statement of Financial Position as of March 31, 2024. This contingent consideration will be remeasured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value recognized in the Condensed Consolidated Statement of Operations in the period of change. The disposal completed on March 6, 2024. As a result, during the year ended December 31, 2023, AlTi recognized an intangible asset impairment charge of $23.5 million in Impairment loss on goodwill and intangible assets in the Consolidated Statement of Operations. In addition, as of December 31, 2023, the major classes of assets and liabilities of LRA were presented as held for sale in the Consolidated Statement of Financial Position. As of the three months ended March 31, 2024, a gain on disposal of $0.2 million was recognized in Gain (loss) on investments in the Condensed Consolidated Statement of Operations. (2) The Company’s non-amortized intangible assets consist of management contracts for open-ended fund products, in which there is no contractual termination date. (3) Gross carrying amounts related to the Company’s intangible assets include foreign currency translation differences of $7.4 million during the year ended December 31, 2023. Amortization expense of approximately $2.3 million and $4.2 million for the three months ended March 31, 2024 and March 31, 2023, respectively, were recognized. The estimated future amortization for finite-lived intangible assets for each of the next five years and thereafter are as follows: (Dollars in Thousands) As of March 31, 2024 2024 $ 6,954 2025 9,272 2026 9,272 2027 9,272 2028 and beyond 151,577 Total $ 186,347 |
Other assets, net and Other lia
Other assets, net and Other liabilities, net | 3 Months Ended |
Mar. 31, 2024 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other assets, net and Other liabilities, net | Other assets, net and Other liabilities, net The following table provides a reconciliation of Other assets, net reported on the Condensed Consolidated Statement of Financial Position. (Dollars in Thousands) As of March 31, 2024 As of December 31, 2023 Fixed assets, net: Leasehold improvements $ 5,418 $ 4,978 Office equipment and furniture 2,759 3,489 Foreign currency translation difference (243) (270) Accumulated depreciation and amortization (5,277) (5,665) Fixed assets, net 2,657 2,532 Accrued income 11,943 17,124 Prepaid expenses 10,377 8,045 Sundry receivables 7,232 5,664 Other receivables 15,594 12,204 Other assets 5,937 2,613 Other assets, net (1) $ 53,740 $ 48,182 (1) As of March 31, 2024 and December 31, 2023, these amounts include $8.4 million and $6.7 million, respectively, in receivables due from related parties. See Note 16 (Related Party Transactions) for further details. The following table provides a reconciliation of Other liabilities, net reported on the Condensed Consolidated Statement of Financial Position. (Dollars in Thousands) As of March 31, 2024 As of December 31, 2023 AWMS deferred cash consideration 6,752 7,135 Payroll Taxes 5,749 — Payroll — 5,202 Sundry 3,182 3,422 Other 7,526 6,709 Other Liabilities, net (1) 23,208 22,467 (1) As of March 31, 2024 and December 31, 2023, these amounts include $0.5 million and $0.0 million, respectively, in liabilities due to related parties. Additionally, certain reclassifications have been made during the current period and are no longer comparable to the year ended December 31, 2023. See Note 16 (Related Party Transactions) and Note 2 (Summary of Significant Accounting Policies), respectively, for further details. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | Leases The Company adopted ASC 842 as of January 1, 2022, on a modified retrospective basis with no cumulative adjustment to equity as of the adoption date. The Company has presented financial results and applied its accounting policies for the period beginning January 1, 2022 under ASC 842. The Company elected to take the practical expedient to not separate lease and non-lease components as part of the adoption. Lease agreements entered into after the adoption of ASC 842 that include lease and non-lease components are accounted for as a single lease component. Since January 1, 2022, the Company’s operating leases, excluding those with terms less than 12 months, have been discounted and recorded as assets and liabilities on the Company’s Condensed Consolidated Statement of Financial Position. The Company primarily has non-cancellable operating leases for office spaces across various countries. We categorize leases as either operating or finance leases at the commencement date of the respective lease. The components of lease costs are as follows: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Operating lease expense $ 2,868 $ 1,926 Variable lease expense 555 437 Short-term lease expense 73 205 Total lease expense $ 3,496 $ 2,568 Supplemental cash flow information and non-cash activity related to our operating leases are as follows: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Operating cash flow information: Operating cash flow from operating leases $ 2,012 $ 1,666 Non-cash activity: Right-of-use assets obtained in exchange for lease obligations 1,303 214 Weighted-average remaining lease term and discount rate for our operating leases are as follows: As of March 31, 2024 As of December 31, 2023 Weighted-average remaining lease term 11.92 11.94 Weighted-average discount rate 6.18 % 6.22 % Future minimum lease payments for the Company’s operating leases as of March 31, 2024, are as follows: Future Minimum Rental Operating Leases (Dollars in Thousands) Rest of 2024 $ 6,053 2025 8,574 2026 7,522 2027 6,869 2028 6,113 2029 and beyond 53,586 Total lease payments 88,717 Less: Imputed interest 31,241 Present value of lease liabilities $ 57,476 |
Goodwill, net
Goodwill, net | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, net | Goodwill, net The following tables provide a reconciliation of Goodwill, net reported on the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position as of March 31, 2024 and December 31, 2023, respectively. (Dollars in Thousands) Strategic Alternatives Wealth Management Total Beginning Balance Gross goodwill $ 90,480 $ 321,154 $ 411,634 Net goodwill: $ 90,480 $ 321,154 $ 411,634 Currency translation and other adjustments (1,806) (1,619) (3,425) $ (1,806) $ (1,619) $ (3,425) Ending Balance Gross goodwill $ 88,674 $ 319,535 $ 408,209 Net goodwill $ 88,674 $ 319,535 $ 408,209 (Dollars in Thousands) Strategic Alternatives Wealth Management Total Beginning Balance Gross goodwill $ 232,429 $ — $ 298,118 $ 530,547 Net goodwill: $ 232,429 $ 298,118 $ 530,547 Goodwill acquired during the period $ — $ 18,972 $ 18,972 Impairment charges (153,859) — (153,859) Currency translation and other adjustments 11,910 — 4,064 15,974 $ (141,949) $ 23,036 $ (118,913) Ending Balance Gross goodwill $ 90,480 $ 321,154 $ 411,634 Net goodwill $ 90,480 $ 321,154 $ 411,634 During the three months ended March 31, 2024, no triggering events were identified, and no impairment charge was recognized on goodwill from acquisitions. During the year ended December 31, 2023, the Company evaluated as of September 30, 2023 whether circumstances existed, indicating that the fair value of its reporting units may have declined to an amount lower than the carrying value of goodwill recorded on its Consolidated Statement of Position as of that date. The Company considered a variety of factors, including the impact of prevailing market conditions, persistently high interest rates and uncertainties caused by inflation and certain world events as well as the recent actions taken by the Company to restructure and reposition certain of the businesses within its reporting units. Based on the evaluation of these factors, the Company concluded that triggering events had occurred during the period that required the Company to assess whether the goodwill allocated to its Strategic Alternatives segment was impaired. Accordingly, the Company performed a goodwill impairment test, which compared the estimated fair value of the Strategic Alternatives reporting unit to its carrying value. The Company utilized the discounted cash flow method under the income approach and the Guideline Public Company Method (“GPCM”) under the market approach, in equal weightings, in determining a fair value for the reporting unit. The results of the impairment test performed at September 30, 2023 indicated that the carrying value of the Strategic Alternatives reporting unit exceeded its estimated fair value by $153.6 million. Consequently, the Company recognized a goodwill impairment charge for this amount. The assumptions used in the discounted cash flow analyses require significant judgment, including judgment about appropriate growth rates and the amount and timing of expected future cash flows. The Company’s forecasted cash flows were based on its current assessment of the markets and on assumed growth rates expected as of the measurement date. The key assumptions used in the cash flows were revenue growth rates, operating expenses, gross margins, and discount rates that appropriately reflect the risks inherent in the cash flow streams. Under the GPCM approach, the significant assumptions include the consideration of stock price and financial metrics from guideline companies. |
Debt, net of unamortized deferr
Debt, net of unamortized deferred financing cost | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt, net of unamortized deferred financing cost | Debt, net of unamortized deferred financing cost The following table summarizes outstanding debt obligations of the Company as of March 31, 2024 and December 31, 2023: As of March 31, 2024 As of December 31, 2023 (Dollars in Thousands) Debt Outstanding Net Carrying Value (1) Fair Value (2) Debt Outstanding Net Carrying Value (1) Fair Value (2) Credit Agreement Term Loans $ 61,492 $ 57,655 $ 61,492 95,000 92,603 95,000 Revolving Credit Facility 126,008 126,008 126,008 93,750 93,750 93,750 Total Debt $ 187,500 $ 183,663 $ 187,500 $ 188,750 $ 186,353 $ 188,750 (1) Represents debt outstanding net of unamortized debt issuance costs. (2 ) The fair value of the Term Loans and Revolving Credit Facility approximates carrying value as of March 31, 2024 and December 31, 2023. The fair value is categorized as Level 3 under ASC 820. Credit Agreement On January 3, 2023, the Company entered into a credit agreement (the “Credit Agreement”) with BMO Harris Bank N.A., as administrative agent, for a senior secured credit facility (the “BMO Credit Facility”) in an aggregate principal amount of $250.0 million, consisting of term loan commitments for an aggregate principal amount of $100.0 million (the “Term Loans”) and a revolving credit facility with commitments for an aggregate commitment amount of $150.0 million (the “Revolving Credit Facility”), with an accordion option to increase the revolving commitments an additional $75.0 million to $225.0 million total. Upon the Closing, the Company had initially acquired legacy debt obligations from its subsidiaries in the amount of $124.4 million. Subsequently, after the Closing, the Company obtained additional financing through the BMO Credit Facility from which proceeds from borrowings were used to repay outstanding debt obligations acquired through the transaction, and also for working capital and general corporate purposes, including, without limitation, permitted acquisitions. The Term Loans and Revolving Credit Facility bear interest at a rate per annum equal to, at the Company’s option, either (i) SOFR plus a margin based on the Company’s Total Leverage Ratio (as defined in the Credit Agreement) or (ii) the Base Rate (as defined in the Credit Agreement) plus a margin based on the Company’s Total Leverage Ratio. The margin ranges between 1.0% and 2.0% for base rate loans and between 2.0% and 3.0% for SOFR loans. The Company will pay a commitment fee based on the average daily unused portion of the commitments under the Revolving Credit Facility, a letter of credit fee equal to the margin then in effect with respect to the SOFR loans under the Revolving Credit Facility, a fronting fee and any customary documentary and processing charges for any letter of credit issued under the Credit Agreement. The Term Loan is subject to quarterly amortization payments and will mature on January 3, 2028. The Revolving Credit Facility will terminate on January 3, 2028. As of March 31, 2024, unfunded commitments on the Revolving Credit Facility amounted to $14.0 million, and the weighted-average interest rate on the outstanding borrowings of this facility was 9.5%. As of December 31, 2023, unfunded commitments on the Revolving Credit Facility amounted to $16.3 million, and the weighted-average interest rate on the outstanding borrowings of this facility was 9.0%. As security for the Term Loans and Revolving Credit Facility, the borrower and the guarantors thereunder have pledged substantially all of their assets, subject to agreed-upon exclusions. The guarantor group consists of the Company’s U.S. and non-U.S. subsidiaries, subject to an agreed-upon materiality threshold. As of March 31, 2024 and December 31, 2023, total outstanding debt, net of unamortized deferred financing costs amounted to $183.7 million and $186.4 million, respectively. First Amendment to Credit Agreement On March 31, 2023 the Company executed the First Amendment to the Credit Agreement (the “First Amendment”). The First Amendment permits the Company to extend the time period for certain payments to be made that would have otherwise been restricted by the Credit Agreement. Second Amendment to Credit Agreement On November 10, 2023, the Company entered into the Second Amendment to the Credit Agreement (“the Second Amendment”). The Second Amendment, among other things, temporarily amends, from the date of the amendment until effectively April 1, 2024, the following provisions of the Credit Agreement: • The aggregate commitment amount under the Revolving Credit Facility is reduced from $150.0 million to $110.0 million; • The financial covenants in the Credit Agreement are adjusted to allow for a higher Total Leverage Ratio and Modified Leverage Ratio as well as a lower Interest Coverage Ratio; • During the amendment period, cash proceeds from the issuance of any debt, (other than certain debt permitted under the Credit Agreement) and any equity securities issued by the Company are required to be used to repay amounts outstanding under the facility, first under the Term Loans until such Term Loans are repaid in full and then under the Revolving Credit Facility, until the Revolving Credit Facility is reduced to $50.0 million in the aggregate; and • Beginning after the end of the amendment period, certain clauses in the Credit Agreement that pertain to restricted payments are amended. Third Amendment to Credit Agreement On February 22, 2024, the Company entered into a Third Amendment to the Credit Agreement (the “Third Amendment”). The Third Amendment amends and restates the Credit Agreement in its entirety to, among other things: • provide for and permit that the investments in the Company being made by Allianz Strategic Investments S.à.r.l. (“Allianz”) and Constellation are not required to reduce amounts outstanding under the facility; • amend the financial covenants applicable to the Company, including permanently removing the Modified Leverage Ratio, and a waiver of the Leverage Ratio and Interest Coverage Ratio for the quarters ending March 31, 2024, and June 30, 2024. For these periods, covenants will include a Minimum EBITDA and Minimum Liquidity level. In addition, starting in the quarter ending September 30, 2024 and subsequent periods, certain cash balances will permitted to be netted against debt outstanding when calculating the Company’s Leverage Ratio; • amend the pricing grid setting forth the Applicable Margin to, among other things, increase the Applicable Margin by 0.50% while the leverage ratio and interest coverage ratio are temporarily waived, and provide for additional pricing levels based on the Company’s Total Leverage Ratio after the waiver period; • limit the Company’s use of proceeds relating to the Revolving Credit Facility solely to general working capital; and • provide for the sale of certain assets of the Company, the proceeds of which will be required to pay down the term loan and may reduce the $40,000,000 revolving facility commitment block in place while the leverage ratio and interest coverage ratio are temporarily waived. As required by accounting standards, the Company has performed an assessment based on its current operations and capital structure of its ability to generate sufficient cash flows to meet its financial obligations for one year subsequent to the financial statement issuance date, based on conditions known and reasonably knowable as of the financial statement issuance date. Management has performed this required assessment as of May 10, 2024, and believes there are sufficient funds available to support its ongoing business operations and continue as a going concern for at least the next 12 months. Management’s assessment is subject to known and unknown risks, uncertainties, assumptions, and changes in circumstances, many of which are beyond our control including the impact of the macroeconomic environment, and that are difficult to predict as to timing, extent, likelihood, and degree of occurrence, and that could cause actual results to differ from estimates and forecasts, potentially materially. Based upon the results of Management’s assessment, these interim unaudited condensed consolidated financial statements have been prepared on a going concern basis. The interim unaudited condensed consolidated financial statements do not include any adjustments that could result from the outcome of the aforementioned risks and uncertainties. Contractual maturities of the Term Loans as of March 31, 2024, are set out in the table below: (Dollars in Thousands) Aggregate Maturities Rest of 2024 $ 3,750 2025 $ 7,500 2026 $ 10,000 2027 $ 10,000 2028 $ 30,242 Total $ 61,492 Debt is prepayable without penalty prior to maturity. Borrowings under the Revolving Credit Facility are due and payable on the termination date or an earlier date at the Company’s discretion. Constellation Transaction In connection with the Constellation Transaction, the Company evaluated the Constellation Warrants in accordance with ASC 815-40 and concluded that a provision in the warrant agreement related to a Change of Control adjustment which would preclude equity classification as the Constellation Warrants would no longer be a fixed-for-fixed option. The Constellation Warrants meet the definition of a derivative and are recorded as derivative liabilities on the balance sheet and measured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement. |
Retirement Plans
Retirement Plans | 3 Months Ended |
Mar. 31, 2024 | |
Postemployment Benefits [Abstract] | |
Retirement Plans | Retirement Plans The Company sponsors a defined–contribution 401(k) plan (Dollars in Thousands) For the Three Months Ended March 31, 2024 March 31, 2023 Plan Contributions $ 1,015 $ 814 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Related party transactions include the below: (Dollars in Thousands) Related Party Receivables Consolidated Balance Sheet Line Item As of March 31, As of December 31, Due from Certain TWMH Members, TIG GP Members and TIG MGMT Members Other assets $ 594 $ 712 Due from Equity Method Investees Other assets $ 7,784 $ 5,948 Due from Alvarium related fee arrangements Fees receivable, net $ 326 $ 247 Due from TIG related fee arrangements Fees receivable, net $ 873 $ 15,822 Related Party Payables Due to Certain TWMH Members, TIG GP Members and TIG MGMT Members Other Liabilities $ (517) $ — Due to Certain Non-Controlling Interest Holders in Connection with the Tax Receivable Agreements TRA liability $ (24,933) $ (17,607) Delayed share purchase agreement Delayed share purchase agreement $ — $ (1,818) Delayed share purchase agreement Accrued compensation and profit sharing $ — $ (282) Due to Certain TWMH Members, TIG GP Members, TIG MGMT Members and Alvarium Shareholders in connection with the Business Combination Earn-out Earn-out liability, at fair value $ (22,859) $ (62,380) AWMS earn-out liability Earn-out liability, at fair value $ (1,061) $ (1,064) AWMS deferred cash contribution Other liabilities $ (6,752) $ (7,135) Due to Equity Method Investees Other liabilities $ (1,406) $ (1,277) Shareholders' Equity Delayed share purchase agreement Additional paid-in capital $ 40 $ (1,178) Due from TWMH Members Certain TWMH Members were offered promissory notes to pay their estimated federal, state and local withholding taxes owed by such members, which constitute loans to members. Promissory notes totaling $1.5 million were issued by the Company in 2020, 2021 and 2022, and bear interest at an annual rate of three and one quarter percent (3.25%). Of these, certain promissory notes totaling $1.1 million included a forgiveness of debt provision. If at each of the first five one-year anniversaries of February 15, 2023, the members’ employment relationship has not been terminated for any reason, an amount equal to twenty percent (20%) of the principal and accrued interest, shall be forgiven. Upon termination of employment, any outstanding amount of loan not forgiven becomes due within 30 days. The additional notes totaling $0.4 million were paid back in full to the Company as of December 31, 2022. For the three months ended March 31, 2024 and March 31, 2023, the Company recognized $58 thousand and $66 thousand, respectively, of forgiveness of principal debt and accrued interest within Compensation and employee benefits expense on the Consolidated Statement of Operations. The promissory notes are full legal recourse and have applicable default provisions, which allow the Company to enforce collection against all assets of the note holder, including Class B Units which have been pledged as collateral. These loans are presented in Other assets on the Condensed Consolidated Statement of Financial Condition. As of March 31, 2024 and December 31, 2023, the balance of loans to members were $0.6 million and $0.7 million, respectively. Delayed Share Purchase Agreement On July 28, 2023, the Company amended the delayed shared purchase agreement for the shares of Tiedemann International Holdings, AG, which are owned by an executive and shareholder of the Company. The amendment adjusted the purchase price from $2.2 million in cash to $2.1 million in cash and $1.2 million in the Company’s Class A Common Stock. The cash purchase price has been recognized in the Condensed Consolidated Statement of Financial Condition as Delayed share purchase agreement and Accrued compensation and profit sharing. On March 25, 2024, the TIH SPA was fully paid. As of December 31, 2023, the delayed share purchase agreement liability was reported as $1.8 million and the portion of the Delayed share purchase agreement reported in Accrued compensation and profit sharing was $0.3 million. The stock purchase price was recognized in the Consolidated Statement of Financial Condition as additional paid-in capital. As of December 31, 2023, the portion of the delayed share purchase agreement reported in Additional paid-in capital was $1.2 million. For the three months ended March 31, 2024 the Company recognized $40.0 thousand of stock and cash compensation associated with the delayed share purchase agreement within Compensation and employee benefits expense on the Condensed Consolidated Statement of Operations. Equity Method Investees The Company’s transactions with Equity Method Investees include receivables related to loans, fees, and expenses, which are presented in Other assets on the Condensed Consolidated Statement of Financial Condition, and payables related to loans, fees and expenses, which are presented in Accounts payable and accrued expenses and Other Liabilities on the Condensed Consolidated Statement of Financial Condition. For the three months ended March 31, 2024, the Company recognized $0.2 million in Management/advisory fees, $(1.0) million in Other income/fees and $6 thousand in Interest and dividend income (expense) from equity method investees on the Condensed Consolidated Statement of Operations. For the three months ended March 31, 2023, the Company recognized $0.8 million in Management/advisory fees, $0.8 million in Compensation and employee benefits, $0.1 million in Other income/fees and $22 thousand in Interest and dividend income (expense) from equity method investees on the Condensed Consolidated Statement of Operations. Tax Receivable Agreements On the Closing Date, the Company entered into the Tax Receivable Agreement. The TRA generally provides for certain payments and makes certain arrangements with respect to certain tax benefits to be derived by the Company and its subsidiaries as the result of the Business Combination and future exchanges by such TWMH Members, TIG GP Members and TIG MGMT Members of their Paired Interests for Class A Common Stock in accordance with the Umbrella LLC Agreement and the making of payments under the TRA. Pursuant to the terms of the TRA, the Company generally will pay an amount equal to 85% of the net tax benefit that it receives from such exchanges to the TWMH Members, the TIG GP Members and the TIG MGMT Members. The costs and expenses of administering the TRA will be borne 15% by the Company and 85% by the TWMH Members, the TIG GP Members and the TIG MGMT Members, or in certain instances, all or a portion of such 85% amount may be borne by Umbrella. The TRA is recognized on the Consolidated Statement of Financial Condition as the TRA Liability. The value of the TRA Liability as of March 31, 2024 and December 31, 2023 was $24.9 million and $17.6 million, respectively. As of March 31, 2024 and December 31, 2023, the Company carried $7.3 million and $13.2 million, respectively, of its TRA Liability at fair value, as it is contingent consideration from the Business Combination. The remaining portion related to the TRA exchange of $17.6 million and $4.4 million as of March 31, 2024 and December 31, 2023, respectively, is recorded at its carrying value. For the three months ended March 31, 2024 and March 31, 2023, the Company recognized a loss of $5.9 million and $0.1 million, respectively, which is recorded in Gain (loss) on TRA in the Condensed Consolidated Statement of Operations. On August 31, 2023, holders of Class B Common Stock exchanged a portion of such Class B Units with the Company, in exchange for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to $7.31 multiplied by the total number of shares of Class B Common Stock exchanged at the time of the transaction. On March 11, 2024, holders of Class B Common Stock exchanged a portion of such Class B Units with the Company, in exchange for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to $6.61 multiplied by the total number of shares of Class B Common Stock exchanged at the time of the transaction. For the three months ended March 31, 2024, the Company made tax payments on behalf of and cash distributions to Class B Units holders related to the TRA of $40 thousand. Business Combination Earn-out Liability Under the terms of the Business Combination, upon closing, the selling shareholders of TWMH, TIG, and Alvarium became entitled to receive earn-out shares contingent on various share price milestones and in the event of a change in control. The earn-out shares are precluded from being considered indexed to the Company's own stock and are recognized as a liability at fair value with changes in fair value recognized in earnings. As of March 31, 2024 and December 31, 2023, the fair value of the Business Combination Earn-out Liability was $22.9 million and $62.4 million, and is reported in Earn-out liability, at fair value, in the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position, respectively. For the three months ended March 31, 2024 and March 31, 2023, the Company recognized the change in fair value of $(39.5) million and $(29.2) million, respectively, which is recorded in Gain (loss) on earnout liability in the Condensed Consolidated Statement of Operations and in Fair value of earn-out liability in the Condensed Consolidated Statement of Cash Flows in the period of change. AWMS Earn-out Liability On August 2, 2023, the Company acquired the remaining 70% of the issued and outstanding ownership and membership interests of AWMS, increasing its interest from 30% to 100%. The AWMS Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $16.8 million. The total purchase consideration transferred consists of cash consideration, equity consideration, deferred cash consideration, earn-out consideration, (or AWMS earn-out liability), and the payment of assumed liabilities. As of March 31, 2024 and December 31, 2023, the AWMS earn-out liability of $1.1 million and $1.1 million is reported in Earn-out liability, at fair value, in the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position, respectively. Since the AWMS earn-out liability meets the definition of a derivative, it is recorded at fair value as a derivative liability on the Condensed Consolidated Statement of Financial Position and measured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement. For the three months ended March 31, 2024, the Company recognized the change in fair value of $(3.0) thousand, which is recorded in Gain (loss) on earn-out liability in the Condensed Consolidated Statement of Operations and in Fair value of earn-out liability in the Condensed Consolidated Statement of Cash Flows in the period of change. Fees Receivable, net The Company recognizes fees at the time of transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Fees recognized are calculated based on contractual terms, including the transaction price, whether a distinct performance obligation has been satisfied and control is transferred to the customer, and when collection of the revenue is assessed as probable. Such fees are recognized in the Consolidated Statement of |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company operates within two business segments: Strategic Alternatives and Wealth Management. See Note 1 (Description of the Business). Segment information is utilized by the Company’s chief operating decision maker, which is our Chief Executive Officer, to assess performance and to allocate resources. The Company’s business segment information was prepared using the following methodologies and generally represents the information that is relied upon by management in its decision-making process. • Revenues and expenses directly associated with each business segment are included in determining net income/ (loss) by segment. • Indirect expenses (such as general and administrative expenses including executive and indirect overhead costs) not directly associated with specific business segments are allocated to the business segments’ statement of operations. Accordingly, the Company presents segment information consistent with internal management reporting. See Note 1 (Description of the Business) and the table below for more detail on unallocated items. The following table presents the financial information for the Company’s segments for the periods indicated. For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Net Income by Segment Strategic Alternatives Wealth Total Strategic Alternatives Wealth Total Revenue: $ Management/advisory fees $ 9,578 $ 36,646 $ 46,224 $ 14,976 $ 31,494 $ 46,470 Incentive fees 164 (1) 163 577 — 577 Distributions from investments 4,170 — 4,170 10,030 — 10,030 Other income/fees 69 186 255 932 38 970 Total income $ 13,981 $ 36,831 $ 50,812 $ 26,515 $ 31,532 $ 58,047 Operating Expenses: Compensation and employee benefits 12,703 26,854 39,557 27,262 35,910 63,172 Systems, technology, and telephone 1,278 3,036 4,314 1,193 2,635 3,828 Sales, distribution, and marketing 369 396 765 250 276 526 Occupancy costs 1,135 2,342 3,477 1,205 1,975 3,180 Professional fees 4,851 6,519 11,370 12,257 10,627 22,884 Travel and entertainment 581 830 1,411 990 956 1,946 Depreciation and amortization 352 2,215 2,567 2,739 1,778 4,517 General, administrative, and other 1,167 852 2,019 454 978 1,432 Total operating expenses $ 22,436 $ 43,044 $ 65,480 $ 46,350 $ 55,135 $ 101,485 Operating income (loss) (8,455) (6,213) (14,668) (19,835) (23,603) (43,438) Other income (expenses): Gain (loss) on investments (4,154) 493 (3,661) 4,081 (1,013) 3,068 Gain (loss) on derivative — — — — — — Gain (loss) on warrant liability (170) (170) (340) (6,471) (6,471) (12,942) Gain (loss) on earn-out liability 19,760 19,694 39,454 (14,603) (14,603) (29,206) Gain (loss) on TRA 2,967 2,966 5,933 41 40 81 Interest expense (2,378) (2,462) (4,840) (1,753) (1,508) (3,261) Interest income 123 137 260 — — — Other income 28 (58) (30) — 58 58 Income (loss) before taxes 7,721 14,387 22,108 (38,540) (47,100) (85,640) Income tax (expenses) benefit (328) (35) (363) (2,325) (2,325) (4,650) Net income (loss) $ 7,393 $ 14,352 $ 21,745 $ (40,865) $ (49,425) $ (90,290) (Dollars in Thousands) Assets by segment As of March 31, 2024 As of December 31, 2023 Strategic Alternatives $ 645,497 $ 676,196 Wealth Management $ 654,441 $ 590,371 Total Assets $ 1,299,938 $ 1,266,567 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The table below presents the Company’s treatment for basic and diluted earnings (loss) per share for instruments outstanding of the Company. Potentially dilutive instruments are only considered in the calculation to the extent they would be dilutive. For the Three Months Ended March 31, 2024 March 31, 2023 Basic Diluted Basic Diluted Class A Shares Included Included Included Included Class B Shares (1) Excluded If-converted method Excluded If-converted method Series C Preferred Shares (2) Two-class method More dilutive of two-class method or if-converted method — — Warrants (3) Excluded Treasury stock method Excluded Treasury stock method Earn-Out Shares Excluded Excluded Excluded Excluded Vested RSUs None outstanding None outstanding None outstanding None outstanding Unvested RSUs Excluded Treasury stock method Excluded Treasury stock method Holbein Earn-In Shares (4) Excluded Treasury stock method Excluded Treasury stock method (1) The if-converted method for these instruments includes adding back to the numerator any related income or loss allocations to noncontrolling interest, as well as any incremental tax expense had the instruments converted into Class A Shares as of the beginning of the period. (2) During the three months ended March 31, 2024, the Company issued Series C Preferred Shares and Warrants for Class A Shares. The Series C Preferred Shares are entitled to participate in dividends declared on common stock on an as-converted basis. This participation right requires application of the two-class method to calculate basic earnings per share. The two-class method requires income available to common stockholders for the period to be allocated between all participating instruments based upon their respective rights to receive dividends as if all income for the period had been distributed. Basic earnings per share is calculated using the proportion of net income available to be distributed to the common shareholders. Dilutive earnings per share is calculated using the more dilutive of the two-class method or the if-converted method. (3) As mentioned in note 2, during the three months ended March 31, 2024, the Company issued Series C Preferred Shares and Warrants for Class A Shares. The Warrants do not participate in dividends declared on common stock and are excluded from the calculation of basic earnings per share. Since the Warrants are classified as liabilities and remeasured at fair value each period, application of the treasury stock method for calculation of diluted earnings per share includes reversing the income statement effect of the fair value remeasurement for the period. (4) During the third quarter of 2023, the Company modified the Holbein Earn-In shares arrangement such that the settlement of the Earn-In shares would be in shares at each service period. As of March 31, 2024, the service periods related to the Holbein Earn-In shares had not been completed, and therefore such shares have not been included in the calculation of basic earnings (loss) per share for the three months ended March 31, 2024 and March 31, 2023. However, in calculating the Company’s diluted earnings (loss) per share, the Company utilized the treasury stock method to determine the potential number of dilutive shares for the three months ended March 31, 2024 and March 31, 2023. For the three months ended March 31, 2024 and March 31, 2023, the Holbein Earn-In shares were excluded from the Company’s diluted earnings per share calculation as the Earn-In shares were classified as contingently issuable common shares. The key terms of the Holbein Earn-Ins are discussed in Note 5 (Equity-Based Compensation). Basic earnings per share is computed by dividing income attributable to controlling interest by the weighted average number of shares of Class A Common Stock outstanding during the period. Diluted earnings per common share excludes potentially dilutive instruments which were outstanding during the period but were anti-dilutive. The following table shows the computation of basic and diluted earnings per share: For the Three Months Ended (Dollars in Thousands, except share data) March 31, 2024 March 31, 2023 Net income (loss) attributable to controlling interest - basic $ 25,228 $ (68,740) Net income (loss) available to the Company - diluted $ 21,745 $ (68,740) Weighted-average shares of Class A Common Stock outstanding - basic 66,718,427 57,546,811 Weighted-average shares of Class A Common Stock outstanding - diluted 120,561,316 57,546,811 Income (loss) per Class A Common Stock - basic $ 0.38 $ (1.19) Income (loss) per Class A Common Stock - diluted $ 0.18 $ (1.19) The following potentially dilutive instruments were excluded from the calculation of diluted net loss per share because their effect would have been antidilutive: For the Three Months Ended March 31, 2024 March 31, 2023 Class B Common Stock and Class B Units — 55,032,961 Warrants 1,533,333 20,399,877 Earn-outs 10,396,318 10,396,318 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Tax Receivable Agreement Pursuant to the TRA, the Company will pay certain parties to the Business Combination 85% of certain tax benefits, if any, that it realizes (or in certain cases is deemed to realize) as a result of any increase in tax basis of the assets of Alvarium Tiedemann related to the Business Combination. Amounts payable under the TRA are contingent upon (i) the generation of taxable income over the life of the TRA, (ii) the tax rates in effect as of time periods in which tax benefits are used, and (iii) certain terms governing the rate of interest to be applied to payments under the TRA. As of March 31, 2024 and December 31, 2023, the liability associated with the TRA was approximately $24.9 million and $17.6 million, respectively. Payments under the TRA that are on account of liabilities arising in connection with the Business Combination will be revalued at the end of each reporting period with the gain or loss recognized in earnings. As of March 31, 2024 and December 31, 2023, the Company carried $7.3 million and $13.2 million, respectively, of its TRA liability at fair value, as it is contingent consideration from the Business Combination. The remaining portion of the TRA liability is carried at a value equal to the expected future payments under the TRA. In connection with the TRA, certain parties to the Business Combination who received Class B Units in Umbrella have the ability to exchange Class B Units in Umbrella For shares of Class A Common Stock in the Company on a 1:1 exchange basis. These future exchanges are anticipated to be treated as taxable exchanges which may provide an increase in the tax basis of the assets of the Company and therefore provide for additional payments under the TRA. TRA liabilities that are generated on account of future exchanges will be recorded under ASC 450, Contingencies . On August 31, 2023, holders of Class B Units exchanged 1,813,248 Class B Paired Interests to the Company, in exchange for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to $7.31 multiplied by the total number of shares of Class A Common Stock received at the time of the transaction. On March 11, 2024, holders of Class B Common Stock exchanged 4,954,518 Class B Paired Interests with the Company, in exchange for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to $6.61 multiplied by the total number of shares of Class B Common Stock exchanged at the time of the transaction. Payments under the TRA will continue until all such tax benefits have been utilized or expired unless (i) the Company exercises its right to terminate the TRA and pays recipients an amount representing the present value of the remaining payments, (ii) there is a change of control or (iii) the Company breaches any of the material obligations of the TRA, in which case all obligations will generally be accelerated and due as if the Company had exercised its right to terminate the TRA. In each case, if payments are accelerated, such payments will be based on certain assumptions, including that the Company will have sufficient taxable income to fully utilize the deductions arising from the increased tax deductions. The estimate of the timing and amount of future payments under the TRA involves several assumptions that do not account for the significant uncertainties associated with those potential payments, including an assumption that the Company will have sufficient taxable income in the relevant tax years to utilize the tax benefits that would give rise to an obligation to make payments. As of March 31, 2024, assuming no material changes in the relevant tax laws and that the Company generates sufficient taxable income to realize the full tax benefit of the increased amortization resulting from the increase in tax basis of certain of AlTi’s assets, we expect to pay approximately $24.9 million under the TRA. Future changes in the fair value of the TRA liability will be recognized in earnings. Any future cash savings and related payments under the TRA due to subsequent exchanges of Class B Units for shares of Class A Common Stock would be accounted for separately from the amount related to the Business Combination. Business Combination Earn-out Under the terms of the Business Combination, upon Closing, the Sponsor and the selling shareholders of TWMH, TIG, and Alvarium became entitled to receive earn-out shares contingent on various share price milestones. Additionally, upon a change of control of the Company, the share price milestones will be deemed to have been met and all the Business Combination Earn-out Securities will be payable to the earn-out holders. The earn-out shares are precluded from being considered indexed to the Company’s own stock and are recognized as a liability at fair value with changes in fair value recognized in earnings. As of March 31, 2024 and December 31, 2023, the fair value of the earn-out shares was $22.9 million and $62.4 million, respectively. See Note 2 (Summary of Significant Accounting Policies) for additional detail. AWMS Earn-out Liability On August 2, 2023, the Company acquired the remaining 70% of the issued and outstanding ownership and membership interests of AWMS, increasing its interest from 30% to 100%. The AWMS Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $16.8 million. The total purchase consideration transferred consists of cash consideration, equity consideration, deferred cash consideration, earn-out consideration, (or AWMS earn-out liability), and the payment of assumed liabilities. As of March 31, 2024 and December 31, 2023, the AWMS earn-out liability of $1.1 million and $1.1 million, respectively, is reported in Earn-out liability, at fair value, in the Condensed Consolidated Statement of Financial Position. Since the AWMS earn-out liability meets the definition of a derivative, it is recorded at fair value as a derivative liability on the Condensed Consolidated Statement of Financial Position and measured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value to be recognized in Gain (loss) on earn-out liability in the Condensed Consolidated Statement of Operations and in Fair value of earn-out liability in the Condensed Consolidated Statement of Cash Flows in the period of change. Litigation From time to time, we may be named as a defendant in legal or regulatory actions. Although there can be no assurance of the outcome of such matters, management’s current assessment is that no loss contingency reserve is required to be recorded as of March 31, 2024 for any potential liability related to any current legal or regulatory proceeding or claim that would individually or in the aggregate materially affect our results of operations, financial condition, or cash flows. Home REIT is a real estate investment trust company listed on the London Stock Exchange. AFM UK was its alternative investment fund manager (“AIFM”) until August 21, 2023 and AHRA was its investment adviser until June 30, 2023. AFM UK is a wholly owned subsidiary of the Company. AHRA was owned by ARE (another wholly owned subsidiary of the Company) up until December 30, 2022, when it was sold. AlTi was formed on January 3, 2023, through a business combination transaction that included certain legacy Alvarium companies, including AFM UK. While the sale of AHRA occurred prior to the Business Combination, under GAAP, its results were required to be consolidated in our financial statements until June 30, 2023, when it was deconsolidated. For UK regulatory purposes, up until June 30, 2023, AHRA was permitted to perform certain limited regulated activities as an “appointed representative” of its regulated principal firm, ARE (which is authorized and regulated by the UK FCA). Since November 2022, Home REIT and AHRA have been the subject of a series of allegations in the UK media regarding Home REIT’s operations, triggered by a report issued by a short seller. Home REIT’s stock price fell materially as a result and its shares are currently suspended from trading. On October 6, 2023, a pre-action letter of claim was received by AFM UK and ARE asserting potential claims against those entities relating to the above matters (a pre-action letter of claim is required to be sent by a claimant to a potential defendant under the Practice Direction on Pre-Action Protocols and Conduct contained in the United Kingdom’s Ministry of Justice Civil Procedure Rules prior to a claimant commencing litigation in the UK). This relates to the historic management of Home REIT by certain legacy Alvarium entities. The pre-action letter was sent by a law firm acting on behalf of a group of current and former shareholders in Home REIT and, in addition to AFM UK and ARE, was addressed to Home REIT and its directors. The pre-action letter does not provide details of amounts being claimed from any of the potential defendants (whether jointly or severally), and it is not possible at this point in time for us to reliably assess what the quantum of such claims might be, or AFM UK’s and ARE’s potential exposure, though they may potentially be material to the Company. If any litigation or other action is commenced by current and/or former shareholders of Home REIT against AFM UK and/or ARE, we intend to defend ourselves in any such matters vigorously. However, if any claims were commenced, we would anticipate that such claims may involve complex questions of law and fact and we may incur significant legal expenses in defending such litigation. On April 12, 2024, pre-action letters of claim were received by AFM UK and ARE from solicitors acting for Home REIT and its directors. This relates to the historic management of Home REIT by certain legacy Alvarium entities. In the letters, Home REIT and its directors state their intention to bring claims against those entities: (i) for a 100% contribution to any losses incurred by Home REIT or its directors if current or former shareholders in Home REIT issue claims against them as outlined in the preceding paragraph; and (ii) on a standalone basis, for losses they assert have been incurred by Home REIT as a result of: alleged breaches of contractual, tortious and fiduciary duties, unlawful means conspiracy and deceit by AFM UK and/or AHRA, and, in the case of ARE, they assert that ARE is liable to Home REIT for any actions or omissions of AHRA under the UK’s appointed representative regime. The pre-action letters do not provide details of the overall amounts being claimed from either AFM UK or ARE (whether jointly or severally), and it is not possible at this point in time for us to reliably assess what the quantum of such claims might be, or AFM UK’s and ARE’s potential exposure, though they may potentially be material to the Company. If any litigation or other action is commenced by Home REIT and/or its directors against AFM UK and/or ARE, we intend to defend ourselves in any such matters vigorously. However, if any claims were commenced, we would anticipate that such claims may involve complex questions of law and fact and we may incur significant legal expenses in defending such litigation. HLIF is a private fund which pursues a similar investment strategy to Home REIT, and which we are in the process of transitioning to a new manager. In the period from June 30, 2022 to December 31, 2023, the estimated value of its underlying real estate investment portfolio declined by approximately 50%, due to a decrease in the timely collection of rents on the underlying portfolio, but also due to higher interest rates and other macro-economic factors. HLIF is managed by AFM UK as its AIFM and ‘authorized corporate director’ and is advised by SHIA. Like AHRA, SHIA was permitted to perform certain limited regulated activities as an “appointed representative” of its regulated principal firm, ARE. In February 2024, the UK FCA commenced investigations into the historic performance of certain group entities, in their services to Home REIT and/or HLIF, and whether they breached certain civil or criminal regulatory rules and/or principles. The investigations relate to the historic management of Home REIT and/or HLIF by certain legacy Alvarium entities. The investigations are focused primarily on whether any false or misleading statements were made in relation to Home REIT and/or HLIF and/or whether these group entities breached other FCA rules and/or principles. We no longer provide services to Home REIT and are in the process of transitioning the management of HLIF. Once this is completed, the legacy Alvarium companies that provided these services will cease operating. The commencement of the investigations does not mean that the UK FCA has determined that any such breaches have occurred. However, it is possible that the UK FCA may determine that certain breaches have occurred and it may seek to impose financial penalties or other outcomes on one or more group entities, that may potentially be material to the Company. We intend to cooperate fully with the UK FCA as it conducts the investigations. We are not able to estimate how long it might take for the UK FCA to complete such investigations, but it is possible that the investigations may continue for a prolonged period, potentially over several years. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Equity | Equity Class A Common Stock As of March 31, 2024 and December 31, 2023, there were 71,064,411 and 65,110,875, respectively, shares of Class A Common Stock outstanding. Of those shares, 754,968 are subject to performance targets under the terms of the Business Combination Earn-out as of both March 31, 2024 and December 31, 2023. The holders of the Class A Common Stock represent the controlling interest of the Company. Class B Common Stock Upon the Closing of the Business Combination, the Company issued shares of Class B Common Stock to the holders of Class B Units. The Class B Common Stock has no economic rights but entitles each holder of at least one such share (regardless of the number of shares so held) to a number of votes that is equal to the aggregate number of Class B Units held by such holders on all matters on which shareholders of the Company are entitled to vote generally. As of March 31, 2024 and December 31, 2023, there were 48,265,195 and 53,219,713, respectively, shares of Class B Common Stock outstanding. Series C Preferred Stock |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Management evaluated events and transactions through the date of issuance of these financial statements. Based on management’s evaluation there are no events subsequent to March 31, 2024 that require adjustment to or disclosure in the consolidated financial statements, except as noted below. East End Advisors Acquisition On April 1, 2024, the Company entered into a membership interest purchase agreement to acquire 100% of the interest in East End Advisors, LLC from EEA Holding Company, LLC. The initial purchase price was $76.4 million. EEA Holding Company, LLC is entitled to future payments over the next five years based on future earnings of East End Advisors, LLC. The Company is in the process of assessing its accounting for the transaction. Pointwise Acquisition On May 9, 2024, the Company closed its acquisition of the remaining 50% of the issued share capital of Pointwise Partners Limited (“Pointwise”). The Company previously owned 50% of the shares in Pointwise and equity method accounted for it as a joint venture. An estimated purchase price of $7.0 million was calculated prior to the closing date. 50% of the purchase price will be payable in cash in two installments with the remaining 50% being payable in the Company’s shares. FOS Disposal On November 6, 2023, the Company entered into an agreement to sell FOS, which is part of the Company’s Wealth Management segment, for a total consideration, net of selling costs, of approximately $18.8 million. The total consideration will be paid in two installments the first of which amount to $20.1 million and was received on May 8, 2024 and a second payment, that is estimated to be $0.1 million within 10 days of the agreement of the completion accounts. The Company is expecting to incur costs of $1.4 million in relation to this transaction, of which $0.5 million has been paid to date. Envoi Acquisition On May 8, 2024, the Company entered into a purchase agreement to acquire substantially all the assets of Envoi, LLC (“Envoi”). The initial purchase price will be approximately $25.2 million, and the transaction is expected to close on July 1, 2024. Certain Envoi members are entitled to additional installment amounts over the next four years, calculated in accordance with revenue-based formulas. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ 29,349 | $ (68,740) |
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 accompanying unaudited condensed consolidated financial statements comprise the financial statements of the Company and its subsidiaries. These condensed consolidated financial statements have been prepared under the accrual basis of accounting in accordance with U.S. GAAP and conform to prevailing practices within the financial services industry, as applicable to the Company, and should be read in conjunction with the annual financial statements included in the Annual Report.on Form 10-K filed by the Company on March 22, 2024 (as amended by the Company on Form 10-K/A filed with the SEC on April 5, 2024, the “Annual Report”). The notes are an integral part of the Company’s condensed consolidated financial statements. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s condensed consolidated financial statements have been included and are of a normal and recurring nature. |
Prior Period Immaterial Corrections And Reclassifications | Prior Period Immaterial Corrections Following an analysis of quantitative and qualitative factors in accordance with SEC Staff Accounting Bulletin 99, Materiality , the Company concluded that the errors below were immaterial to the previously issued consolidated financial statements, and thus, no restatement of any of the Company’s previously issued financial statements is necessary. The Company revised the reported balances to correct for the immaterial errors accordingly. During the second quarter reporting period in 2023, the Company identified and corrected an immaterial error concerning the classification of cash outflows associated with distributions due to former TIG members in the Condensed Consolidated Statement of Cash Flows. In the Company’s previously filed Quarterly Report on Form 10-Q for the period ended March 31, 2023, these cash outflows of $7.1 million were categorized under operating activities. In accordance with ASC 230-10, the Company determined that all cash flows related to distributions due to former TIG members should be classified under financing activities in the Condensed Consolidated Statement of Cash Flows. This item had no impact on the reported net change in cash for the three months ended March 31, 2023. The Company has revised its consolidated statements of cash flows for the period ended March 31, 2023 to present the distributions as noted above. Additionally, during the current reporting period, the Company identified and corrected immaterial errors impacting the December 31, 2023 balances previously reported related to Accrued compensation and profit sharing, Goodwill, Accounts payable and accrued expenses and certain other balances reported within Other liabilities. These revisions resulted in an adjustment to the opening retained earnings balance for the current reporting period of $(3.0) million, a $4.2 million increase in Accrued compensation and profit sharing, a $0.3 million decrease in Goodwill, a $0.6 million increase in Other liabilities, and a $0.3 million increase in Accounts payable and accrued expenses. In conjunction with the prior period immaterial error correction, certain reclassifications have been made to prior period amounts between our Non-controlling interest in subsidiaries and Additional paid-in capital which relate to the TRA exchange of our Class B Units for shares of Class A Common Stock. These reclassifications resulted in an adjustment of $13.3 million and are reflected in our Condensed Consolidated Statement of Changes in Mezzanine Equity and Shareholders’ Equity. These prior period reclassifications have no impact on the Company’s cash flows, net income, or total shareholders’ equity. (c) Reclassifications |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make assumptions and estimates that affect the amounts reported in the condensed consolidated financial statements of the Company. The most critical of these estimates are related to (i) the fair value of the investments included in the Billable Assets within AUM/AUA, as this impacts the amount of revenues the Company recognizes each period; (ii) the fair values of the Company’s investments and liabilities with respect to the TRA, and Earn-out Securities, as changes in these fair values have a direct impact on the Company’s consolidated net income (loss); (iii) the estimate of future taxable income, which impacts the realizability and carrying amount of the Company’s deferred income tax assets; (iv) the qualitative and quantitative assessments of whether impairments of equity method investments, carried interest vehicles, acquired intangible assets, and goodwill exist; and (v) the determination of whether to consolidate a variable interest entity (“VIE”); and (vi) fair value of assets acquired and liabilities assumed in business combinations, including assumptions with respect to future cash inflows and outflows, discount rates, assets’ useful lives, market multiples, the allocation of purchase price consideration in the business combination valuation of acquired assets and liabilities, the estimated useful lives of intangible assets, goodwill impairment testing, assumptions used to calculate equity-based compensation, and the realization of deferred tax assets. Inherent in such estimates are judgements relating to future cash flows, which include the Company’s interpretation of current economic indicators and market valuations, and assumptions about the Company’s strategic plans with regard to its operations. While management believes that the estimates utilized in preparing the condensed consolidated financial statements are reasonable and prudent, actual results could differ materially from those estimates. |
Consolidation | Consolidation The Company consolidates those entities in which it has a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. The Company determines whether an entity should be consolidated by first evaluating whether it holds a variable interest in the entity. Entities that are not VIEs are further evaluated for consolidation under the voting interest model (“VOE” model). An entity is considered to be a VIE if any of the following conditions exist: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (b) the holders of equity investment at risk, as a group, lack either the direct or indirect ability through voting rights or similar rights to make decisions that have a significant effect on the success of the entity or the obligation to absorb the expected losses or right to receive the expected residual returns, or (c) the voting rights of some equity investors are disproportionate to their obligation to absorb losses of the entity, their rights to receive returns from an entity, or both and substantially all of the entity’s activities either involve or are conducted on behalf of an investor with disproportionately few voting rights. Fees that are customary and commensurate with the level of services provided by the Company, and where the Company does not hold other economic interests in the entity that would absorb more than an insignificant amount of the expected losses or returns of the entity, are not considered a variable interest. The Company factors in all economic interests, including proportionate interests through related parties, to determine if fees are considered a variable interest. Where the Company’s interests in funds are primarily management fees and insignificant direct or indirect equity interests through related parties, the Company is not considered to have a variable interest in such entities. The Company consolidates all VIEs for which it is the primary beneficiary. An entity is determined to be the primary beneficiary if it holds a controlling financial interest, which is defined as having (a) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE. The Company does not consolidate any of the products it manages as it does not hold any direct or indirect interests in such entities that could expose the Company to an obligation to absorb losses of an entity or the right to receive benefits from an entity that could potentially be significant to such entities. The Company determines whether it is the primary beneficiary of a VIE at the time it becomes involved with a VIE and continuously reconsiders that conclusion. In evaluating whether the Company is the primary beneficiary, the Company evaluates its direct and indirect economic interests in the entity. The consolidation analysis is generally performed qualitatively, however, if the primary beneficiary is not readily determinable, a quantitative analysis may also be performed. This analysis requires judgment, including: (1) determining whether the equity investment at risk is sufficient to permit the entity to finance its activities without additional subordinated financial support, (2) evaluating whether the equity holders, as a group, can make decisions that have a significant effect on the success of the entity, (3) determining whether two or more parties’ equity interests should be aggregated, (4) determining whether the equity investors have proportionate voting rights to their obligations to absorb losses or rights to receive returns from an entity and (5) evaluating the nature of relationships and activities of the parties involved in determining which party within a related-party group is most closely associated with a VIE and therefore would be deemed the primary beneficiary. Under the voting interest model, the Company consolidates those entities it controls through a majority voting interest. The Company will generally not consolidate those voting interest entities where a single investor or simple majority of third-party investors with equity have the ability to exercise substantive kick-out or participation rights. |
Revenue Recognition | Revenue Recognition Revenue is recognized when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. A five-step framework is utilized that requires an entity to: (i) identify the contract(s) with a customer, which includes assessing the collectability of the consideration to which it will be entitled in exchange for the goods or services transferred to the customer, (ii) identify the performance obligation in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligation in the contract, and (v) recognize revenue when the entity satisfies a performance obligation. Management/Advisory Fees Revenues from contracts with customers consist of investment management, trustee, and custody fees. The Company recognizes revenue at the time of transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. Revenue recognized is calculated based on contractual terms, including the transaction price, whether a distinct performance obligation has been satisfied and control is transferred to the customer, and when collection of the revenue is assessed as probable. Investment management, trustee and custody fees are recognized over the period in which the investment management services are performed, using a time-based output method to measure progress. The amount of revenue varies from one reporting period to another as levels of AUA change (from inflows, outflows, and market movements) and the number of days in the reporting period change. For services provided to each client account, the Company charges an investment management fee, inclusive of custody and/or trustee fees, based on the fair value of the AUA of such account representing a single performance obligation. For assets for which valuations are not available on a daily basis, the most recent valuation provided to the Company is used as the fair value for the purpose of calculating the quarterly fee. In certain circumstances, fixed fees are charged to customers on a monthly basis. The nature of the Company’s performance obligation is to provide a series of distinct services in which the customer receives the benefits of the services over time. The Company’s performance obligation is satisfied at the end of each month or quarter, as applicable to the contract with the customer. Fees are charged on a mixture of methodologies that include quarterly in arrears based upon the market value at the end of the quarter, quarterly based on the average daily balance, or monthly. Receivable balances from contracts with customers are included in the fees receivable line in the Condensed Consolidated Statement of Financial Position. Our FOS business is also included in the Management/advisory fees line item. FOS fees are generally structured to reflect an annual agreed upon fee or they can be structured on a project/time-based fee. FOS fees are typically billed quarterly in arrears. We also generate FOS project/time-based fees arising from accounting, administration fees, set up, the Foreign Account Tax Compliance Act (“FATCA”), and other non-investment advisory services. Incentive Fees The Company is entitled to incentive fees if targeted returns have been achieved in accordance with customer contracts. Incentive fees are calculated using a percentage of net profit from the amount the customers earn. Incentive fees are variable consideration that is generally calculated as applicable to the contract with the customer. We recognize our incentive fees when it is no longer probable that a significant reversal of revenue will occur. Our incentive fees are not subject to clawback provisions. Other Fees/Income The Company generates arrangement fees in its co-investment division by arranging private debt or equity financing, generally in connection with an acquisition or an investment. Arrangement fees are typically 50 to 100 basis points of equity value contributed into a transaction, and are payable upon closing of the transaction. Acquisition fees are typically payable where there are no agency fees or where there is an off-market transaction sourced by the team. Such acquisition fees are usually in the range of 50 to 100 basis points of the purchase price of the relevant acquisition. The equity structures are long-term ( five other entity entitled to fees in respect of each of our co-investments receives such fees either monthly, quarterly or annually. |
Distributions from Investments | Distributions from Investments The Company has equity interests in three entities pursuant to which it is entitled to distributions based on the terms of the respective arrangements. Distributions from each investment will be recorded upon receipt of the distribution. These distributions are recurring under investment agreements and are structured as either a profit or revenue share of the investment’s management and incentive fees. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents primarily consist of cash and money market funds. Cash balances maintained by consolidated VIEs are not considered legally restricted and are included in cash and cash equivalents on the Condensed Consolidated Statement of Financial Position. |
Restricted Cash and Cash Equivalents | (i) Restricted Cash and Cash Equivalents Restricted cash and cash equivalents consist of balances that are restricted as to withdrawal or usage. As of March 31, 2024 and December 31, 2023, restricted cash and cash equivalents amounted to $4.2 million and $5.4 million, and are included in the line item Cash and cash equivalents on the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position, respectively. These amounts represent the level of liquidity to be maintained by Company’s certain subsidiaries to meet regulatory requirements. Failing to meet the requirement could lead to censure, fines and ultimately a loss of license. |
Compensation and Employee Benefits | Compensation and Employee Benefits Cash-Based Compensation Compensation and benefits consist of salaries, bonuses, commissions, benefits and payroll taxes. Compensation is accrued over the related service period. Equity-Based Compensation Equity-based compensation awards are reviewed to determine whether such awards are equity-classified or liability-classified. Compensation expense related to equity-classified awards is equal to their grant-date fair value and generally recognized on a straight-line basis over the awards’ requisite service period. When certain settlement features require an award to be liability-classified, compensation expense is recognized over the service period, and such amount is adjusted at each statement of financial position date through the settlement date to the then current fair value of such award. The Company recognizes equity-based award forfeitures in the period they occur as a reversal of previously recognized compensation expense. The reduction in compensation expense is determined based on the specific awards forfeited during that period. Furthermore, the Company recognizes all excess tax benefits and deficiencies as income tax benefit or expense in the Condensed Consolidated Statement of Operations. |
Foreign Currency and Transactions | Foreign Currency and Transactions The Company has multiple functional currencies across various consolidated entities. All functional currencies that are not the U.S. dollar are converted upon consolidation at the reporting date. Monetary assets and liabilities denominated in foreign currency are remeasured into U.S. dollars at the closing rates of exchange on the date of the Condensed Consolidated Statement of Financial Position. Non-monetary assets and liabilities denominated in foreign currencies are remeasured into U.S. dollars using the historical exchange rate. The profit or loss arising from foreign currency transactions is remeasured using the rate in effect on the date of the relevant transaction. Gains and losses on transactions denominated in foreign currencies due to changes in exchange rates are recorded within Foreign currency translation adjustments. Gains and losses on certain financing transactions which the Company intends to repay in the foreseeable future are recorded in net income. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method in accordance with ASC 740. Under this method, deferred tax assets and liabilities are determined based on differences between the condensed consolidated financial statement carrying amounts and tax bases of assets and liabilities and operating loss and tax credit carryforwards and are measured using the enacted tax rates that are expected to be in effect when the differences reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Condensed Consolidated Statement of Operations in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to an amount that, in the opinion of management, is more likely than not to be realized, meaning the likelihood of realization is greater than 50%. The Company accounts for uncertain tax positions by reporting a liability for unrecognizable tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. |
Other Assets, Net and Other Liabilities, Net | Other Assets, Net and Other Liabilities, Net Other assets, net include prepaid expenses, miscellaneous receivables, current income taxes receivable, fixed assets, and software licenses. The Company amortizes assets over their respective useful lives, as applicable. Other liabilities, net include the AlTi Wealth Management (Switzerland) SA, formerly known as Alvarium Investment Managers (Suisse) SA, (“AWMS”) deferred cash consideration (see Note 3 (Business Combinations and Divestitures)), accrued payroll and payroll related taxes, accrued legal fees, and corporate taxes payable, among other miscellaneous payables. |
Investments | Investments Investments in Debt Securities. The Company classifies debt investments as held-to-maturity or trading based on the Company’s intent and ability to hold the debt security to maturity or its intent to sell the security. The Company does not have any held-to-maturity debt investments. Trading securities are those investments that are purchased principally for the purpose of selling them in the near term. Trading securities are carried at fair value on the Condensed Consolidated Statement of Financial Position with changes in fair value recorded in Loss on investments on the Condensed Consolidated Statement of Operations. Investments in Equity Securities . Equity securities are generally carried at fair value on the Condensed Consolidated Statement of Financial Position in accordance with ASC 321, Investments – Equity Securities . Changes in fair value are recorded in Loss on investments on the Condensed Consolidated Statement of Operations. Equity Method . The Company applies the equity method of accounting for equity investments where the Company does not consolidate the investee but can exert significant influence over the financial and operating policies of the investee. The evaluation of whether the Company exerts control or significant influence over the financial and operational policies of its investees is based on the facts and circumstances surrounding each individual investment. The Company’s share of the investee’s underlying net income or loss is recorded as Loss on investments within current period earnings. The Company’s share of net income of the investee is recorded based upon the most current information available at the time, which may precede the date of the Condensed Consolidated Statement of Financial Position. Due to the nature and size of its investees, the Company has adopted a lag in reporting for certain equity method investees for which the Company cannot reliably obtain financial information on a regular basis. Distributions received reduce the Company’s carrying value of the investee and the cost basis if deemed to be a return of capital. For certain investments, the Company may apply the alternative fair value option to the investment at initial measurement. The fair value measurement of investments in which the fair value option is elected will be measured in accordance with ASC 825. For equity method investments and nonmarketable investments, impairment evaluation considers qualitative factors, including the financial conditions and specific events related to an investee, which may indicate the fair value of the investment is less than the carrying value. For held-to-maturity investments, impairment is evaluated using market values, when available, or the expected cash flows of the investment. These losses in value may be considered other than temporary impairment losses. |
Leases | Leases The Company determines if an arrangement is a lease at inception of the arrangement and primarily enters into operating leases, as the lessee, for office space. The Company accounts for its leases in accordance with ASC 842, Leases, and recognizes a lease liability and right-of-use asset in the Condensed Consolidated Statement of Financial Position for contracts that it determines are leases or contain a lease. The Company evaluates leases at their inception to determine if they are to be accounted for as an operating lease or a finance lease. A lease is accounted for as a finance lease if it meets one of the following five criteria: (i) the lease has a purchase option that is reasonably certain of being exercised, (ii) the present value of the future cash flows is substantially all of the fair market value of the underlying asset, (iii) the lease term is for a significant portion of the remaining economic life of the underlying asset, (iv) the title to the underlying asset transfers at the end of the lease term, or (v) if the underlying asset is of such a specialized nature that it is expected to have no alternative uses to the lessor at the end of the term. Leases that do not meet the finance lease criteria are accounted for as an operating lease. At the inception of a finance lease, an asset and finance lease obligation are recorded at an amount equal to the lesser of the present value of the minimum lease payments and the property’s fair market value. Finance lease obligations are classified as either current or long-term based on the due dates of future lease payments, net of interest. The Company’s lease portfolio primarily consists of operating leases for office space in various countries around the world. The Company also has operating leases for office equipment and vehicles, which are not significant. The Company does not separate non-lease components from lease components for its office space and equipment operating leases and instead accounts for each separate lease component and its associated non-lease component as a single lease component. Right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the leases. The Company’s right-of-use assets and lease liabilities are recognized at lease commencement based on the present value of lease payments over the lease term. Lease right-of-use assets include initial direct costs incurred by the Company and are presented net of deferred rent and lease incentives. Absent an implicit interest rate in the lease, the Company uses its incremental borrowing rate, adjusted for the effects of collateralization, based on the information available at commencement in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise those options. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Lease right-of-use assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company does not recognize a lease liability or right-of-use asset on the balance for short-term leases. Instead, the Company recognizes short-term lease payments as an expense on a straight-line basis over the lease term. A short-term lease is defined as a lease that, at the commencement date, has a lease term of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise. When determining whether a lease qualifies as a short-term lease, the Company evaluates the lease term and the purchase option in the same manner as all other leases. |
Intangible Assets Other Than Goodwill, Net | Intangible Assets Other Than Goodwill, Net The Company recognized certain finite-lived intangible assets as a result of the Business Combination. The Company’s finite-lived intangible assets consist of Trade Names, Customer Relationships, Investment Management Agreements, and Backlog. Finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. The Company tests finite-lived intangible assets for impairment if certain events occur or circumstances change indicating that the carrying amount of the intangible asset may not be recoverable. The Company evaluates impairment by comparing the estimated fair value attributable to the intangible asset with its carrying amount. If an impairment exists, the Company adjusts the carrying value to equal the fair value by taking a charge through earnings. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of the tangible and intangible assets acquired and the liabilities assumed. Under ASC 350, Intangibles—Goodwill and Other , goodwill is not amortized, but rather is subject to an annual impairment test. Goodwill represents the excess of consideration over identifiable net assets of an acquired business. Goodwill is allocated at a reporting unit level. The Company has two reporting units, Strategic Alternatives and Wealth Management, and tests goodwill annually for impairment at each reporting unit. If, after assessing qualitative factors, the Company believes that it is more-likely-than-not that the fair value of the reporting unit inclusive of goodwill is less than its carrying amount, the Company will perform a quantitative assessment to determine whether an impairment exists. If an impairment exists, the Company adjusts the carrying value of goodwill so that the carrying value of the reporting unit is equal to its fair value by taking a charge through earnings. The Company also tests goodwill for impairment in other periods if an event occurs or circumstances change such that it is more-likely-than-not to reduce the fair value of the reporting unit below its carrying amount. The Company concluded that the estimated fair value of the Strategic Alternatives and Wealth Management reporting units were greater than their carrying values, and as such, no impairment charges were required for the three months ended March 31, 2024. As of December 31, 2023, the Company recognized goodwill impairment charges of $(153.9) million for the Strategic Alternatives segment and no goodwill impairment charges for the Wealth Management segment. See Note 13 (Goodwill, net). |
Fixed Assets, Net | Fixed Assets, Net Fixed assets are recorded at cost, less accumulated depreciation and amortization, and are included in the “Other assets” line item in the Company’s Condensed Consolidated Statement of Financial Position. Fixed assets are depreciated or amortized on a straight-line basis, with the corresponding depreciation and amortization expense included within general, administrative and other expenses in the Company’s Condensed Consolidated Statement of Operations. The estimated useful life for leasehold improvements is the lesser of the remaining lease term and the life of the asset, while other fixed assets are generally depreciated over a period of two |
Debt Obligations, Net | Debt Obligations, Net |
Tax Receivable Agreement | Tax Receivable Agreement The TRA liability represents amounts payable to certain pre-Business Combination equity holders of the Company. The portion of the TRA liability related to the Business Combination is deemed contingent consideration payable to the previous owners and is carried at fair value, with changes in fair value reported within Gain (loss) on TRA in the Condensed Consolidated Statement of Operations. Future exchanges of Class B Units for shares of Class A Common Stock may increase the TRA liability. Those increases will be carried at a value equal to the expected future payments due under the TRA. On August 31, 2023, holders of shares of Class B Common Stock exchanged 1,813,248 Class B Paired Interests with the Company, in exchange for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to $7.31 multiplied by the total number of shares of Class A Common Stock received at the time of the transaction. On March 11, 2024, holders of Class B Common Stock exchanged 4,954,518 Class B Paired Interests with the Company, in exchange for shares of Class A Common Stock on a 1:1 basis totaling an amount equal to $6.61 multiplied by the total number of shares of Class B Common Stock exchanged at the time of the transaction. For future increases due to exchanges, the Company will record an initial estimate of future payments under the TRA portion as a decrease to additional paid-in capital in the Condensed Consolidated Statement of Financial Position. Subsequent adjustments to the liability for future payments under the TRA related to changes in estimated future tax rates or state income tax apportionment are recognized through current period earnings in the Condensed Consolidated Statement of Operations. |
Warrant Liabilities, Business Combination Earn-out Liability, AWMS Earn-out Liability, and Derivative Financial Instruments | Warrant Liabilities The Company evaluated the Warrants issued in connection with the January 3, 2023 business combination in accordance with ASC 815-40 and concluded that a provision in the warrant agreement related to certain tender or exchange offers precludes the Warrants from being accounted for as components of equity. As the Warrants meet the definition of a derivative, the Warrants are recorded as derivative liabilities on the balance sheet and measured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value recognized in Loss on warrant liability in the Condensed Consolidated Statement of Operations in the period of change. Prior to the Business Combination the Sponsor held private warrants that were contributed to the Company and legally cancelled. The contribution and cancellation of these warrants resulted in derecognition of the private warrants and accounted for in additional paid in capital as of January 1, 2023. The Company subsequently issued new warrants with terms identical to those of the public warrants to the Target Companies’ selling shareholders classified as derivative liabilities. On June 7, 2023, the Company closed an offer and consent solicitation and entered into a warrant amendment, pursuant to which the remaining Warrants were exchanged. In total, the Warrants were exchanged for approximately 4,962,221 shares of Class A Common Stock. See Note 1 (Description of the Business). Following the exchange, none of the Warrants remained outstanding as of December 31, 2023. On March 27, 2024, the Company completed the issuance of Constellation Warrants to purchase 1,533,333 shares of the Company’s Class A Common Stock. The Company evaluated the Constellation Warrants in accordance with ASC 815-40 and determined that a provision in the agreement related to a change of control adjustment would preclude equity classification as the Constellation Warrants would no longer be a fixed-for-fixed option. The Constellation Warrants meet the definition of a derivative and are recorded as a derivative liability on the balance sheet and measured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with any changes in fair value to be recognized in the Consolidated Statement of Operations in the period of change. As of March 31, 2024, none of the Constellation Warrants have been exercised. Business Combination Earn-out Liability The Business Combination Earn-out Securities, comprised of 3.3 million Class A Shares, 7.1 million shares of Class B Common Stock, and 7.1 million Class B Units (one Class B share and one Class B Unit comprising a Paired Interest, as described in Note 3 (Business Combination)), are payable to the Sponsor and the selling shareholders of TWMH, TIG, and Alvarium upon the achievement of certain vesting conditions in accordance with the terms of the Business Combination Agreement. Upon the Company’s Class A Share price meeting a volume-weighted average price threshold of $12.50 for 20 out of 30 trading days within five years of the Closing, fifty percent of the Business Combination Earn-out Securities will vest and be issued in settlement of the Business Combination Earn-out Liability (or, in the case of the Sponsor, which shares have already been issued, will no longer be subject to forfeiture). Upon the Company’s Class A Share price meeting a volume-weighted average price threshold of $15.00 for 20 out of 30 trading days within five years of the Closing, the remaining fifty percent of the Business Combination Earn-out Securities will vest and be issued. If, within five years of the Closing, a change of control event occurs (as defined in the Business Combination Agreement), any Business Combination Earn-out Securities not previously issued will be deemed to have vested and will be issued (or, in the case of the Sponsor, which shares have already been issued, will no longer be subject to forfeiture). The Company evaluated the terms of the Business Combination earn-out agreement in accordance with ASC 815-40 and concluded that the Business Combination Earn-out Securities are precluded from being accounted for as a component of equity. Since the Business Combination earn-out agreement meets the definition of a derivative, the Business Combination Earn-out Securities are recorded in Earn-out liability, at fair value, as a derivative liability on the Condensed Consolidated Statement of Financial Position and measured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement AWMS Earn-out Liability On August 2, 2023, (the “AWMS Acquisition Date”), the Company acquired the remaining 70% of the issued and outstanding ownership and membership interests of AWMS, increasing its interest from 30% to 100% (the “AWMS Acquisition”). The AWMS Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $16.8 million. The total purchase consideration transferred consists of cash consideration, equity consideration, deferred cash consideration, earn-out consideration (“AWMS earn-out liability”), and the payment of assumed liabilities. As of March 31, 2024 and December 31, 2023, the AWMS earn-out liability of $1.1 million and $1.1 million, is reported in Earn-out liability, at fair value, in the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position, respectively. Since the AWMS earn-out liability meets the definition of a derivative, it is recorded at fair value as a derivative liability on the Condensed Consolidated Statement of Financial Position and measured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value to be recognized in Gain (loss) on earn-out liability in the Condensed Consolidated Statement of Operations and in Fair value of earn-out liability in the Condensed Consolidated Statement of Cash Flows in the period of change. See Note 3 (Business Combinations and Divestiture) for further information. Derivative Financial Instruments The Company accounts for derivative financial instruments in accordance with ASC 815, Derivatives and Hedging , which requires the Company to recognize all derivative instruments on the Condensed Consolidated Statement of Financial Position as either assets or liabilities and to measure them at fair value each reporting period unless they qualify for a normal purchases and normal sales exception. Normal purchases and normal sales contracts are those that provide for the purchase or sale of something other than a financial instrument or derivative instrument that will be delivered in quantities expected to be used or sold by a reporting entity over a reasonable period in the normal course of business. In connection with the LXi disposal, the Company determined the contingent consideration meets the definition of a derivative and is recorded as Contingent consideration receivable on the Condensed Consolidated Statement of Financial Position as of March 31, 2024. The Contingent consideration receivable will be remeasured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value recognized in the Condensed Consolidated Statement of Operations in the period of change. |
Non-controlling Interests | Non-controlling Interests Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the Company’s equity. Non-controlling interests consist of the amount of those interests at the date of the original Business Combination and the minority’s share of changes in equity since the date of the Business Combination. The proportions of profit and loss and changes in equity allocated to the owners of the parent and to the non-controlling interests are determined on the basis of existing ownership interests. |
Segment Reporting | Segment Reporting Our business is organized into two operating segments: Wealth Management and Strategic Alternatives. Segment information is utilized by the Company’s chief operating decision maker, which is our Chief Executive Officer, to assess performance and to allocate resources. Described below are the segments and the revenue generated by each, which broadly fall into three categories: recurring management, advisory, or administration fees; performance or incentive fees; and transaction fees. Wealth Management Our Wealth Management services principally consist of investment management and advisory services, trusts and administrative services, and family office services. Our wealth management client base includes HNWIs, families, single family offices, foundations, and endowments globally. Investment management or advisory fees are the primary source of revenue in our Wealth Management segment. These fees are generally calculated based on a percentage of the value of each client’s AUM or AUA (as applicable). As of March 31, 2024 and December 31, 2023, this segment had $53.5 billion and $51.0 billion, respectively, in AUM/AUA. Investment Management and Advisory Services In our investment management and advisory services teams, we diversify our clients’ portfolios across risk factors, geographies, and asset classes including private equity, private debt, hedge funds, real estate, and other assets through highly experienced third-party managers, who may be hard to access. Trusts and Administration Services The trusts and administration services that we provide include entity formation and management, creating or modifying trust instruments and/or administrative practices to meet beneficiary needs, full corporate, trustee-executor, and fiduciary services. We also offer provision of directors and company secretarial services, administering entity ownership of intellectual property rights, advice and administration services in connection with investments in marine and aviation assets, and administering entity ownership of fine art and collectibles. Family Office Services Our family office services are tailored outsourced family office solutions and administrative services which we provide primarily to our larger clients. These services include bookkeeping and back-office services, private foundation management and grantmaking, oversight of trust administration, financial tracking and reporting, cash flow management and bill pay, and other financial services. Strategic Alternatives Our strategic alternatives services include alternatives platform and public and private real estate (including co-investment) businesses. Alternatives Platform Our alternatives platform represents our legacy TIG business which is an alternative asset manager. This platform includes our TIG Arbitrage strategy and funds managed by our External Strategic Managers. Our alternatives platform client base is predominantly comprised of institutional investors. The TIG Arbitrage strategy is our event-driven strategy through which management fees and incentive fees based on performance are received from the underlying funds and accounts. The strategies of our External Strategic Managers include Real Estate Bridge Lending, European Equities and Asian Credit and Special Situations. We receive distributions from our External Strategic Managers through our profit or revenue sharing arrangements that are generated through their management and incentive fees based on performance of the underlying investments. As of March 31, 2024 and December 31, 2023, this platform had $7.5 billion and $7.6 billion, respectively, in AUM/AUA. Real Estate - Public and Private Our real estate business includes co-investment solutions and fund management services. As of March 31, 2024 and December 31, 2023, this business had approximately $10.0 billion and $12.7 billion, respectively, of AUM/AUA. Co-Investment Our real estate co-investment business, oversees deal origination, documentation, and structuring from inception to exit for a variety of strategies including development, income, value-add, and planning. Investors are typically HNWIs, single family offices, and institutional investors. Fees earned related to our real estate co-investment business include private market, incentive fees, management and advisory fees, and placement and brokerage fees. Fund Management |
Interest Income | Interest Income Interest income is earned on the Company’s cash balances, money market accounts, or through its investments in exchange-traded notes. These generally include debt securities held on a short- or medium-term basis when the Company has excess cash. The Company recognizes and records interest income in Interest income in the Condensed Consolidated Statement of Operations. |
Interest Expense | Interest Expense Interest is related to the Company’s debt as well as investments in exchange-traded notes. These generally include debt securities held on a short- or medium-term basis when the Company has excess cash. The Company recognizes and records interest expense in Interest expense in the Condensed Consolidated Statement of Operations. |
Other Income and Expenses | Other Income and Expenses Other than Interest income and Interest expense discussed above, other income and expenses include unrealized gains (losses) on investments, income from equity method investees, and other items. The Company holds investments in common stock, mutual funds, exchange-traded funds, and exchange-traded notes, which represent investments in equity and debt securities. The Company earns realized and unrealized gains and losses which depend on investment performance. Changes in fair value of these investments are recorded in Loss on investments in the Condensed Consolidated Statement of Operations. The Company holds interests in various affiliated limited partnerships and limited liability companies, whose purpose is to achieve capital appreciation through investments in financial instruments and investment vehicles. The Company accounts for investments in which it has significant influence but not a controlling financial interest using the equity method of accounting and may earn income related to its equity in income of equity method investees. The equity method investments are in various fund complexes, including funds focused on infrastructure and utilities, high income yields, and multi-strategy, among others. Changes in fair value of these investments are recorded in Loss on investments in the Condensed Consolidated Statement of Operations. |
Held for Sale Accounting | Held for Sale Accounting In circumstances when the Company is evaluating its components, we may establish plans that require us to evaluate whether a component qualifies for held-for-sale accounting under ASC 360, Property, Plant, and Equipment |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In January 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718) - Scope Application of Profits Interest and Similar Awards. The amendments in this update improve US GAAP by adding an illustrative example that demonstrates how an entity should apply the scope guidance in paragraph 718-10-15-3 to determine whether a profits interest award should be accounted for in accordance with Topic 718. The amendments in paragraph 718-10-15-3 improve its overall clarity and operability without changing the guidance. The amendments are effective for annual periods beginning after December 15, 2024, and interim periods within annual periods beginning after December 15, 2025, with early adoption permitted. The Company does not expect the impact of this guidance to be material to its consolidated financial statements. |
Fair Value Measurement | The Company classifies its fair value measurements using a three-tiered fair value hierarchy. The basis of the tiers is dependent upon the various “inputs” used to determine the fair value of the Company’s assets and liabilities. Fair value is considered the value using the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Observable inputs are those that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s assumptions about the inputs market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The inputs are summarized in the three broad levels listed below: • Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2 – Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. • Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. Level 3 Valuation Techniques In the absence of observable market prices, the Company values financial instruments using valuation methodologies applied on a consistent basis. For some investments little market activity may exist; management’s determination of fair value is then based on the best information available in the circumstances and may incorporate management’s own assumptions and involves a significant degree of judgment, taking into consideration a combination of internal and external factors. Financial instruments for which market prices are not observable include: • Business Combination Earn-Out Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future share prices and the implied earn-out payment discounted using the risk-free rate. • TRA Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future taxable income, share prices, and the implied TRA payments discounted using the liability discount rate which is estimated based on the Company’s credit rating. • AWMS Earn-Out Liability - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future revenue and the implied earn out payment discounted using the liability discount rate which is estimated based on the Company’s credit rating. • Earn-In Consideration Payable - The Company’s valuation approach utilized a Monte Carlo simulation to estimate future revenue and the implied earn in payment discounted using the liability discount rate which was estimated based on the credit rating of TWMH. On July 14, 2023, the Company amended the Holbein purchase agreement related to the Holbein acquisition discussed in Note 5 (Equity-Based Compensation and Earn-in Expenses), which crystallized the contingent earn-in consideration amount and discontinued the use of a Level 3 valuation technique. • Investments in External Strategic Managers - The Company utilized a Discounted Cash Flow approach to determine the fair value of the External Strategic Managers. The discount rate selection for each investment was calibrated using the implied internal rate of return as of the original investment date, adjusted for certain market- and company-specific factors. The selected long-term growth rate for each investment was based on long-term GDP growth rates in the geographic locations of the underlying External Strategic Manager, with consideration for general growth in the asset management industry. • Contingent Consideration Receivable - The Company utilized a Monte Carlo simulation to estimate the future share price of the acquirer of LXi, and the implied contingent consideration discounted using the risk-free rate and the acquirer’s estimated credit spread . • Warrant Liabilities - The fair value of the Constellation Warrants is determined based on Level 3 inputs using a Black-Scholes-Merton option pricing model. As of March 31, 2024, the Constellation Warrants amounted to $2.8 million and is included in the line item Warrant liabilities, at fair value of the Condensed Consolidated Statement of Financial Condition. |
Description of the Business (Ta
Description of the Business (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Structure of Related Business Entities | Through a series of intercompany transactions, AlTi was restructured to reflect the below: |
Schedule of Stock by Class | The following table presents the number of shares of the Registrant that were outstanding as of March 31, 2024 and December 31, 2023: As of March 31, As of December 31, Class A Common Stock 71,064,411 65,110,875 Class B Common Stock 48,265,195 53,219,713 Series C Preferred Stock 115,000 — |
Business Combinations and Div_2
Business Combinations and Divestitures (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | (Dollars in Thousands) Amount Cash consideration $ 99,999 Equity consideration: Class A $ 294,159 Class B $ 573,205 Warrants $ 4,896 Earn-out consideration $ 85,097 Tax Receivable Agreement $ 13,000 Payment of assumed liabilities $ 760 Total purchase consideration transferred $ 1,071,116 (Dollars in Thousands) AWMS Amount Initial Cash consideration $ 5,711 Equity consideration 1,459 Deferred cash consideration 6,695 Earn-out consideration 2,721 Payment of assumed liabilities 168 Total purchase consideration transferred $ 16,754 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the Business Combination: (Dollars in Thousands) Business Cash and cash equivalents $ 24,023 Management/advisory fees receivable 42,381 Investments at fair value 148,674 Equity method investments 42,185 Property, plant and equipment 3,996 Intangible assets 520,161 Goodwill 530,546 Operating lease right-of-use assets 28,487 Other assets 47,251 Total Assets Acquired $ 1,387,704 Accounts payable and accrued expenses 72,022 Accrued compensation and profit sharing 25,051 Accrued member distributions payable 12,803 Delayed share purchase agreement 1,818 Earn-in consideration payable 1,519 Operating lease liabilities 29,047 Debt 124,533 Deferred tax liability, net 34,640 Other liabilities 15,149 Total Liabilities Assumed $ 316,582 Total Assets Acquired and Liabilities Assumed 1,071,122 Non-controlling interest in subsidiaries (6) $ 1,071,116 The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the ALWP Acquisition: (Dollars in Thousands) ALWP Acquisition Date Fair Value Cash and cash equivalents $ 1,092 Management/advisory fees receivable 1,952 Property, plant and equipment 644 Intangible assets 12,300 Goodwill 3,836 Operating lease right-of-use assets 1,048 Other assets 474 Total Assets Acquired 21,346 Accounts payable and accrued expenses 368 Operating lease liabilities 1,048 Other liabilities 4,400 Total Liabilities Assumed $ 5,816 Total Assets Acquired and Liabilities Assumed $ 15,530 The following table sets forth the fair values of the assets acquired and liabilities assumed in connection with the AWMS business combination: (Dollars in Thousands) AWMS Acquisition Date Fair Value Cash and cash equivalents $ 1,401 Management/advisory fees receivable 1,057 Equity Method investments 57 Intangible assets 9,679 Goodwill 15,146 Operating lease right-of-use assets 298 Other assets 323 Total Assets Acquired 27,961 Accounts payable and accrued expenses 784 Operating lease liabilities 298 Other liabilities 2,944 Total Liabilities Assumed $ 4,026 Total Assets Acquired and Liabilities Assumed $ 23,935 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | Below is a summary of the intangible assets acquired in the Business Combination (in thousands): (Dollars in Thousands) Acquisition Date Estimated Life Trade Names $ 14,695 9.9 Customer Relationships 163,392 27.1 Investment Management Agreements (definite life) 94,575 18.4 Investment Management Agreements (indefinite life) 245,900 Indefinite Developed Technology 1,000 5 Backlog 599 0.5 Total intangible assets acquired $ 520,161 Below is a summary of the intangible assets acquired in the ALWP Acquisition: (Dollars in Thousands) ALWP Acquisition Date Fair Value Estimated Life (Years) Customer Relationships $ 12,300 10 Total Intangible Assets $ 12,300 Below is a summary of the intangible assets acquired in the AIMS business combination: (Dollars in Thousands) AWMS Acquisition Date Fair Value Estimated Life (Years) Customer Relationships $ 9,679 14 Total Intangible Assets $ 9,679 |
Disposal Groups, Including Discontinued Operations | The carrying amounts of the major classes of assets and liabilities of FOS are presented as held for sale in the Consolidated Statement of Financial Position at March 31, 2024. The carrying amounts of the major classes of assets and liabilities of FOS and LRA were presented as held for sale in the Consolidated Statement of Financial Position at December 31, 2023. The following table represents amounts presented as held for sale for the periods presented: As of (in thousands) March 31, 2024 December 31, 2023 Assets Cash and cash equivalents $ 3,390 $ 2,897 Fees receivable, net 5,282 4,792 Intangible assets, net of accumulated amortization 3,330 46,658 Operating lease right-of-use assets 430 434 Deferred tax asset, net 40 41 Other assets 557 1,812 Total assets held for sale $ 13,030 $ 56,634 Liabilities Accounts payable and accrued expenses $ (252) $ (1,007) Operating lease liabilities (365) (381) Deferred tax liability, net (213) (10,852) Deferred income (1,404) (781) Other liabilities (1,232) (772) Total liabilities held for sale $ (3,467) $ (13,792) |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table represents the Company’s revenue disaggregated by fee type for the periods presented below: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Management/Advisory fees $ 46,224 $ 46,470 Incentive fees 163 577 Distributions from investments 4,170 10,030 Other fees/income 255 970 Total Income $ 50,812 $ 58,047 (Dollars in Thousands) As of March 31, 2024 As of December 31, 2023 Management/Advisory fees receivable Beginning balance $ 29,539 $ 30,698 Ending balance (1) 33,905 29,539 Incentive fees receivable Beginning balance $ 40,356 $ 7,570 Ending balance (2) 917 40,356 Other fees/income receivable Beginning balance $ 526 $ 4,112 Ending balance 265 526 Deferred management/advisory fees Beginning balance $ (66) $ (945) Ending balance (48) (66) Deferred other fees/income Beginning balance $ — $ (422) Ending balance — — (1) As of March 31, 2024 and December 31, 2023, this amount includes $1.2 million and $1.2 million, respectively, in Management/Advisory fees receivable due from related parties. See Note 16 (Related Party Transactions) for further details. (2) As of March 31, 2024 and December 31, 2023, this amount includes $0.0 million and $14.9 million, respectively, in Incentive fees receivable due from related parties. See Note 16 (Related Party Transactions) for further details. |
Contract with Customer, Contract Asset, Contract Liability, and Receivable | (Dollars in Thousands) As of March 31, 2024 As of December 31, 2023 Management/Advisory fees receivable Beginning balance $ 29,539 $ 30,698 Ending balance (1) 33,905 29,539 Incentive fees receivable Beginning balance $ 40,356 $ 7,570 Ending balance (2) 917 40,356 Other fees/income receivable Beginning balance $ 526 $ 4,112 Ending balance 265 526 Deferred management/advisory fees Beginning balance $ (66) $ (945) Ending balance (48) (66) Deferred other fees/income Beginning balance $ — $ (422) Ending balance — — (1) As of March 31, 2024 and December 31, 2023, this amount includes $1.2 million and $1.2 million, respectively, in Management/Advisory fees receivable due from related parties. See Note 16 (Related Party Transactions) for further details. (2) As of March 31, 2024 and December 31, 2023, this amount includes $0.0 million and $14.9 million, respectively, in Incentive fees receivable due from related parties. See Note 16 (Related Party Transactions) for further details. |
Compensation Related Costs, Sha
Compensation Related Costs, Share Based Payments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award | The following table summarizes the equity-based compensation recognized, which is included in Compensation and employee benefits in the Condensed Consolidated Statement of Operations, during the three months ended March 31, 2024, and March 31, 2023: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 RSUs $ 2,957 $ 29,545 Earn-in expense 1,966 1,013 TIH SPA (40) — Revenue share 212 — Deferred compensation $ 1,219 $ — Total $ 6,314 $ 30,558 |
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | The following table summarizes the equity-based compensation award activity for the three months ended March 31, 2024, and March 31, 2023: March 31, 2024 March 31, 2023 Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Restricted common stock Restricted common stock awards outstanding at beginning of period 4,818,351 $ 4.64 — $ — Restricted common stock granted 138,472 5.87 2,586,839 10.06 Restricted common stock forfeited (147,550) 4.35 — — Restricted common stock vested (1,698,544) 4.93 (2,521,285) 10.00 Restricted common stock awards outstanding at end of period 3,110,729 $ 4.55 65,554 $ 12.56 |
Fair Value Disclosures (Tables)
Fair Value Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following is a summary categorization, as of March 31, 2024, and December 31, 2023, of the Company’s financial instruments based on the inputs utilized in determining the value of such financial instruments. Investments at fair value as of March 31, 2024, and December 31, 2023 are presented below: As of March 31, 2024 Level 1 Level 2 Level 3 (Dollars in Thousands) Quoted Prices Observable Inputs Unobservable Inputs Total Assets: Mutual funds $ 103 $ — $ — $ 103 Exchange-traded funds 126 — — 126 Investments – External Strategic Managers (1) 6 — 159,378 159,384 Investments – Affiliated Funds (2) — — — 856 Contingent consideration receivable — — 1,931 1,931 Total $ 235 $ — $ 161,309 $ 162,400 Liabilities: Warrant liability $ — $ — $ 2,820 $ 2,820 Earn-out liability — — 23,920 23,920 TRA liability (3) — — 7,300 7,300 Earn-in consideration payable 1,711 — — 1,711 Total $ 1,711 $ — $ 34,040 $ 35,751 (1) The fair value of certain investments within the Company’s Investments - External Strategic Managers are reported on a one-month lag from the fund financial statements due to timing of the information provided by the funds and third-party entities unless information is available on a more timely basis. As a result, any changes in the markets in which our managed funds operate, and the impact market conditions have on underlying asset valuations, may not yet be reflected in reported amounts. (2) Investments in Affiliated Funds are measured at fair value using the net asset value (or its equivalent) practical expedient. The Company's investments in Affiliated Funds represent interests that do not trade in an active market and are valued using the NAV of each investment company as reported and without adjustment. The Company does not have any commitments to the Affiliated Funds and redemptions are permitted on a monthly basis and require 30 days’ notice. The strategies of the Affiliated Funds primarily focus on near-dated, hard catalyst events that typically involve hostile deals, proposals, minority interest buy-ins, leverage buyouts, activism, spin-offs, recapitalizations, and agreed upon deals. The investments held in the Affiliated Funds are primarily highly liquid and marketable securities. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statement of Financial Position. (3) The Company carries a portion of its TRA liability at fair value equal to the expected future payments under the TRA. As of December 31, 2023 Level 1 Level 2 Level 3 (Dollars in Thousands) Quoted Prices Observable Inputs Unobservable Inputs Total Assets: Mutual funds $ 75 $ — $ — $ 75 Exchange-traded funds 108 — — 108 Investments – External Strategic Managers 7 — 164,077 164,084 Investments – Affiliated Funds (1) — — — 1,627 Total $ 190 $ — $ 164,077 $ 165,894 Liabilities: Earn-out liability — — 63,444 63,444 TRA liability (3) — — 13,233 13,233 Earn-in consideration payable $ 1,830 $ — $ — $ 1,830 Total $ 1,830 $ — $ 76,677 $ 78,507 (1) Investments in Affiliated Funds are measured at fair value using the net asset value (or its equivalent) practical expedient. The Company's investments in Affiliated Funds represent interests that do not trade in an active market and are valued using the NAV of each investment company as reported and without adjustment. The Company does not have any commitments to the Affiliated Funds and redemptions are permitted on a monthly basis and require 30 days’ notice. The strategies of the Affiliated Funds primarily focus on near-dated, hard catalyst events that typically involve hostile deals, proposals, minority interest buy-ins, leverage buyouts, activism, spin-offs, recapitalizations, and agreed upon deals. The investments held in the Affiliated Funds are primarily highly liquid and marketable securities. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Consolidated Statement of Financial Position. (2) |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table sets forth a summary of changes in the fair value of Level 3 measurements as of March 31, 2024 and December 31, 2023: Level 3 Liabilities as of March 31, 2024 (Dollars in Thousands) TRA liability Earn-out AWMS earn-out Warrant liabilities Total Beginning balance $ 13,233 $ 62,380 1,064 — $ 76,677 Issuances — — — 2,480 2,480 Settlements — — — — — Net gains/(losses) (5,933) (39,521) (3) 340 (45,117) Transfers out of Level 3 $ — $ — — — $ — Ending balance $ 7,300 $ 22,859 1,061 2,820 $ 34,040 Level 3 Liabilities as of December 31, 2023 (Dollars in Thousands) TRA Liability Earn-out AWMS earn-out Earn-in consideration payable Total Beginning balance $ 13,000 $ 91,761 — $ 1,519 $ 106,280 Issuances — — 2,721 — 2,721 Settlements — — — — — Net (gains) losses 233 (29,381) (1,657) 311 (30,494) Transfers out of Level 3 $ — $ — — $ (1,830) $ (1,830) Ending balance $ 13,233 $ 62,380 1,064 $ — $ 76,677 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | Level 3 Assets as of March 31, 2024 (Dollars in Thousands) Investments – External Strategic Managers Contingent Consideration Receivable Total Beginning balance $ 164,077 $ — $ 164,077 Realized and Unrealized Gains (Losses) (4,699) — (4,699) Purchases — 1,931 1,931 Ending balance $ 159,378 $ 1,931 $ 161,309 Level 3 Assets as of December 31, 2023 (Dollars in Thousands) Investments – External Strategic Managers Total Beginning balance $ 146,130 $ 146,130 Realized and Unrealized Gains (Losses) $ 2,580 $ 2,580 Purchases $ 15,367 $ 15,367 Ending balance $ 164,077 $ 164,077 |
Fair Value Measurement Inputs and Valuation Techniques | (Dollars in Thousands) Fair Valuation Unobservable Ranges Impact to Valuation from an Increase in Input Level 3 Assets: Investments – External Strategic Managers $ 159,378 Discounted Cash Flow Discount rate 19.5% -29% Lower Long-term growth rate 4.0 % Higher Contingent consideration receivable $ 1,931 Monte Carlo Risk-free rate 3.9 % Higher Volatility 30.5 % Lower Credit spread 2.0 % Lower Level 3 Liabilities: TRA liability $ 7,300 Monte Carlo Volatility 40.0 % Lower Correlation 22.5 % Higher Cost of debt range 13.1% - 14.0% Lower Equity risk premium 7.2% - 13.5% Lower Earn-out liability $ 22,859 Monte Carlo Volatility 40.0 % Higher Risk-free rate 4.3 % Higher AWMS earn-out liability $ 1,061 Monte Carlo Volatility 14.0 % Higher Risk-free rate 0.9 % Higher Revenue Discount Rate 3.0 % Lower Liability Discount Rate 4.7 % Lower Warrant liabilities $ 2,820 Black-Scholes-Merton model Volatility 40.0 % Higher Risk-free rate 4.2 % Higher Valuation Methodologies for Fair Value Measurements Categorized within Level 3 as of December 31, 2023 (Dollars in Thousands) Fair Valuation Unobservable Ranges Impact to Valuation from an Increase in Input Level 3 Assets: Investments – External Strategic Managers $ 164,077 Discounted Cash Flow Discount rate 21.5% -29.0% Lower Long-term growth rate 4.0 % Higher Level 3 Liabilities: TRA liability $ 13,233 Monte Carlo Volatility 40.0 % Lower Correlation 20.0 % Higher Cost of debt range 4.1% - 5.1% Lower Equity risk premium 7.4% - 13.1% Lower Earn-out liability $ 62,380 Monte Carlo Volatility 40.0 % Higher Risk-free rate 3.9 % Higher AWMS earn-out liability $ 1,064 Monte Carlo Revenue Volatility 14.0 % Higher Risk-free rate 1.1 % Higher Revenue Discount Rate 3.5 % Lower Liability Discount Rate 5.6 % Lower Deferred Payment Liability Discount Rate 5.3 % Lower |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment | The Cost and Fair Value of Investments as of March 31, 2024 and December 31, 2023 are presented below: As of March 31, 2024 As of December 31, 2023 (Dollars in Thousands) Cost Fair Value Cost Fair Value Investments at Fair Value: Mutual funds $ 117 $ 103 $ 93 $ 75 Exchange-traded funds 115 126 105 108 TIG Arbitrage Associates Master Fund 482 503 482 500 TIG Arbitrage Enhanced Master Fund 179 226 179 231 TIG Arbitrage Enhanced — — 682 776 Arkkan Opportunities Feeder Fund 111 127 111 119 Arkkan Capital Management Limited 20,062 24,912 20,062 24,822 Zebedee asset management 68,913 70,818 68,913 69,454 Romspen Investment Corporation (1) 72,523 63,648 72,523 69,802 Total Investments at fair value $ 162,508 $ 160,469 $ 163,157 $ 165,894 Equity method investments: Real estate equity method investments $ 7,511 $ 7,511 $ 9,311 $ 9,311 Wealth management - investment advisory $ 2,549 $ 2,549 $ 2,505 $ 2,505 Carried interest vehicles $ 2,077 $ 2,077 $ 2,378 $ 2,378 Total Equity method investments 12,137 12,137 14,194 14,194 Total $ 174,645 $ 172,606 $ 177,351 $ 180,088 (1) The fair value of this investment is reported on a one-month lag from the fund financial statements due to timing of the information provided by the fund and third-party entity unless information is available on a more timely basis. As a result, any changes in the markets in which our managed funds operate, and the impact market conditions have on underlying asset valuations, may not yet be reflected in reported amounts. The breakdown of unrealized gains (losses) and realized gains (losses) on Investments at fair value for the relevant periods are as follows: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Gains (Losses) on Investments at FV: Realized gains (losses) $ 3 $ (5,685) Unrealized gains (losses) (4,657) 3,779 Total gains (losses) on Investments at fair value $ (4,654) $ (1,906) |
Intangible Assets, net (Tables)
Intangible Assets, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The following table provides a reconciliation of Intangible assets, net reported on the Condensed Consolidated Statement of Financial Position. As of March 31, 2024 (Dollars in Thousands) Weighted Gross Carrying Amount (2) Accumulated Net Carrying Intangible assets Amortizing intangible assets Customer relationships 25.4 $ 183,361 $ (9,149) $ 174,212 Investment management agreements 19.7 6,669 (4,582) 2,087 Trade names 10.0 11,078 (1,780) 9,298 Acquired internally developed software 5.0 1,000 (250) 750 Total amortized intangible assets 202,730 (16,383) 186,347 Non-amortized intangible assets (1) Investment management agreements 245,900 — 245,900 Total intangible assets $ 448,630 $ (16,383) $ 432,247 (1) The Company’s non-amortized intangible assets consist of management contracts for open-ended fund products, in which there is no contractual termination date. (2) Gross carrying amounts related to the Company’s intangible assets include foreign currency translation differences of $1.1 million during the three months ended March 31, 2024. As of December 31, 2023 (Dollars in Thousands) Weighted Gross Carrying Amount (3) Impairment Disposal Held for Sale Accumulated Net Carrying Intangible assets Amortizing intangible assets Customer relationships 25.3 $ 186,832 $ — $ (254) $ (2,128) $ (7,180) $ 177,270 Investment management agreements (1) 19.6 100,269 (50,283) — (43,299) (4,545) 2,142 Trade names 10 14,945 (2,635) — (1,231) (1,514) 9,565 Acquired internally developed software 5 1,000 — — — (200) 800 Other intangible asset 0 622 — — — (622) — Total amortized intangible assets 303,668 (52,918) (254) (46,658) (14,061) 189,777 Non-amortized intangible assets (2) Investment management agreements 245,900 — — — — 245,900 Total intangible assets $ 549,568 $ (52,918) $ (254) $ (46,658) $ (14,061) $ 435,677 (1) During the year ended December 31, 2023, the Company deconsolidated AHRA (See Note 3 (Business Combinations and Divestitures)) and as a result, recorded an impairment charge of $29.4 million to the carrying value of AHRA’s investment advisory agreement with Home REIT, which is recorded in the line item Impairment loss on goodwill and intangible assets in the Consolidated Statement of Operations. On January 9th, 2024, AlTi RE Public Markets Limited entered into heads of terms to sell 100% of the equity of LRA, the advisor to the publicly-traded fund LXi, to LondonMetric for fixed consideration of approximately $33.1 million and up to an estimated $5.1 million of contingent consideration based on the exchange rate as of the balance sheet date, as applicable. The contingent consideration meets the definition of a derivative and is recorded as Contingent consideration receivable on the Condensed Consolidated Statement of Financial Position as of March 31, 2024. This contingent consideration will be remeasured at fair value at each reporting date in accordance with ASC 820, Fair Value Measurement , with changes in fair value recognized in the Condensed Consolidated Statement of Operations in the period of change. The disposal completed on March 6, 2024. As a result, during the year ended December 31, 2023, AlTi recognized an intangible asset impairment charge of $23.5 million in Impairment loss on goodwill and intangible assets in the Consolidated Statement of Operations. In addition, as of December 31, 2023, the major classes of assets and liabilities of LRA were presented as held for sale in the Consolidated Statement of Financial Position. As of the three months ended March 31, 2024, a gain on disposal of $0.2 million was recognized in Gain (loss) on investments in the Condensed Consolidated Statement of Operations. (2) The Company’s non-amortized intangible assets consist of management contracts for open-ended fund products, in which there is no contractual termination date. (3) |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization for finite-lived intangible assets for each of the next five years and thereafter are as follows: (Dollars in Thousands) As of March 31, 2024 2024 $ 6,954 2025 9,272 2026 9,272 2027 9,272 2028 and beyond 151,577 Total $ 186,347 |
Other assets, net and Other l_2
Other assets, net and Other liabilities, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | The following table provides a reconciliation of Other assets, net reported on the Condensed Consolidated Statement of Financial Position. (Dollars in Thousands) As of March 31, 2024 As of December 31, 2023 Fixed assets, net: Leasehold improvements $ 5,418 $ 4,978 Office equipment and furniture 2,759 3,489 Foreign currency translation difference (243) (270) Accumulated depreciation and amortization (5,277) (5,665) Fixed assets, net 2,657 2,532 Accrued income 11,943 17,124 Prepaid expenses 10,377 8,045 Sundry receivables 7,232 5,664 Other receivables 15,594 12,204 Other assets 5,937 2,613 Other assets, net (1) $ 53,740 $ 48,182 (1) |
Other Liabilities | The following table provides a reconciliation of Other liabilities, net reported on the Condensed Consolidated Statement of Financial Position. (Dollars in Thousands) As of March 31, 2024 As of December 31, 2023 AWMS deferred cash consideration 6,752 7,135 Payroll Taxes 5,749 — Payroll — 5,202 Sundry 3,182 3,422 Other 7,526 6,709 Other Liabilities, net (1) 23,208 22,467 (1) As of March 31, 2024 and December 31, 2023, these amounts include $0.5 million and $0.0 million, respectively, in liabilities due to related parties. Additionally, certain reclassifications have been made during the current period and are no longer comparable to the year ended December 31, 2023. See Note 16 (Related Party Transactions) and Note 2 (Summary of Significant Accounting Policies), respectively, for further details. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Lease Expense And Supplemental Cash Flow Information | The components of lease costs are as follows: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Operating lease expense $ 2,868 $ 1,926 Variable lease expense 555 437 Short-term lease expense 73 205 Total lease expense $ 3,496 $ 2,568 Supplemental cash flow information and non-cash activity related to our operating leases are as follows: For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Operating cash flow information: Operating cash flow from operating leases $ 2,012 $ 1,666 Non-cash activity: Right-of-use assets obtained in exchange for lease obligations 1,303 214 Weighted-average remaining lease term and discount rate for our operating leases are as follows: As of March 31, 2024 As of December 31, 2023 Weighted-average remaining lease term 11.92 11.94 Weighted-average discount rate 6.18 % 6.22 % |
Lessee, Operating Lease, Liability, Maturity | Future minimum lease payments for the Company’s operating leases as of March 31, 2024, are as follows: Future Minimum Rental Operating Leases (Dollars in Thousands) Rest of 2024 $ 6,053 2025 8,574 2026 7,522 2027 6,869 2028 6,113 2029 and beyond 53,586 Total lease payments 88,717 Less: Imputed interest 31,241 Present value of lease liabilities $ 57,476 |
Goodwill, net (Tables)
Goodwill, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following tables provide a reconciliation of Goodwill, net reported on the Condensed Consolidated Statement of Financial Position and Consolidated Statement of Financial Position as of March 31, 2024 and December 31, 2023, respectively. (Dollars in Thousands) Strategic Alternatives Wealth Management Total Beginning Balance Gross goodwill $ 90,480 $ 321,154 $ 411,634 Net goodwill: $ 90,480 $ 321,154 $ 411,634 Currency translation and other adjustments (1,806) (1,619) (3,425) $ (1,806) $ (1,619) $ (3,425) Ending Balance Gross goodwill $ 88,674 $ 319,535 $ 408,209 Net goodwill $ 88,674 $ 319,535 $ 408,209 (Dollars in Thousands) Strategic Alternatives Wealth Management Total Beginning Balance Gross goodwill $ 232,429 $ — $ 298,118 $ 530,547 Net goodwill: $ 232,429 $ 298,118 $ 530,547 Goodwill acquired during the period $ — $ 18,972 $ 18,972 Impairment charges (153,859) — (153,859) Currency translation and other adjustments 11,910 — 4,064 15,974 $ (141,949) $ 23,036 $ (118,913) Ending Balance Gross goodwill $ 90,480 $ 321,154 $ 411,634 Net goodwill $ 90,480 $ 321,154 $ 411,634 |
Debt, net of unamortized defe_2
Debt, net of unamortized deferred financing cost (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Instruments | The following table summarizes outstanding debt obligations of the Company as of March 31, 2024 and December 31, 2023: As of March 31, 2024 As of December 31, 2023 (Dollars in Thousands) Debt Outstanding Net Carrying Value (1) Fair Value (2) Debt Outstanding Net Carrying Value (1) Fair Value (2) Credit Agreement Term Loans $ 61,492 $ 57,655 $ 61,492 95,000 92,603 95,000 Revolving Credit Facility 126,008 126,008 126,008 93,750 93,750 93,750 Total Debt $ 187,500 $ 183,663 $ 187,500 $ 188,750 $ 186,353 $ 188,750 (1) Represents debt outstanding net of unamortized debt issuance costs. (2 ) The fair value of the Term Loans and Revolving Credit Facility approximates carrying value as of March 31, 2024 and December 31, 2023. The fair value is categorized as Level 3 under ASC 820. |
Schedule of Maturities of Long-Term Debt | Contractual maturities of the Term Loans as of March 31, 2024, are set out in the table below: (Dollars in Thousands) Aggregate Maturities Rest of 2024 $ 3,750 2025 $ 7,500 2026 $ 10,000 2027 $ 10,000 2028 $ 30,242 Total $ 61,492 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Postemployment Benefits [Abstract] | |
Schedule of Costs of Retirement Plans | (Dollars in Thousands) For the Three Months Ended March 31, 2024 March 31, 2023 Plan Contributions $ 1,015 $ 814 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | Related party transactions include the below: (Dollars in Thousands) Related Party Receivables Consolidated Balance Sheet Line Item As of March 31, As of December 31, Due from Certain TWMH Members, TIG GP Members and TIG MGMT Members Other assets $ 594 $ 712 Due from Equity Method Investees Other assets $ 7,784 $ 5,948 Due from Alvarium related fee arrangements Fees receivable, net $ 326 $ 247 Due from TIG related fee arrangements Fees receivable, net $ 873 $ 15,822 Related Party Payables Due to Certain TWMH Members, TIG GP Members and TIG MGMT Members Other Liabilities $ (517) $ — Due to Certain Non-Controlling Interest Holders in Connection with the Tax Receivable Agreements TRA liability $ (24,933) $ (17,607) Delayed share purchase agreement Delayed share purchase agreement $ — $ (1,818) Delayed share purchase agreement Accrued compensation and profit sharing $ — $ (282) Due to Certain TWMH Members, TIG GP Members, TIG MGMT Members and Alvarium Shareholders in connection with the Business Combination Earn-out Earn-out liability, at fair value $ (22,859) $ (62,380) AWMS earn-out liability Earn-out liability, at fair value $ (1,061) $ (1,064) AWMS deferred cash contribution Other liabilities $ (6,752) $ (7,135) Due to Equity Method Investees Other liabilities $ (1,406) $ (1,277) Shareholders' Equity Delayed share purchase agreement Additional paid-in capital $ 40 $ (1,178) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents the financial information for the Company’s segments for the periods indicated. For the Three Months Ended (Dollars in Thousands) March 31, 2024 March 31, 2023 Net Income by Segment Strategic Alternatives Wealth Total Strategic Alternatives Wealth Total Revenue: $ Management/advisory fees $ 9,578 $ 36,646 $ 46,224 $ 14,976 $ 31,494 $ 46,470 Incentive fees 164 (1) 163 577 — 577 Distributions from investments 4,170 — 4,170 10,030 — 10,030 Other income/fees 69 186 255 932 38 970 Total income $ 13,981 $ 36,831 $ 50,812 $ 26,515 $ 31,532 $ 58,047 Operating Expenses: Compensation and employee benefits 12,703 26,854 39,557 27,262 35,910 63,172 Systems, technology, and telephone 1,278 3,036 4,314 1,193 2,635 3,828 Sales, distribution, and marketing 369 396 765 250 276 526 Occupancy costs 1,135 2,342 3,477 1,205 1,975 3,180 Professional fees 4,851 6,519 11,370 12,257 10,627 22,884 Travel and entertainment 581 830 1,411 990 956 1,946 Depreciation and amortization 352 2,215 2,567 2,739 1,778 4,517 General, administrative, and other 1,167 852 2,019 454 978 1,432 Total operating expenses $ 22,436 $ 43,044 $ 65,480 $ 46,350 $ 55,135 $ 101,485 Operating income (loss) (8,455) (6,213) (14,668) (19,835) (23,603) (43,438) Other income (expenses): Gain (loss) on investments (4,154) 493 (3,661) 4,081 (1,013) 3,068 Gain (loss) on derivative — — — — — — Gain (loss) on warrant liability (170) (170) (340) (6,471) (6,471) (12,942) Gain (loss) on earn-out liability 19,760 19,694 39,454 (14,603) (14,603) (29,206) Gain (loss) on TRA 2,967 2,966 5,933 41 40 81 Interest expense (2,378) (2,462) (4,840) (1,753) (1,508) (3,261) Interest income 123 137 260 — — — Other income 28 (58) (30) — 58 58 Income (loss) before taxes 7,721 14,387 22,108 (38,540) (47,100) (85,640) Income tax (expenses) benefit (328) (35) (363) (2,325) (2,325) (4,650) Net income (loss) $ 7,393 $ 14,352 $ 21,745 $ (40,865) $ (49,425) $ (90,290) (Dollars in Thousands) Assets by segment As of March 31, 2024 As of December 31, 2023 Strategic Alternatives $ 645,497 $ 676,196 Wealth Management $ 654,441 $ 590,371 Total Assets $ 1,299,938 $ 1,266,567 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The table below presents the Company’s treatment for basic and diluted earnings (loss) per share for instruments outstanding of the Company. Potentially dilutive instruments are only considered in the calculation to the extent they would be dilutive. For the Three Months Ended March 31, 2024 March 31, 2023 Basic Diluted Basic Diluted Class A Shares Included Included Included Included Class B Shares (1) Excluded If-converted method Excluded If-converted method Series C Preferred Shares (2) Two-class method More dilutive of two-class method or if-converted method — — Warrants (3) Excluded Treasury stock method Excluded Treasury stock method Earn-Out Shares Excluded Excluded Excluded Excluded Vested RSUs None outstanding None outstanding None outstanding None outstanding Unvested RSUs Excluded Treasury stock method Excluded Treasury stock method Holbein Earn-In Shares (4) Excluded Treasury stock method Excluded Treasury stock method (1) The if-converted method for these instruments includes adding back to the numerator any related income or loss allocations to noncontrolling interest, as well as any incremental tax expense had the instruments converted into Class A Shares as of the beginning of the period. (2) During the three months ended March 31, 2024, the Company issued Series C Preferred Shares and Warrants for Class A Shares. The Series C Preferred Shares are entitled to participate in dividends declared on common stock on an as-converted basis. This participation right requires application of the two-class method to calculate basic earnings per share. The two-class method requires income available to common stockholders for the period to be allocated between all participating instruments based upon their respective rights to receive dividends as if all income for the period had been distributed. Basic earnings per share is calculated using the proportion of net income available to be distributed to the common shareholders. Dilutive earnings per share is calculated using the more dilutive of the two-class method or the if-converted method. (3) As mentioned in note 2, during the three months ended March 31, 2024, the Company issued Series C Preferred Shares and Warrants for Class A Shares. The Warrants do not participate in dividends declared on common stock and are excluded from the calculation of basic earnings per share. Since the Warrants are classified as liabilities and remeasured at fair value each period, application of the treasury stock method for calculation of diluted earnings per share includes reversing the income statement effect of the fair value remeasurement for the period. (4) During the third quarter of 2023, the Company modified the Holbein Earn-In shares arrangement such that the settlement of the Earn-In shares would be in shares at each service period. As of March 31, 2024, the service periods related to the Holbein Earn-In shares had not been completed, and therefore such shares have not been included in the calculation of basic earnings (loss) per share for the three months ended March 31, 2024 and March 31, 2023. However, in calculating the Company’s diluted earnings (loss) per share, the Company utilized the treasury stock method to determine the potential number of dilutive shares for the three months ended March 31, 2024 and March 31, 2023. For the three months ended March 31, 2024 and March 31, 2023, the Holbein Earn-In shares were excluded from the Company’s diluted earnings per share calculation as the Earn-In shares were classified as contingently issuable common shares. The key terms of the Holbein Earn-Ins are discussed in Note 5 (Equity-Based Compensation). Basic earnings per share is computed by dividing income attributable to controlling interest by the weighted average number of shares of Class A Common Stock outstanding during the period. Diluted earnings per common share excludes potentially dilutive instruments which were outstanding during the period but were anti-dilutive. The following table shows the computation of basic and diluted earnings per share: For the Three Months Ended (Dollars in Thousands, except share data) March 31, 2024 March 31, 2023 Net income (loss) attributable to controlling interest - basic $ 25,228 $ (68,740) Net income (loss) available to the Company - diluted $ 21,745 $ (68,740) Weighted-average shares of Class A Common Stock outstanding - basic 66,718,427 57,546,811 Weighted-average shares of Class A Common Stock outstanding - diluted 120,561,316 57,546,811 Income (loss) per Class A Common Stock - basic $ 0.38 $ (1.19) Income (loss) per Class A Common Stock - diluted $ 0.18 $ (1.19) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive instruments were excluded from the calculation of diluted net loss per share because their effect would have been antidilutive: For the Three Months Ended March 31, 2024 March 31, 2023 Class B Common Stock and Class B Units — 55,032,961 Warrants 1,533,333 20,399,877 Earn-outs 10,396,318 10,396,318 |
Description of the Business - N
Description of the Business - Narrative (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | 15 Months Ended | |||||||||
Dec. 31, 2023 USD ($) shares | Apr. 03, 2023 shares | Mar. 31, 2024 USD ($) fund category segment $ / shares shares | Mar. 31, 2023 shares | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) shares | Mar. 31, 2024 USD ($) segment $ / shares shares | Mar. 06, 2024 USD ($) | Jan. 09, 2024 USD ($) | Jun. 07, 2023 shares | Jan. 03, 2023 | Jan. 02, 2023 $ / shares | Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Assets under management | $ 71,000,000,000 | $ 71,000,000,000 | |||||||||||
Warrant, exercise price (in dollars per share) | $ / shares | $ 11.50 | ||||||||||||
Number of securities called by warrants or rights (in shares) | shares | 19,892,387 | ||||||||||||
Adjustments to additional paid in capital | $ 29,500,000 | ||||||||||||
Warrants, outstanding (in shares) | shares | 0 | 0 | 0 | 0 | |||||||||
Number of operating segments | segment | 2 | 2 | |||||||||||
Number of operating segments, number of revenue generating categories | category | 3 | ||||||||||||
Impairment loss on goodwill and intangible assets | $ 0 | $ 52,918,000 | |||||||||||
Constellation Warrant | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Warrant, exercise price (in dollars per share) | $ / shares | $ 7.40 | $ 7.40 | |||||||||||
Wealth Management | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Assets under management and advisement | $ 51,000,000,000 | $ 53,500,000,000 | 51,000,000,000 | $ 53,500,000,000 | |||||||||
Strategic Alternatives | Alternatives Platform | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Assets under management and advisement | 7,600,000,000 | 7,500,000,000 | 7,600,000,000 | 7,500,000,000 | |||||||||
Strategic Alternatives | Co-Investment | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Deployed capital | $ 7,700,000,000 | $ 7,800,000,000 | |||||||||||
Deployed capital, percentage invested | 14% | 14% | |||||||||||
Strategic Alternatives | Real Estate - Public and Private | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Assets under management and advisement | 12,700,000,000 | $ 10,000,000,000 | $ 12,700,000,000 | $ 10,000,000,000 | |||||||||
Number of funds managed | fund | 2 | ||||||||||||
Strategic Alternatives | Fund Management | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Number of funds managed | fund | 2 | ||||||||||||
Strategic Alternatives | Fund Management | LondonMetric Property Plc | Disposal Group, Disposed of by Sale, Not Discontinued Operations | LXi Reit Advisors Limited (“LRA”) | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Ownership percentage in disposed asset | 100% | ||||||||||||
Consideration receivable | $ 33,100,000 | $ 33,100,000 | |||||||||||
Contingent consideration receivable | $ 5,100,000 | $ 5,100,000 | |||||||||||
Impairment loss on goodwill and intangible assets | $ 23,500,000 | 23,500,000 | |||||||||||
Gain (loss) on disposal | $ 200,000 | ||||||||||||
Class A Common Stock | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Total voting power (in percent) | 55.10% | 55.10% | |||||||||||
Issuance of shares - exercise of warrants (in shares) | shares | 78,864 | 428,626 | |||||||||||
Number of securities called by warrants or rights (in shares) | shares | 4,962,221 | 4,962,221 | 4,962,147 | ||||||||||
Class A Common Stock | Constellation Warrant | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Issuance of shares - exercise of warrants (in shares) | shares | 0 | ||||||||||||
Number of securities called by warrants or rights (in shares) | shares | 1,533,333 | 1,533,333 | |||||||||||
Class B Common Stock | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Total voting power (in percent) | 37.40% | 37.40% | |||||||||||
Series C Cumulative Convertible Preferred Stock | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Preferred stock, dividend rate (in percent) | 9.75% | ||||||||||||
Preferred stock, dividend rate, per-dollar amount | $ / shares | $ 1,000 | ||||||||||||
Preferred stock, total voting power (in percent) | 7.50% | 7.50% | |||||||||||
Series C Cumulative Convertible Preferred Stock | Maximum | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Preferred stock, dividend rate (in percent) | 9.75% | ||||||||||||
Entity Owned By Management Of Alvarium Home REIT Advisors Ltd (“AHRA”) | Strategic Alternatives | Alvarium RE Limited ("ARE") | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Impairment loss on goodwill and intangible assets | $ 29,400,000 | ||||||||||||
Umbrella | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Voting interest acquired (in percent) | 51% | ||||||||||||
Umbrella | TWMH and TIG Shareholders | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Voting interest acquired (in percent) | 49% | ||||||||||||
TWMH, TIG, and Alvarium | Umbrella | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Voting interest acquired (in percent) | 100% | ||||||||||||
Alvarium Home REIT Advisors Ltd ("AHRA") | Entity Owned By Management Of Alvarium Home REIT Advisors Ltd (“AHRA”) | Strategic Alternatives | Fund Management | Alvarium RE Limited ("ARE") | |||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | |||||||||||||
Voting interest to be acquired (in percent) | 100% | ||||||||||||
Price of acquisition, expected | $ 29,000,000 |
Description of the Business - S
Description of the Business - Shares Outstanding (Details) - shares | Mar. 31, 2024 | Dec. 31, 2023 |
Class of Stock [Line Items] | ||
Series C Preferred Stock (in shares) | 115,000 | 0 |
Class A Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, outstanding (in shares) | 71,064,411 | 65,110,875 |
Class B Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, outstanding (in shares) | 48,265,195 | 53,219,713 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Prior Period Immaterial Correction (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Distributions due to former TIG members | $ 7,100 | |||
Retained earnings (accumulated deficit) | $ (164,178) | $ (193,527) | ||
Accrued compensation and profit sharing | 36,016 | 61,768 | ||
Goodwill | 408,209 | 411,634 | $ 530,547 | |
Other liabilities, net | 23,208 | 22,467 | ||
Accounts payable and accrued expenses | 31,930 | 37,156 | ||
TRA Exchange | (9,478) | |||
Mapping Changes, Accounts Payable And Accrued Expenses To Accrued Compensation And Profit Sharing | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Accrued compensation and profit sharing | 4,800 | |||
Mapping Changes, Other Liabilities To Accrued Compensation And Profit Shariing | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Accrued compensation and profit sharing | 3,200 | |||
Revision of Prior Period, Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Retained earnings (accumulated deficit) | (3,000) | |||
Accrued compensation and profit sharing | 4,200 | |||
Goodwill | (300) | |||
Other liabilities, net | 600 | |||
Accounts payable and accrued expenses | $ 300 | |||
TRA Exchange | $ 13,300 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Revenue Recognition (Details) | 3 Months Ended |
Mar. 31, 2024 | |
Minimum | |
Disaggregation of Revenue [Line Items] | |
Percentage of equity value contributed in transaction | 0.50% |
Percentage of purchase price in acquisition | 0.50% |
Equity structures, term (in years) | 5 years |
Equity structures, percentage of equity value committed or drawn | 0.50% |
Debt structures, term (in months) | 12 months |
Maximum | |
Disaggregation of Revenue [Line Items] | |
Percentage of equity value contributed in transaction | 1% |
Percentage of purchase price in acquisition | 1% |
Equity structures, term (in years) | 10 years |
Equity structures, percentage of equity value committed or drawn | 1.75% |
Debt structures, term (in months) | 36 months |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Distributions from Investment (Details) | Mar. 31, 2024 entity |
Accounting Policies [Abstract] | |
Number of entities in which company is entitled to distributions | 3 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Restricted Cash and Cash Equivalents (Details) - USD ($) $ in Millions | Mar. 31, 2024 | Dec. 31, 2023 |
Accounting Policies [Abstract] | ||
Restricted cash and cash equivalents | $ 4.2 | $ 5.4 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Intangible Assets Other Than Goodwill, Net (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Accounting Policies [Abstract] | ||
Asset impairment charges | $ 0 | $ 52,918,000 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Goodwill (Details) | 3 Months Ended | 12 Months Ended | 15 Months Ended |
Mar. 31, 2024 USD ($) segment | Dec. 31, 2023 USD ($) | Mar. 31, 2024 segment | |
Accounting Policies [Abstract] | |||
Number of operating segments | segment | 2 | 2 | |
Impairment charges | $ | $ 0 | $ (153,859,000) |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Fixed Assets (Details) - Property, Plant and Equipment, Other Types | Mar. 31, 2024 |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 2 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life | 7 years |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Tax Receivable Agreement (Details) | Mar. 11, 2024 $ / shares shares | Aug. 31, 2023 $ / shares shares | Mar. 31, 2024 | Jan. 03, 2023 |
Class of Stock [Line Items] | ||||
Conversion ratio | 1 | |||
Class A Common Stock | ||||
Class of Stock [Line Items] | ||||
Converted shares (in shares) | shares | 4,954,518 | 1,813,248 | ||
Conversion ratio | 1 | 1 | 1 | |
Share price (in dollars per share) | $ / shares | $ 6.61 | $ 7.31 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Warrant Liabilities (Details) - shares | 3 Months Ended | ||||
Apr. 03, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Jun. 07, 2023 | |
Class of Warrant or Right [Line Items] | |||||
Number of securities called by warrants or rights (in shares) | 19,892,387 | ||||
Warrants, outstanding (in shares) | 0 | 0 | |||
Class A Common Stock | |||||
Class of Warrant or Right [Line Items] | |||||
Number of securities called by warrants or rights (in shares) | 4,962,221 | 4,962,147 | |||
Issuance of shares - exercise of warrants (in shares) | 78,864 | 428,626 | |||
Class A Common Stock | Constellation Warrant | |||||
Class of Warrant or Right [Line Items] | |||||
Number of securities called by warrants or rights (in shares) | 1,533,333 | ||||
Issuance of shares - exercise of warrants (in shares) | 0 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Business Combination And AWMS Earn-out Liability (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 3 Months Ended | |||||
Aug. 02, 2023 | Jan. 03, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | Aug. 01, 2023 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | ||||||
Earn-out liability, at fair value | $ 23,920 | $ 63,444 | ||||
Alvarium, TWMH And TIG | ||||||
Business Acquisition [Line Items] | ||||||
Total purchase consideration transferred | $ 1,071,116 | |||||
Earn-out liability, at fair value | 22,900 | 62,400 | ||||
AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||||||
Business Acquisition [Line Items] | ||||||
Voting interest acquired (in percent) | 70% | |||||
Equity interest (in percent) | 30% | 30% | ||||
Equity interest, including subsequent acquisition (in percent) | 100% | |||||
Total purchase consideration transferred | $ 16,800 | |||||
Earn-out liability, at fair value | $ 1,100 | $ 1,100 | ||||
Sponsor and Selling Shareholders of TWMH, TIG, and Alvarium | Alvarium, TWMH And TIG | Earnout Shares | Class A Common Stock | ||||||
Business Acquisition [Line Items] | ||||||
Number of earn-out securities (in shares) | 3.3 | |||||
Sponsor and Selling Shareholders of TWMH, TIG, and Alvarium | Alvarium, TWMH And TIG | Earnout Shares | Class B Common Stock | ||||||
Business Acquisition [Line Items] | ||||||
Number of earn-out securities (in shares) | 7.1 | |||||
Sponsor and Selling Shareholders of TWMH, TIG, and Alvarium | Alvarium, TWMH And TIG | Earnout Shares | Class B Units | ||||||
Business Acquisition [Line Items] | ||||||
Number of earn-out securities (in shares) | 7.1 | |||||
Sponsor and Selling Shareholders of TWMH, TIG, and Alvarium | Alvarium, TWMH And TIG | Earnout Shares, Tranche One | Class A Common Stock | ||||||
Business Acquisition [Line Items] | ||||||
Volume weighted average price (in dollars per share) | $ 12.50 | |||||
Volume weighted average price, number of trading days | 20 days | |||||
Volume weighted average price, number of consecutive trading days | 30 days | |||||
Volume weighted average price, term within closing of transaction (in years) | 5 years | |||||
Earnout securities to be issued, issued (in percent) | 50% | |||||
Sponsor and Selling Shareholders of TWMH, TIG, and Alvarium | Alvarium, TWMH And TIG | Earnout Shares, Tranche Two | Class A Common Stock | ||||||
Business Acquisition [Line Items] | ||||||
Volume weighted average price (in dollars per share) | $ 15 | |||||
Volume weighted average price, number of trading days | 20 days | |||||
Volume weighted average price, number of consecutive trading days | 30 days | |||||
Volume weighted average price, term within closing of transaction (in years) | 5 years | |||||
Earnout securities to be issued, issued (in percent) | 50% |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Delayed Share Purchase Agreement (Details) - USD ($) $ in Thousands | Jul. 28, 2023 | Jul. 27, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | |||||
Delayed share purchase agreement | $ 0 | $ 1,818 | |||
Accrued compensation and profit sharing | |||||
Business Acquisition [Line Items] | |||||
Delayed share purchase agreement | 300 | ||||
Additional paid-in-capital | |||||
Business Acquisition [Line Items] | |||||
Delayed share purchase agreement | $ 1,200 | ||||
Tiedemann International Holdings, AG ("TIH") | Tiedemann Wealth Management Holdings, LLC | |||||
Business Acquisition [Line Items] | |||||
Voting interest acquired (in percent) | 51.10% | ||||
Cash consideration | $ 2,100 | $ 2,200 | |||
Tiedemann International Holdings, AG ("TIH") | Tiedemann Wealth Management Holdings, LLC | Class A Common Stock | |||||
Business Acquisition [Line Items] | |||||
Equity consideration | $ 1,200 |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - Segment Reporting (Details) $ in Billions | 3 Months Ended | 15 Months Ended | |
Mar. 31, 2024 USD ($) fund category segment | Mar. 31, 2024 USD ($) segment | Dec. 31, 2023 USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of operating segments | segment | 2 | 2 | |
Number of operating segments, number of revenue generating categories | category | 3 | ||
Wealth Management | |||
Segment Reporting Information [Line Items] | |||
Assets under management and advisement | $ 53.5 | $ 53.5 | $ 51 |
Strategic Alternatives | Alternatives Platform | |||
Segment Reporting Information [Line Items] | |||
Assets under management and advisement | 7.5 | 7.5 | 7.6 |
Strategic Alternatives | Real Estate - Public and Private | |||
Segment Reporting Information [Line Items] | |||
Assets under management and advisement | $ 10 | $ 10 | $ 12.7 |
Number of funds managed | fund | 2 | ||
Strategic Alternatives | Fund Management | |||
Segment Reporting Information [Line Items] | |||
Number of funds managed | fund | 2 |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - Held for Sale Accounting (Details) - Disposal Group, Disposed of by Sale, Not Discontinued Operations - USD ($) $ in Millions | Nov. 06, 2023 | Mar. 06, 2024 | Jan. 09, 2024 |
Family Office Service ("FOS") | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash consideration | $ 20.1 | ||
LXi Reit Advisors Limited (“LRA”) | LondonMetric Property Plc | Strategic Alternatives | Fund Management | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Consideration receivable | $ 33.1 | $ 33.1 | |
Contingent consideration receivable | $ 5.1 | $ 5.1 |
Business Combinations and Div_3
Business Combinations and Divestitures - AlTi Global Business Combination (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||
Jan. 03, 2023 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) | Mar. 31, 2024 | Mar. 11, 2024 | Aug. 31, 2023 | |
Business Acquisition [Line Items] | |||||
Conversion ratio | 1 | ||||
Class A Common Stock | |||||
Business Acquisition [Line Items] | |||||
Conversion ratio | 1 | 1 | 1 | ||
Umbrella | |||||
Business Acquisition [Line Items] | |||||
Voting interest acquired (in percent) | 51% | ||||
TWMH, TIG, and Alvarium | Umbrella | |||||
Business Acquisition [Line Items] | |||||
Voting interest acquired (in percent) | 100% | ||||
Alvarium, TWMH And TIG | |||||
Business Acquisition [Line Items] | |||||
Acquisition-related costs | $ 17,800 | ||||
Debt issuance costs | $ 4,600 | ||||
Total purchase consideration transferred | 1,071,116 | ||||
Earn-out consideration | 85,097 | ||||
Alvarium, TWMH And TIG | Long-Term Debt | |||||
Business Acquisition [Line Items] | |||||
Debt issuance costs | 1,800 | ||||
Alvarium, TWMH And TIG | Other assets | |||||
Business Acquisition [Line Items] | |||||
Debt issuance costs | $ 2,800 | ||||
Alvarium, TWMH And TIG | Class A Common Stock | CGC Sponsor LLC | The Founder Shares | |||||
Business Acquisition [Line Items] | |||||
Business combination, shares purchased (in shares) | shares | 8,625,000 | ||||
Share price | $ / shares | $ 10.33 | ||||
Conversion of stock upon closing, expense | $ 89,100 | ||||
Alvarium, TWMH And TIG | Class B Common Stock | CGC Sponsor LLC | The Founder Shares | |||||
Business Acquisition [Line Items] | |||||
Consideration received | $ 25 | ||||
Sale of stock, price per share (in dollars per share) | $ / shares | $ 0.03 |
Business Combinations and Div_4
Business Combinations and Divestitures - Purchase Consideration Transferred (Details) - USD ($) $ in Thousands | Aug. 02, 2023 | Jan. 03, 2023 |
Alvarium, TWMH And TIG | ||
Business Combination, Consideration Transferred [Abstract] | ||
Cash consideration | $ 99,999 | |
Earn-out consideration | 85,097 | |
Tax Receivable Agreement | 13,000 | |
Payment of assumed liabilities | 760 | |
Total purchase consideration transferred | 1,071,116 | |
Alvarium, TWMH And TIG | Class A Common Stock | ||
Business Combination, Consideration Transferred [Abstract] | ||
Equity consideration | 294,159 | |
Alvarium, TWMH And TIG | Class B Common Stock | ||
Business Combination, Consideration Transferred [Abstract] | ||
Equity consideration | 573,205 | |
Alvarium, TWMH And TIG | Warrants | ||
Business Combination, Consideration Transferred [Abstract] | ||
Equity consideration | $ 4,896 | |
Alvarium Investment Managers (Suisse) SA (“AIMS”) | ||
Business Combination, Consideration Transferred [Abstract] | ||
Cash consideration | $ 5,711 | |
Equity consideration | 1,459 | |
Deferred cash consideration | 6,695 | |
Earn-out consideration | 2,721 | |
Payment of assumed liabilities | 168 | |
Total purchase consideration transferred | $ 16,754 |
Business Combinations and Div_5
Business Combinations and Divestitures - Assets Acquired And Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Aug. 02, 2023 | Apr. 06, 2023 | Jan. 03, 2023 | Dec. 31, 2022 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Goodwill | $ 408,209 | $ 411,634 | $ 530,547 | |||
Wealth Management | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Goodwill | 319,535 | 321,154 | 298,118 | |||
Strategic Alternatives | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Goodwill | $ 88,674 | $ 90,480 | $ 232,429 | |||
Alvarium, TWMH And TIG | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Cash and cash equivalents | $ 24,023 | |||||
Investments at fair value | 148,674 | |||||
Equity method investments | 42,185 | |||||
Property, plant and equipment | 3,996 | |||||
Intangible assets | 520,161 | |||||
Goodwill | 530,546 | |||||
Operating lease right-of-use assets | 28,487 | |||||
Other assets | 47,251 | |||||
Total Assets Acquired | 1,387,704 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||||
Accounts payable and accrued expenses | 72,022 | |||||
Accrued compensation and profit sharing | 25,051 | |||||
Accrued member distributions payable | 12,803 | |||||
Delayed share purchase agreement | 1,818 | |||||
Earn-in consideration payable | 1,519 | |||||
Operating lease liabilities | 29,047 | |||||
Debt | 124,533 | |||||
Deferred tax liability, net | 34,640 | |||||
Other liabilities | 15,149 | |||||
Total Liabilities Assumed | 316,582 | |||||
Total Assets Acquired and Liabilities Assumed | 1,071,122 | |||||
Non-controlling interest in subsidiaries | (6) | |||||
Total Assets Acquired and Liabilities Assumed, Less Noncontrolling Interest | 1,071,116 | |||||
Alvarium, TWMH And TIG | Wealth Management | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Goodwill | 298,100 | |||||
Alvarium, TWMH And TIG | Strategic Alternatives | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Goodwill | 232,400 | |||||
Alvarium, TWMH And TIG | Management/Advisory fees | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Contract with customer, receivable | $ 42,381 | |||||
AL Wealth Partners Pte. Ltd. (“AL Wealth Partners”) | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Cash and cash equivalents | $ 1,092 | |||||
Property, plant and equipment | 644 | |||||
Intangible assets | 12,300 | |||||
Goodwill | 3,836 | |||||
Operating lease right-of-use assets | 1,048 | |||||
Other assets | 474 | |||||
Total Assets Acquired | 21,346 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||||
Accounts payable and accrued expenses | 368 | |||||
Operating lease liabilities | 1,048 | |||||
Other liabilities | 4,400 | |||||
Total Liabilities Assumed | 5,816 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 15,530 | |||||
AL Wealth Partners Pte. Ltd. (“AL Wealth Partners”) | Management/Advisory fees | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Contract with customer, receivable | $ 1,952 | |||||
Alvarium Investment Managers (Suisse) SA (“AIMS”) | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | ||||||
Cash and cash equivalents | $ 1,401 | |||||
Contract with customer, receivable | 1,057 | |||||
Equity method investments | 57 | |||||
Intangible assets | 9,679 | |||||
Goodwill | 15,146 | |||||
Operating lease right-of-use assets | 298 | |||||
Other assets | 323 | |||||
Total Assets Acquired | 27,961 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | ||||||
Accounts payable and accrued expenses | 784 | |||||
Operating lease liabilities | 298 | |||||
Other liabilities | 2,944 | |||||
Total Liabilities Assumed | 4,026 | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 23,935 |
Business Combinations and Div_6
Business Combinations and Divestitures - Fair Value of Net Assets Acquired and Intangibles (Details) $ in Thousands | 3 Months Ended | 15 Months Ended | ||||
Aug. 02, 2023 USD ($) | Jan. 03, 2023 USD ($) | Mar. 31, 2024 USD ($) segment | Mar. 31, 2024 USD ($) segment | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Business Acquisition [Line Items] | ||||||
Number of operating segments | segment | 2 | 2 | ||||
Goodwill | $ 408,209 | $ 408,209 | $ 411,634 | $ 530,547 | ||
Alvarium Investment Managers (Suisse) SA (“AIMS”) | ||||||
Business Acquisition [Line Items] | ||||||
Equity method investment, ownership percentage (in percent) | 30% | |||||
Wealth Management | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | 319,535 | 319,535 | $ 321,154 | 298,118 | ||
Strategic Alternatives | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 88,674 | $ 88,674 | $ 90,480 | $ 232,429 | ||
Alvarium, TWMH And TIG | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 530,546 | |||||
Estimated Life (Years) | 23 years | |||||
Alvarium, TWMH And TIG | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Life (Years) | 27 years 1 month 6 days | |||||
Alvarium, TWMH And TIG | Wealth Management | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 298,100 | |||||
Alvarium, TWMH And TIG | Strategic Alternatives | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 232,400 | |||||
Alvarium Investment Managers (Suisse) SA (“AIMS”) | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 15,146 | |||||
Alvarium Investment Managers (Suisse) SA (“AIMS”) | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Estimated Life (Years) | 14 years |
Business Combinations and Div_7
Business Combinations and Divestitures - Intangible Assets (Details) - USD ($) $ in Thousands | Aug. 02, 2023 | Apr. 06, 2023 | Jan. 03, 2023 |
Alvarium, TWMH And TIG | |||
Acquisition Date Fair Value | |||
Total intangible assets acquired | $ 520,161 | ||
Estimated Life (Years) | 23 years | ||
Alvarium, TWMH And TIG | Investment management agreements | |||
Acquisition Date Fair Value | |||
Indefinite-Lived Intangible Assets | $ 245,900 | ||
Alvarium, TWMH And TIG | Trade names | |||
Acquisition Date Fair Value | |||
Definite-Lived Intangible Assets | $ 14,695 | ||
Estimated Life (Years) | 9 years 10 months 24 days | ||
Alvarium, TWMH And TIG | Customer relationships | |||
Acquisition Date Fair Value | |||
Definite-Lived Intangible Assets | $ 163,392 | ||
Estimated Life (Years) | 27 years 1 month 6 days | ||
Alvarium, TWMH And TIG | Investment management agreements | |||
Acquisition Date Fair Value | |||
Definite-Lived Intangible Assets | $ 94,575 | ||
Estimated Life (Years) | 18 years 4 months 24 days | ||
Alvarium, TWMH And TIG | Developed Technology | |||
Acquisition Date Fair Value | |||
Definite-Lived Intangible Assets | $ 1,000 | ||
Estimated Life (Years) | 5 years | ||
Alvarium, TWMH And TIG | Backlog | |||
Acquisition Date Fair Value | |||
Definite-Lived Intangible Assets | $ 599 | ||
Estimated Life (Years) | 6 months | ||
AL Wealth Partners Pte. Ltd. (“AL Wealth Partners”) | |||
Acquisition Date Fair Value | |||
Total intangible assets acquired | $ 12,300 | ||
AL Wealth Partners Pte. Ltd. (“AL Wealth Partners”) | Customer relationships | |||
Acquisition Date Fair Value | |||
Definite-Lived Intangible Assets | $ 12,300 | ||
Estimated Life (Years) | 10 years | ||
Alvarium Investment Managers (Suisse) SA (“AIMS”) | |||
Acquisition Date Fair Value | |||
Total intangible assets acquired | $ 9,679 | ||
Alvarium Investment Managers (Suisse) SA (“AIMS”) | Customer relationships | |||
Acquisition Date Fair Value | |||
Definite-Lived Intangible Assets | $ 9,679 | ||
Estimated Life (Years) | 14 years |
Business Combinations and Div_8
Business Combinations and Divestitures - Acquisition of AL Wealth Partners Pte. Ltd. (Details) - AL Wealth Partners Pte. Ltd. (“AL Wealth Partners”) $ in Millions | Apr. 06, 2023 USD ($) |
Business Acquisition [Line Items] | |
Total purchase consideration transferred | $ 15.5 |
Acquisition-related costs | $ 0.4 |
Customer relationships | |
Business Acquisition [Line Items] | |
Estimated Life (Years) | 10 years |
Business Combinations and Div_9
Business Combinations and Divestitures - Acquisition of AlTi Wealth Management (Switzerland) SA (Details) - AlTi Wealth Management (Switzerland) SA (“AWMS”) - USD ($) $ in Thousands | Aug. 02, 2023 | Aug. 01, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | |||
Voting interest acquired (in percent) | 70% | ||
Equity interest (in percent) | 30% | 30% | |
Equity interest, including subsequent acquisition (in percent) | 100% | ||
Total purchase consideration transferred | $ 16,800 | ||
Fair value of existing equity method investment | 7,400 | ||
Remeasurement gain | 1,900 | ||
Acquisition-related costs | $ 10 |
Business Combinations and Di_10
Business Combinations and Divestitures - Deconsolidation of Alvarium Home REIT Advisors Ltd (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Impairment loss on goodwill and intangible assets | $ 0 | $ 52,918,000 |
Alvarium RE Limited ("ARE") | Strategic Alternatives | Entity Owned By Management Of Alvarium Home REIT Advisors Ltd (“AHRA”) | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Impairment loss on goodwill and intangible assets | $ 29,400,000 |
Business Combinations and Di_11
Business Combinations and Divestitures - Disposal of LRA (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 06, 2024 | Jan. 09, 2024 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Impairment loss on goodwill and intangible assets | $ 0 | $ 52,918,000 | |||
LondonMetric Property Plc | Disposal Group, Disposed of by Sale, Not Discontinued Operations | LXi Reit Advisors Limited (“LRA”) | Strategic Alternatives | Fund Management | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Ownership percentage in disposed asset | 100% | ||||
Consideration receivable | $ 33,100,000 | $ 33,100,000 | |||
Contingent consideration receivable | $ 5,100,000 | $ 5,100,000 | |||
Impairment loss on goodwill and intangible assets | $ 23,500,000 | $ 23,500,000 | |||
Gain (loss) on disposal | $ 200,000 |
Business Combinations and Di_12
Business Combinations and Divestitures - Assets Held for Sale (Details) $ in Millions | Nov. 06, 2023 USD ($) |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Family Office Service ("FOS") | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash consideration | $ 20.1 |
Business Combinations and Di_13
Business Combinations and Divestitures - Assets and Liabilities Held-For-Sale (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 |
Assets | |||
Cash and cash equivalents | $ 3,390 | $ 0 | |
Total assets held for sale | 13,030 | $ 56,634 | |
Liabilities | |||
Total liabilities held for sale | (3,467) | (13,792) | |
Disposal Group, Held-for-Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||
Assets | |||
Cash and cash equivalents | 3,390 | 2,897 | |
Fees receivable, net | 5,282 | 4,792 | |
Intangible assets, net of accumulated amortization | 3,330 | 46,658 | |
Operating lease right-of-use assets | 430 | 434 | |
Deferred tax asset, net | 40 | 41 | |
Other assets | 557 | 1,812 | |
Total assets held for sale | 13,030 | 56,634 | |
Liabilities | |||
Accounts payable and accrued expenses | (252) | (1,007) | |
Operating lease liabilities | (365) | (381) | |
Deferred tax liability, net | (213) | (10,852) | |
Deferred income | (1,404) | (781) | |
Other liabilities | (1,232) | (772) | |
Total liabilities held for sale | $ (3,467) | $ (13,792) |
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] | ||
Total income | $ 50,812 | $ 58,047 |
Management/Advisory fees | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 46,224 | 46,470 |
Incentive fees | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 163 | 577 |
Distributions from investments | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 4,170 | 10,030 |
Other fees/income | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 255 | 970 |
Operating Segments | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 50,812 | 58,047 |
Operating Segments | Management/Advisory fees | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 46,224 | 46,470 |
Operating Segments | Incentive fees | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 163 | 577 |
Operating Segments | Distributions from investments | ||
Disaggregation of Revenue [Line Items] | ||
Total income | 4,170 | 10,030 |
Operating Segments | Other fees/income | ||
Disaggregation of Revenue [Line Items] | ||
Total income | $ 255 | $ 970 |
Revenue - Contract with Custome
Revenue - Contract with Customer (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Dec. 31, 2022 |
Contract with Customer, Receivable, after Allowance for Credit Loss [Roll Forward] | |||
Deferred revenue | $ (48) | $ (66) | |
Operating Segments | Management/Advisory fees | |||
Contract with Customer, Receivable, after Allowance for Credit Loss [Roll Forward] | |||
Contract with customer, receivable | 33,905 | 29,539 | $ 30,698 |
Deferred revenue | (48) | (66) | (945) |
Operating Segments | Management/Advisory fees | Related Party | |||
Contract with Customer, Receivable, after Allowance for Credit Loss [Roll Forward] | |||
Contract with customer, receivable | 1,200 | 1,200 | |
Operating Segments | Incentive fees | |||
Contract with Customer, Receivable, after Allowance for Credit Loss [Roll Forward] | |||
Contract with customer, receivable | 917 | 40,356 | 7,570 |
Operating Segments | Incentive fees | Related Party | |||
Contract with Customer, Receivable, after Allowance for Credit Loss [Roll Forward] | |||
Contract with customer, receivable | 0 | 14,900 | |
Operating Segments | Other fees/income | |||
Contract with Customer, Receivable, after Allowance for Credit Loss [Roll Forward] | |||
Contract with customer, receivable | 265 | 526 | 4,112 |
Deferred revenue | $ 0 | $ 0 | $ (422) |
Equity-Based Compensation and_2
Equity-Based Compensation and Earn-in Expenses - Narrative (Details) | 3 Months Ended | 10 Months Ended | 12 Months Ended | ||||||||
Mar. 01, 2024 $ / shares shares | Aug. 01, 2023 $ / shares shares | Jul. 14, 2023 USD ($) d | May 31, 2023 $ / shares shares | Mar. 23, 2023 $ / shares shares | Mar. 31, 2024 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) $ / shares shares | Mar. 31, 2024 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 $ / shares | Jan. 07, 2022 d | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | $ 6,314,000 | $ 30,558,000 | |||||||||
Earn-in expense, cash (in percent) | 50% | ||||||||||
Earn-in expense, equity (in percent) | 50% | ||||||||||
Earn-in share-purchase payment period | d | 10 | ||||||||||
Earn-in, share-purchase price, volume weighted average price, number of days | d | 20 | ||||||||||
Earn-in payment, first date | $ 7,100,000 | ||||||||||
Earn-in payment, second date | $ 8,900,000 | ||||||||||
Earn-in expense | $ 2,000,000 | 1,000,000 | |||||||||
Earn-in consideration payable | 1,711,000 | $ 1,711,000 | $ 1,830,000 | ||||||||
Delayed share purchase agreement | 0 | 0 | $ 1,818,000 | ||||||||
Delayed Share Purchase Agreement (“TIH SPA”) | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | 39,800 | 0 | |||||||||
Class A Common Stock | Delayed Share Purchase Agreement (“TIH SPA”) | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Fair value of shares issued (in dollars per share) | $ / shares | $ 7.70 | ||||||||||
Shares issued in period (in shares) | shares | 152,930 | ||||||||||
RSUs | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Unrecognized equity-based compensation expense | $ 13,800,000 | $ 13,800,000 | |||||||||
unrecognized equity-based compensation expense, weighted average recognition period (in years) | 1 year 9 months 18 days | ||||||||||
Stock-based compensation expense | $ 2,957,000 | $ 29,545,000 | |||||||||
Number of shares vested in period (in shares) | shares | 1,698,544 | 2,521,285 | |||||||||
Fair value of shares issued (in dollars per share) | $ / shares | $ 4.55 | $ 12.56 | $ 4.55 | $ 4.64 | $ 0 | ||||||
Shares issued in period (in shares) | shares | 138,472 | 2,586,839 | |||||||||
Shares forfeited in period (in shares) | shares | 147,550 | 0 | |||||||||
RSUs | Class A Common Stock | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Authorized (in shares) | shares | 11,788,132 | 11,788,132 | |||||||||
Available for grant (in shares) | shares | 4,457,574 | 4,457,574 | |||||||||
Stock-based compensation expense | $ 1,800,000 | ||||||||||
Fair value of shares issued (in dollars per share) | $ / shares | $ 4.35 | ||||||||||
Shares issued in period (in shares) | shares | 4,693,621 | ||||||||||
Vesting period (in years) | 3 years | ||||||||||
Shares forfeited in period (in shares) | shares | 314,624 | ||||||||||
Alvarium Employee Awards | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | $ 24,600,000 | ||||||||||
Share-based payment arrangement, accelerated cost | $ 21,000,000 | ||||||||||
Share-based compensation arrangement, accelerated vesting (in shares) | shares | 2,100,000 | ||||||||||
Alvarium Employee Awards, Benefiting Acquirer | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | $ 3,600,000 | ||||||||||
Number of shares vested in period (in shares) | shares | 360,485 | ||||||||||
Nasdaq Awards | Class A Common Stock | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Fair value of shares issued (in dollars per share) | $ / shares | $ 10 | ||||||||||
Shares issued in period (in shares) | shares | 60,800 | ||||||||||
Nasdaq Awards | Class A Common Stock | Board of Directors | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | 200,000 | ||||||||||
Fair value of shares issued (in dollars per share) | $ / shares | $ 5.87 | $ 12.56 | |||||||||
Shares issued in period (in shares) | shares | 138,472 | 65,554 | |||||||||
Vesting period (in years) | 4 months | 9 months | |||||||||
Buy-out Equity Awards As Restricted Stock Units (RSUs) | Class A Common Stock | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | 900,000 | $ 600,000 | |||||||||
Buy-out Equity Awards As Restricted Stock Units (RSUs) | Class A Common Stock | Minimum | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Vesting period (in years) | 1 year | ||||||||||
Buy-out Equity Awards As Restricted Stock Units (RSUs) | Class A Common Stock | Maximum | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Vesting period (in years) | 3 years | ||||||||||
Buy-out Equity Awards As Restricted Stock Units (RSUs), First Grant Date | Class A Common Stock | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Fair value of shares issued (in dollars per share) | $ / shares | $ 7.66 | ||||||||||
Shares issued in period (in shares) | shares | 107,263 | ||||||||||
Buy-out Equity Awards As Restricted Stock Units (RSUs), Second Grant Date | Class A Common Stock | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Fair value of shares issued (in dollars per share) | $ / shares | $ 8.72 | ||||||||||
Shares issued in period (in shares) | shares | 118,987 | ||||||||||
Revenue share | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | $ 212,000 | $ 0 | |||||||||
TWMH' Restricted Stock Units (RSUs) | |||||||||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||||||||
Stock-based compensation expense | $ 4,200,000 |
Equity-Based Compensation and_3
Equity-Based Compensation and Earn-in Expenses - Equity-Based Compensation Recognized (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 6,314,000 | $ 30,558,000 |
Delayed Share Purchase Agreement (“TIH SPA”) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 39,800 | 0 |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 2,957,000 | 29,545,000 |
Earn-in expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 1,966,000 | 1,013,000 |
Revenue share | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | 212,000 | 0 |
Deferred compensation | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 1,219,000 | $ 0 |
Equity-Based Compensation and_4
Equity-Based Compensation and Earn-in Expenses - Equity-Based Compensation Award Activity (Details) - RSUs - $ / shares | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Number of Awards | |||
Restricted common stock awards outstanding at beginning of period (in shares) | 4,818,351 | 0 | 0 |
Restricted common stock granted (in shares) | 138,472 | 2,586,839 | |
Restricted common stock forfeited (in shares) | (147,550) | 0 | |
Restricted common stock vested (in shares) | (1,698,544) | (2,521,285) | |
Restricted common stock awards outstanding at end of period (in shares) | 3,110,729 | 65,554 | 4,818,351 |
Weighted Average Grant Date Fair Value | |||
Restricted common stock awards outstanding at beginning of period (in dollars per share) | $ 4.64 | $ 0 | $ 0 |
Restricted common stock granted (in dollars per share) | 5.87 | 10.06 | |
Restricted common stock forfeited (in dollars per share) | 4.35 | 0 | |
Restricted common stock vested (in dollars per share) | 4.93 | 10 | |
Restricted common stock awards outstanding at end of period (in dollars per share) | $ 4.55 | $ 12.56 | $ 4.64 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate, percentage | 1.60% | (5.40%) |
Fair Value Disclosures - Narrat
Fair Value Disclosures - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value Disclosures [Abstract] | ||
Warrant liabilities, at fair value | $ 2,820 | $ 0 |
Fair Value Disclosures - Assets
Fair Value Disclosures - Assets and Liabilities Measured At Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets: | ||
Investments at fair value | $ 160,469 | $ 165,894 |
Contingent consideration receivable | 1,931 | 0 |
Liabilities: | ||
Warrant liabilities, at fair value | 2,820 | 0 |
Earn-out liability, at fair value | 23,920 | 63,444 |
TRA liability | 7,300 | 13,233 |
Earn-in consideration payable | 1,711 | 1,830 |
Alvarium, TWMH And TIG | ||
Liabilities: | ||
Earn-out liability, at fair value | 22,900 | 62,400 |
Fair Value, Recurring | ||
Assets: | ||
Contingent consideration receivable | 1,931 | |
Total | 162,400 | 165,894 |
Liabilities: | ||
Warrant liabilities, at fair value | 2,820 | |
Earn-out liability, at fair value | 23,920 | |
TRA liability | 7,300 | 13,233 |
Earn-in consideration payable | 1,711 | 1,830 |
Total | 35,751 | 78,507 |
Fair Value, Recurring | Alvarium, TWMH And TIG | ||
Liabilities: | ||
Earn-out liability, at fair value | 63,444 | |
Mutual funds | ||
Assets: | ||
Investments at fair value | 103 | 75 |
Mutual funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 103 | 75 |
Exchange-traded funds | ||
Assets: | ||
Investments at fair value | 126 | 108 |
Exchange-traded funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 126 | 108 |
Investments – External Strategic Managers | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 159,384 | 164,084 |
Investments - Affiliated Funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | $ 856 | $ 1,627 |
Liabilities: | ||
Redemption, required notice | 30 days | 30 days |
Level 1 | Fair Value, Recurring | ||
Assets: | ||
Contingent consideration receivable | $ 0 | |
Total | 235 | $ 190 |
Liabilities: | ||
Warrant liabilities, at fair value | 0 | |
Earn-out liability, at fair value | 0 | |
TRA liability | 0 | 0 |
Earn-in consideration payable | 1,711 | 1,830 |
Total | 1,711 | 1,830 |
Level 1 | Fair Value, Recurring | Alvarium, TWMH And TIG | ||
Liabilities: | ||
Earn-out liability, at fair value | 0 | |
Level 1 | Mutual funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 103 | 75 |
Level 1 | Exchange-traded funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 126 | 108 |
Level 1 | Investments – External Strategic Managers | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 6 | 7 |
Level 1 | Investments - Affiliated Funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 0 | 0 |
Level 2 | Fair Value, Recurring | ||
Assets: | ||
Contingent consideration receivable | 0 | |
Total | 0 | 0 |
Liabilities: | ||
Warrant liabilities, at fair value | 0 | |
Earn-out liability, at fair value | 0 | |
TRA liability | 0 | 0 |
Earn-in consideration payable | 0 | 0 |
Total | 0 | 0 |
Level 2 | Fair Value, Recurring | Alvarium, TWMH And TIG | ||
Liabilities: | ||
Earn-out liability, at fair value | 0 | |
Level 2 | Mutual funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 0 | 0 |
Level 2 | Exchange-traded funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 0 | 0 |
Level 2 | Investments – External Strategic Managers | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 0 | 0 |
Level 2 | Investments - Affiliated Funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 0 | 0 |
Level 3 | ||
Assets: | ||
Contingent consideration receivable | 1,931 | |
Liabilities: | ||
Warrant liabilities, at fair value | 2,820 | |
TRA liability | 7,300 | 13,233 |
Level 3 | Alvarium, TWMH And TIG | ||
Liabilities: | ||
Earn-out liability, at fair value | 22,859 | 62,380 |
Level 3 | Fair Value, Recurring | ||
Assets: | ||
Contingent consideration receivable | 1,931 | |
Total | 161,309 | 164,077 |
Liabilities: | ||
Warrant liabilities, at fair value | 2,820 | |
Earn-out liability, at fair value | 23,920 | |
TRA liability | 7,300 | 13,233 |
Earn-in consideration payable | 0 | 0 |
Total | 34,040 | 76,677 |
Level 3 | Fair Value, Recurring | Alvarium, TWMH And TIG | ||
Liabilities: | ||
Earn-out liability, at fair value | 63,444 | |
Level 3 | Mutual funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 0 | 0 |
Level 3 | Exchange-traded funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 0 | 0 |
Level 3 | Investments – External Strategic Managers | ||
Assets: | ||
Investments at fair value | 159,378 | 164,077 |
Level 3 | Investments – External Strategic Managers | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | 159,378 | 164,077 |
Level 3 | Investments - Affiliated Funds | Fair Value, Recurring | ||
Assets: | ||
Investments at fair value | $ 0 | $ 0 |
Fair Value Disclosures - Change
Fair Value Disclosures - Changes In Fair Value of Level 3 Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | $ 76,677 | $ 106,280 | $ 106,280 |
Net (gains) losses | 2,480 | 2,721 | |
Settlements | 0 | 0 | |
Net gains/(losses) | (45,117) | (30,494) | |
Issuances | 0 | (1,830) | |
Ending balance | 34,040 | 76,677 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 164,077 | 146,130 | 146,130 |
Realized and Unrealized Gains (Losses) | (4,699) | 2,580 | |
Purchases | 1,931 | 15,367 | |
Ending balance | 161,309 | 164,077 | |
TRA liability | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 13,233 | 13,000 | 13,000 |
Net (gains) losses | 0 | 0 | |
Settlements | 0 | 0 | |
Net gains/(losses) | (5,933) | 233 | |
Issuances | 0 | 0 | |
Ending balance | 7,300 | 13,233 | |
Earn-out liability | Alvarium, TWMH And TIG | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 62,380 | 91,761 | 91,761 |
Net (gains) losses | 0 | 0 | |
Settlements | 0 | 0 | |
Net gains/(losses) | (39,521) | (29,200) | (29,381) |
Issuances | 0 | 0 | |
Ending balance | 22,859 | 62,380 | |
Earn-out liability | AlTi Wealth Management (Switzerland) SA (“AWMS”) | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 1,064 | 0 | 0 |
Net (gains) losses | 0 | 2,721 | |
Settlements | 0 | 0 | |
Net gains/(losses) | (3) | (1,657) | |
Issuances | 0 | 0 | |
Ending balance | 1,061 | 1,064 | |
Warrant liabilities | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 0 | ||
Net (gains) losses | 2,480 | ||
Settlements | 0 | ||
Net gains/(losses) | 340 | ||
Issuances | 0 | ||
Ending balance | 2,820 | 0 | |
Earn-in consideration payable | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 0 | 1,519 | 1,519 |
Net (gains) losses | 0 | ||
Settlements | 0 | ||
Net gains/(losses) | 311 | ||
Issuances | (1,830) | ||
Ending balance | 0 | ||
Investments – External Strategic Managers | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 164,077 | $ 146,130 | 146,130 |
Realized and Unrealized Gains (Losses) | (4,699) | 2,580 | |
Purchases | 0 | 15,367 | |
Ending balance | 159,378 | 164,077 | |
Contingent Consideration Receivable | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | 0 | ||
Realized and Unrealized Gains (Losses) | 0 | ||
Purchases | 1,931 | ||
Ending balance | $ 1,931 | $ 0 |
Fair Value Disclosures - Valuat
Fair Value Disclosures - Valuation Methodologies (Details) $ in Thousands | Mar. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Investments at fair value | $ 160,469 | $ 165,894 |
Contingent consideration receivable | 1,931 | 0 |
TRA liability, fair value | 7,300 | 13,233 |
Earn-out liability, fair value | 23,920 | 63,444 |
Warrant liabilities, at fair value | 2,820 | 0 |
Alvarium, TWMH And TIG | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, fair value | 22,900 | 62,400 |
AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, fair value | 1,100 | 1,100 |
Level 3 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration receivable | 1,931 | |
TRA liability, fair value | 7,300 | 13,233 |
Warrant liabilities, at fair value | 2,820 | |
Level 3 | Alvarium, TWMH And TIG | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, fair value | 22,859 | 62,380 |
Level 3 | AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, fair value | $ 1,061 | $ 1,064 |
Level 3 | Volatility | Monte Carlo | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration receivable, measurement input | 0.305 | |
TRA liability, measurement input | 0.400 | 0.400 |
Level 3 | Volatility | Monte Carlo | Alvarium, TWMH And TIG | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, measurement input | 0.400 | 0.400 |
Level 3 | Volatility | Black-Scholes-Merton model | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liabilities, measurement input | 0.400 | |
Level 3 | Correlation | Monte Carlo | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
TRA liability, measurement input | 0.225 | 0.200 |
Level 3 | Cost of debt range | Monte Carlo | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
TRA liability, measurement input | 0.131 | 0.041 |
Level 3 | Cost of debt range | Monte Carlo | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
TRA liability, measurement input | 0.140 | 0.051 |
Level 3 | Equity risk premium | Monte Carlo | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
TRA liability, measurement input | 0.072 | 0.074 |
Level 3 | Equity risk premium | Monte Carlo | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
TRA liability, measurement input | 0.135 | 0.131 |
Level 3 | Risk-free rate | Monte Carlo | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration receivable, measurement input | 0.039 | |
Level 3 | Risk-free rate | Monte Carlo | Alvarium, TWMH And TIG | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, measurement input | 0.043 | 0.039 |
Level 3 | Risk-free rate | Monte Carlo | AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, measurement input | 0.009 | 0.011 |
Level 3 | Risk-free rate | Black-Scholes-Merton model | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liabilities, measurement input | 0.042 | |
Level 3 | Volatility | Monte Carlo | AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, measurement input | 0.140 | 0.140 |
Level 3 | Credit spread | Monte Carlo | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Contingent consideration receivable, measurement input | 0.020 | |
Level 3 | Revenue Discount Rate | Monte Carlo | AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, measurement input | 0.030 | 0.035 |
Level 3 | Liability Discount Rate | Monte Carlo | AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, measurement input | 0.047 | 0.056 |
Level 3 | Deferred Payment Liability Discount Rate | Monte Carlo | AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Earn-out liability, measurement input | 0.053 | |
Level 3 | Investments – External Strategic Managers | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Investments at fair value | $ 159,378 | $ 164,077 |
Level 3 | Investments – External Strategic Managers | Discount rate | Discounted Cash Flow | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Investments, measurement input | 0.195 | 0.215 |
Level 3 | Investments – External Strategic Managers | Discount rate | Discounted Cash Flow | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Investments, measurement input | 0.29 | 0.290 |
Level 3 | Investments – External Strategic Managers | Long-term growth rate | Discounted Cash Flow | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Investments, measurement input | 0.040 | 0.040 |
Equity Method Investments - Equ
Equity Method Investments - Equity Method Investments At Cost and Carrying Value (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Equity method investments | $ 12,137 | $ 14,194 | |
Impairment on its equity method investments | 0 | $ 300 | |
Asset impairment charge | $ 0 | $ 0 |
Investments - Cost and Fair Val
Investments - Cost and Fair Value of Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | $ 162,508 | $ 163,157 |
Investments, Fair Value | 160,469 | 165,894 |
Equity method investments, Cost | 12,137 | 14,194 |
Equity method investments, fair value | 12,137 | 14,194 |
Total Investments, Cost | 174,645 | 177,351 |
Total Investments, Fair Value | 172,606 | 180,088 |
Mutual funds | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 117 | 93 |
Investments, Fair Value | 103 | 75 |
Exchange-traded funds | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 115 | 105 |
Investments, Fair Value | 126 | 108 |
TIG Arbitrage Associates Master Fund | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 482 | 482 |
Investments, Fair Value | 503 | 500 |
TIG Arbitrage Enhanced Master Fund | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 179 | 179 |
Investments, Fair Value | 226 | 231 |
TIG Arbitrage Enhanced | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 0 | 682 |
Investments, Fair Value | 0 | 776 |
Arkkan Opportunities Feeder Fund | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 111 | 111 |
Investments, Fair Value | 127 | 119 |
Arkkan Capital Management Limited | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 20,062 | 20,062 |
Investments, Fair Value | 24,912 | 24,822 |
Zebedee asset management | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 68,913 | 68,913 |
Investments, Fair Value | 70,818 | 69,454 |
Romspen Investment Corporation | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Investments, Cost | 72,523 | 72,523 |
Investments, Fair Value | 63,648 | 69,802 |
Real estate equity method investments | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Equity method investments, Cost | 7,511 | 9,311 |
Equity method investments, fair value | 7,511 | 9,311 |
Wealth management - investment advisory | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Equity method investments, Cost | 2,549 | 2,505 |
Equity method investments, fair value | 2,549 | 2,505 |
Carried interest vehicles | ||
Schedule of Held-to-Maturity Securities [Line Items] | ||
Equity method investments, Cost | 2,077 | 2,378 |
Equity method investments, fair value | $ 2,077 | $ 2,378 |
Investments - Unrealized Gains
Investments - Unrealized Gains (Losses) And Realized Gains (Losses) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | ||
Realized gains (losses) | $ 3 | $ (5,685) |
Unrealized gains (losses) | (4,657) | 3,779 |
Total gains (losses) on Investments at fair value | $ (4,654) | $ (1,906) |
Intangible Assets, net - Schedu
Intangible Assets, net - Schedule of Intangible Assets (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2023 | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 06, 2024 | Jan. 09, 2024 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-lived intangible asset, gross | $ 303,668,000 | $ 202,730,000 | $ 303,668,000 | ||
Impairment | 0 | (52,918,000) | |||
Accumulated Amortization | (14,061,000) | (16,383,000) | (14,061,000) | ||
Net Carrying Amount | 189,777,000 | 186,347,000 | 189,777,000 | ||
Foreign currency translation differences | 1,100,000 | 7,400,000 | |||
Non-amortized intangible assets | |||||
Impairment | 0 | ||||
Intangible Assets, Gross Carrying Amount | 549,568,000 | 448,630,000 | 549,568,000 | ||
Intangible Assets, Impairment | 52,918,000 | ||||
Intangible Assets, Net Carrying Amount | 435,677,000 | 432,247,000 | 435,677,000 | ||
Alvarium RE Limited ("ARE") | Strategic Alternatives | Entity Owned By Management Of Alvarium Home REIT Advisors Ltd (“AHRA”) | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment | (29,400,000) | ||||
Investment management agreements | |||||
Non-amortized intangible assets | |||||
Investment management agreements | 245,900,000 | 245,900,000 | 245,900,000 | ||
Disposal Group, Held-for-Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | (46,658,000) | (3,330,000) | (46,658,000) | ||
Disposal Group, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | (254,000) | (254,000) | |||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | LXi Reit Advisors Limited (“LRA”) | LondonMetric Property Plc | Strategic Alternatives | Fund Management | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Impairment | $ (23,500,000) | $ (23,500,000) | |||
Ownership percentage in disposed asset | 100% | ||||
Consideration receivable | $ 33,100,000 | $ 33,100,000 | |||
Contingent consideration receivable | $ 5,100,000 | $ 5,100,000 | |||
Gain (loss) on disposal | $ 200,000 | ||||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Amortization Period (in years) | 25 years 3 months 18 days | 25 years 4 months 24 days | 25 years 3 months 18 days | ||
Finite-lived intangible asset, gross | $ 186,832,000 | $ 183,361,000 | $ 186,832,000 | ||
Impairment | 0 | ||||
Accumulated Amortization | (7,180,000) | (9,149,000) | (7,180,000) | ||
Net Carrying Amount | 177,270,000 | $ 174,212,000 | 177,270,000 | ||
Customer relationships | Disposal Group, Held-for-Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | (2,128,000) | (2,128,000) | |||
Customer relationships | Disposal Group, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | $ (254,000) | $ (254,000) | |||
Investment management agreements | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Amortization Period (in years) | 19 years 7 months 6 days | 19 years 8 months 12 days | 19 years 7 months 6 days | ||
Finite-lived intangible asset, gross | $ 100,269,000 | $ 6,669,000 | $ 100,269,000 | ||
Impairment | (50,283,000) | ||||
Accumulated Amortization | (4,545,000) | (4,582,000) | (4,545,000) | ||
Net Carrying Amount | 2,142,000 | $ 2,087,000 | 2,142,000 | ||
Investment management agreements | Disposal Group, Held-for-Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | (43,299,000) | (43,299,000) | |||
Investment management agreements | Disposal Group, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | $ 0 | $ 0 | |||
Trade names | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Amortization Period (in years) | 10 years | 10 years | 10 years | ||
Finite-lived intangible asset, gross | $ 14,945,000 | $ 11,078,000 | $ 14,945,000 | ||
Impairment | (2,635,000) | ||||
Accumulated Amortization | (1,514,000) | (1,780,000) | (1,514,000) | ||
Net Carrying Amount | 9,565,000 | $ 9,298,000 | 9,565,000 | ||
Trade names | Disposal Group, Held-for-Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | (1,231,000) | (1,231,000) | |||
Trade names | Disposal Group, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | $ 0 | $ 0 | |||
Acquired internally developed software | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Amortization Period (in years) | 5 years | 5 years | 5 years | ||
Finite-lived intangible asset, gross | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | ||
Impairment | 0 | ||||
Accumulated Amortization | (200,000) | (250,000) | (200,000) | ||
Net Carrying Amount | 800,000 | $ 750,000 | 800,000 | ||
Acquired internally developed software | Disposal Group, Held-for-Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | 0 | 0 | |||
Acquired internally developed software | Disposal Group, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | $ 0 | $ 0 | |||
Other intangible asset | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Weighted Average Amortization Period (in years) | 0 years | 0 years | |||
Finite-lived intangible asset, gross | $ 622,000 | $ 622,000 | |||
Impairment | 0 | ||||
Accumulated Amortization | (622,000) | (622,000) | |||
Net Carrying Amount | 0 | 0 | |||
Other intangible asset | Disposal Group, Held-for-Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | 0 | 0 | |||
Other intangible asset | Disposal Group, Not Discontinued Operations | Family Office Service ("FOS") | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets, net of accumulated amortization | $ 0 | $ 0 |
Intangible Assets, net - Narrat
Intangible Assets, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 2.3 | $ 4.2 |
Intangible Assets, net - Estima
Intangible Assets, net - Estimated Future Amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2024 | $ 6,954 | |
2025 | 9,272 | |
2026 | 9,272 | |
2027 | 9,272 | |
2028 and beyond | 151,577 | |
Net Carrying Amount | $ 186,347 | $ 189,777 |
Other assets, net and Other l_3
Other assets, net and Other liabilities, net - Other Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Foreign currency translation difference | $ (243) | $ (270) |
Accumulated depreciation and amortization | (5,277) | (5,665) |
Fixed assets, net | 2,657 | 2,532 |
Accrued income | 11,943 | 17,124 |
Prepaid expenses | 10,377 | 8,045 |
Sundry receivables | 7,232 | 5,664 |
Other receivables | 15,594 | 12,204 |
Other assets | 5,937 | 2,613 |
Other assets, net | 53,740 | 48,182 |
Related Party | Other assets | ||
Property, Plant and Equipment [Line Items] | ||
Related Party Receivables | 8,400 | 6,700 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 5,418 | 4,978 |
Office equipment and furniture | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 2,759 | $ 3,489 |
Other assets, net and Other l_4
Other assets, net and Other liabilities, net - Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Payroll Taxes | $ 5,749 | |
Payroll | 0 | |
Sundry | 3,182 | |
Other | 7,526 | |
Other liabilities, net | 23,208 | $ 22,467 |
Previously Reported | ||
Property, Plant and Equipment [Line Items] | ||
Payroll Taxes | 0 | |
Payroll | 5,202 | |
Sundry | 3,422 | |
Other | 6,709 | |
Other liabilities, net | 22,467 | |
Related Party | ||
Property, Plant and Equipment [Line Items] | ||
Other liabilities, net | 500 | 0 |
AlTi Wealth Management (Switzerland) SA (“AWMS”) | ||
Property, Plant and Equipment [Line Items] | ||
AWMS deferred cash consideration | $ 6,752 | |
AlTi Wealth Management (Switzerland) SA (“AWMS”) | Previously Reported | ||
Property, Plant and Equipment [Line Items] | ||
AWMS deferred cash consideration | $ 7,135 |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Operating lease expense | $ 2,868 | $ 1,926 |
Variable lease expense | 555 | 437 |
Short-term lease expense | 73 | 205 |
Total lease expense | $ 3,496 | $ 2,568 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating cash flow information: | ||
Operating cash flow from operating leases | $ 2,012 | $ 1,666 |
Non-cash activity: | ||
Right-of-use assets obtained in exchange for lease obligations | $ 1,303 | $ 214 |
Leases - Weighted-average Remai
Leases - Weighted-average Remaining Lease Term And Discount Rate (Details) | Mar. 31, 2024 | Dec. 31, 2023 |
Leases [Abstract] | ||
Weighted-average remaining lease term (In years) | 11 years 11 months 1 day | 11 years 11 months 8 days |
Weighted-average discount rate (in percent) | 6.18% | 6.22% |
Lease - Future Minimum Lease Pa
Lease - Future Minimum Lease Payments (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Future Minimum Rental Operating Leases | |
Rest of 2024 | $ 6,053 |
2025 | 8,574 |
2026 | 7,522 |
2027 | 6,869 |
2028 | 6,113 |
2029 and beyond | 53,586 |
Total lease payments | 88,717 |
Less: Imputed interest | 31,241 |
Present value of lease liabilities | $ 57,476 |
Goodwill, net (Details)
Goodwill, net (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Goodwill [Roll Forward] | ||
Gross goodwill, beginning balance | $ 411,634,000 | $ 530,547,000 |
Goodwill, beginning balance | 411,634,000 | 530,547,000 |
Goodwill, period increase (decrease) | (3,425,000) | (118,913,000) |
Goodwill acquired during the period | 18,972,000 | |
Impairment charges | 0 | (153,859,000) |
Currency translation and other adjustments | (3,425,000) | 15,974,000 |
Gross goodwill, ending balance | 408,209,000 | 411,634,000 |
Goodwill, ending balance | 408,209,000 | 411,634,000 |
Previously Reported | ||
Goodwill [Roll Forward] | ||
Gross goodwill, beginning balance | 411,634,000 | |
Goodwill, beginning balance | 411,634,000 | |
Gross goodwill, ending balance | 411,634,000 | |
Goodwill, ending balance | 411,634,000 | |
Strategic Alternatives | ||
Goodwill [Roll Forward] | ||
Gross goodwill, beginning balance | 90,480,000 | 232,429,000 |
Goodwill, beginning balance | 90,480,000 | 232,429,000 |
Goodwill, period increase (decrease) | (1,806,000) | (141,949,000) |
Goodwill acquired during the period | 0 | |
Impairment charges | (153,859,000) | |
Currency translation and other adjustments | (1,806,000) | 11,910,000 |
Gross goodwill, ending balance | 88,674,000 | 90,480,000 |
Goodwill, ending balance | 88,674,000 | 90,480,000 |
Strategic Alternatives | Previously Reported | ||
Goodwill [Roll Forward] | ||
Gross goodwill, beginning balance | 90,480,000 | |
Goodwill, beginning balance | 90,480,000 | |
Gross goodwill, ending balance | 90,480,000 | |
Goodwill, ending balance | 90,480,000 | |
Wealth Management | ||
Goodwill [Roll Forward] | ||
Gross goodwill, beginning balance | 321,154,000 | 298,118,000 |
Goodwill, beginning balance | 321,154,000 | 298,118,000 |
Goodwill, period increase (decrease) | (1,619,000) | 23,036,000 |
Goodwill acquired during the period | 18,972,000 | |
Impairment charges | 0 | |
Currency translation and other adjustments | (1,619,000) | 4,064,000 |
Gross goodwill, ending balance | 319,535,000 | 321,154,000 |
Goodwill, ending balance | 319,535,000 | 321,154,000 |
Wealth Management | Previously Reported | ||
Goodwill [Roll Forward] | ||
Gross goodwill, beginning balance | 321,154,000 | |
Goodwill, beginning balance | $ 321,154,000 | |
Gross goodwill, ending balance | 321,154,000 | |
Goodwill, ending balance | $ 321,154,000 |
Goodwill, net - Narrative (Deta
Goodwill, net - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Sep. 30, 2023 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment loss on goodwill and intangible assets | $ 0 | $ 153,600,000 | $ 172,000 |
Debt, net of unamortized defe_3
Debt, net of unamortized deferred financing cost - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Net Carrying Value | $ 183,663 | $ 186,353 |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Debt Outstanding | 187,500 | 188,750 |
Net Carrying Value | 183,663 | 186,353 |
Fair Value | 187,500 | 188,750 |
Term Loans | Credit Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Debt Outstanding | 61,492 | 95,000 |
Net Carrying Value | 57,655 | 92,603 |
Fair Value | 61,492 | 95,000 |
Revolving Credit Facility | Credit Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Debt Outstanding | 126,008 | 93,750 |
Net Carrying Value | 126,008 | 93,750 |
Fair Value | $ 126,008 | $ 93,750 |
Debt, net of unamortized defe_4
Debt, net of unamortized deferred financing cost - Narrative (Details) - USD ($) | 3 Months Ended | |||||
Feb. 22, 2024 | Jan. 03, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Nov. 10, 2023 | |
Debt Instrument [Line Items] | ||||||
Borrowings on term notes and lines of credit | $ 33,562,000 | $ 136,273,000 | ||||
Debt, net of unamortized deferred financing cost | 183,663,000 | $ 186,353,000 | ||||
Warrant liabilities, at fair value | 2,820,000 | 0 | ||||
Gain on derivative | 0 | 0 | ||||
Loss on warrant liability | (340,000) | $ (12,942,000) | ||||
Alvarium, TWMH And TIG | ||||||
Debt Instrument [Line Items] | ||||||
Borrowings on term notes and lines of credit | $ 124,400,000 | |||||
Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Debt, net of unamortized deferred financing cost | 183,663,000 | 186,353,000 | ||||
Credit Facility | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 250,000,000 | |||||
Credit Facility | Line of Credit | Term Loans | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 100,000,000 | |||||
Debt, net of unamortized deferred financing cost | 57,655,000 | 92,603,000 | ||||
Debt instrument, increase in basis spread on variable rate | 0.50% | |||||
Line of credit facility, commitment fee amount | $ 40,000,000 | |||||
Credit Facility | Line of Credit | Term Loans | Minimum | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1% | |||||
Credit Facility | Line of Credit | Term Loans | Minimum | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 2% | |||||
Credit Facility | Line of Credit | Term Loans | Maximum | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 2% | |||||
Credit Facility | Line of Credit | Term Loans | Maximum | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 3% | |||||
Credit Facility | Line of Credit | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 150,000,000 | $ 110,000,000 | ||||
Accordion option, additional borrowing capacity | 75,000,000 | |||||
Accordion feature, maximum borrowing capacity | $ 225,000,000 | |||||
Unfunded commitment | $ 14,000,000 | $ 16,300,000 | ||||
Weighted average interest rate (in percent) | 9.50% | 9% | ||||
Debt, net of unamortized deferred financing cost | $ 126,008,000 | $ 93,750,000 | ||||
Reduced credit facility amount | $ 50,000,000 |
Debt, net of unamortized defe_5
Debt, net of unamortized deferred financing cost - Term Loan Maturities (Details) - Line of Credit - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Aggregate Maturities | ||
Total | $ 187,500 | $ 188,750 |
Term Loans | Credit Facility | ||
Aggregate Maturities | ||
Rest of 2024 | 3,750 | |
2025 | 7,500 | |
2026 | 10,000 | |
2027 | 10,000 | |
2028 | 30,242 | |
Total | $ 61,492 | $ 95,000 |
Retirement Plans - Narrative (D
Retirement Plans - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Postemployment Benefits [Abstract] | ||
Defined Contribution Plan, Tax Status [Extensible Enumeration] | Qualified Plan [Member] | |
Contributions | $ 1,015 | $ 814 |
Contributions payable | $ 800 |
Retirement Plans - Schedule Of
Retirement Plans - Schedule Of Contributions (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Postemployment Benefits [Abstract] | ||
Contributions | $ 1,015 | $ 814 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Related Party Transaction [Line Items] | ||
Shareholders' Equity | $ 553,717 | $ 536,509 |
Related Party | ||
Related Party Transaction [Line Items] | ||
Shareholders' Equity | 40 | (1,178) |
Other assets | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Receivables | 8,400 | 6,700 |
Other assets | Equity Method Investee | ||
Related Party Transaction [Line Items] | ||
Related Party Receivables | 7,784 | 5,948 |
Other assets | TMWH, TIG GP, and TIG MGMT Members | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Receivables | 594 | 712 |
TRA liability | Non-Controlling Interest Holders, Tax Receivable Agreements | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Payables | (24,933) | (17,607) |
Delayed share purchase agreement | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Payables | 0 | (1,818) |
Accrued compensation and profit sharing | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Payables | 0 | (282) |
Earn-out liability, at fair value | TWMH, TIG GP, and TIG MGMT Members and Alvarium Shareholders, Earn-Out | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Payables | (22,859) | (62,380) |
Earn-out liability, at fair value | AlTi Wealth Management (Switzerland) SA (“AWMS”) | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Payables | (1,061) | (1,064) |
Other Liabilities | Equity Method Investee | ||
Related Party Transaction [Line Items] | ||
Related Party Payables | (1,406) | (1,277) |
Other Liabilities | TWMH Members, TIG GP Members and TIG MGMT Members | Related Party | ||
Related Party Transaction [Line Items] | ||
Related Party Payables | (517) | 0 |
Other Liabilities | AlTi Wealth Management (Switzerland) SA (“AWMS”) | Related Party | ||
Related Party Transaction [Line Items] | ||
AWMS deferred cash contribution | (6,752) | (7,135) |
Fees receivable, net | Related Party | Fees Receivable | ||
Related Party Transaction [Line Items] | ||
Related Party Receivables | 326 | 247 |
Fees receivable, net | TIG | Related Party | Fees Receivable | ||
Related Party Transaction [Line Items] | ||
Related Party Receivables | $ 873 | $ 15,822 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) | 3 Months Ended | 12 Months Ended | |||||||||
Aug. 02, 2023 USD ($) | Jul. 28, 2023 USD ($) | Jul. 27, 2023 USD ($) | Jan. 03, 2023 USD ($) | Mar. 31, 2024 USD ($) | Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) anniversary | Mar. 11, 2024 $ / shares | Aug. 31, 2023 $ / shares | Aug. 01, 2023 | |
Related Party Transaction [Line Items] | |||||||||||
Other receivables | $ 15,594,000 | $ 12,204,000 | |||||||||
Delayed share purchase agreement | 0 | 1,818,000 | |||||||||
Share and cash compensation associated with delayed share purchase agreement | 40,000 | ||||||||||
Total income | 50,812,000 | $ 58,047,000 | |||||||||
Compensation and employee benefits | 39,557,000 | 63,172,000 | |||||||||
TRA liability (includes $7,300 and $13,233 at fair value, respectively) | 24,933,000 | 17,607,000 | |||||||||
TRA liability | 7,300,000 | 13,233,000 | |||||||||
Tax receivable agreement liability, carrying value | 17,600,000 | 4,400,000 | |||||||||
Gain (loss) on TRA | $ 5,933,000 | 81,000 | |||||||||
Conversion ratio | 1 | ||||||||||
TRA, tax payments and cash distributions | $ 40,000 | ||||||||||
Fair value of business combination earn-out liability | 34,040,000 | 76,677,000 | $ 106,280,000 | ||||||||
Net gains/(losses) | (45,117,000) | (30,494,000) | |||||||||
Earn-out liability, at fair value | 23,920,000 | 63,444,000 | |||||||||
Management/Advisory fees | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total income | 46,224,000 | 46,470,000 | |||||||||
Other fees/income | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total income | 255,000 | 970,000 | |||||||||
Accrued compensation and profit sharing | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Delayed share purchase agreement | 300,000 | ||||||||||
Additional paid-in-capital | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Delayed share purchase agreement | 1,200,000 | ||||||||||
Class A Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Conversion ratio | 1 | 1 | 1 | ||||||||
Share price (in dollars per share) | $ / shares | $ 6.61 | $ 7.31 | |||||||||
Tiedemann International Holdings, AG ("TIH") | Tiedemann Wealth Management Holdings, LLC | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Cash consideration | $ 2,100,000 | $ 2,200,000 | |||||||||
Voting interest acquired (in percent) | 51.10% | ||||||||||
Tiedemann International Holdings, AG ("TIH") | Tiedemann Wealth Management Holdings, LLC | Class A Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Equity consideration | $ 1,200,000 | ||||||||||
Alvarium, TWMH And TIG | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Cash consideration | $ 99,999,000 | ||||||||||
Total purchase consideration transferred | 1,071,116,000 | ||||||||||
Earn-out liability, at fair value | 22,900,000 | 62,400,000 | |||||||||
Alvarium, TWMH And TIG | Earn-out liability | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fair value of business combination earn-out liability | 22,859,000 | 62,380,000 | $ 91,761,000 | ||||||||
Net gains/(losses) | (39,521,000) | (29,200,000) | (29,381,000) | ||||||||
Alvarium, TWMH And TIG | Class A Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Equity consideration | $ 294,159,000 | ||||||||||
AlTi Wealth Management (Switzerland) SA (“AWMS”) | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Voting interest acquired (in percent) | 70% | ||||||||||
Equity interest (in percent) | 30% | 30% | |||||||||
Equity interest, including subsequent acquisition (in percent) | 100% | ||||||||||
Total purchase consideration transferred | $ 16,800,000 | ||||||||||
Earn-out liability, at fair value | 1,100,000 | 1,100,000 | |||||||||
AlTi Wealth Management (Switzerland) SA (“AWMS”) | Earn-out liability | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fair value of business combination earn-out liability | 1,061,000 | 1,064,000 | $ 0 | ||||||||
Net gains/(losses) | (3,000) | (1,657,000) | |||||||||
Related Party | Fees receivable, net | Fees Receivable | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related Party Receivables | 326,000 | 247,000 | |||||||||
Equity Method Investee | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Investment income (expense), net | 6,000 | 22,000 | |||||||||
Compensation and employee benefits | 800,000 | ||||||||||
Equity Method Investee | Management/Advisory fees | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total income | 200,000 | 800,000 | |||||||||
Equity Method Investee | Other fees/income | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Total income | (1,000,000) | 100,000 | |||||||||
TWMH Members | Promissory Notes | Related Party | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Debt instrument, face amount | $ 1,500,000 | ||||||||||
Interest rate (in percent) | 3.25% | ||||||||||
Debt, including debt forgiveness portion | $ 1,100,000 | ||||||||||
Initial number of periods to determine if principal and accrued interest will be forgiven | anniversary | 5 | ||||||||||
Debt forgiveness, percentage of principal and accrued interest | 20% | ||||||||||
Due date, upon termination of employment (in days) | 30 days | ||||||||||
Debt instrument, face amount without debt forgiveness provision | $ 400,000 | ||||||||||
Forgiveness of debt shareholder loan | 58,000 | $ 66,000 | |||||||||
Other receivables | $ 600,000 | 700,000 | |||||||||
TMWH, TIG GP, and TIG MGMT Members | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
TRA, payment, percentage of tax benefit received | 85% | ||||||||||
TRA, administering costs and expenses, percentage of obligation by company | 15% | ||||||||||
TRA, administering costs and expenses, percentage of obligation by affiliated entity | 85% | ||||||||||
TIG | Related Party | Fees receivable, net | Fees Receivable | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related Party Receivables | $ 873,000 | $ 15,822,000 |
Segment Reporting - Narrative (
Segment Reporting - Narrative (Details) - segment | 3 Months Ended | 15 Months Ended |
Mar. 31, 2024 | Mar. 31, 2024 | |
Segment Reporting [Abstract] | ||
Number of operating segments | 2 | 2 |
Segment Reporting - Net Income
Segment Reporting - Net Income By Segment (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2023 | |
Revenue: | |||
Total income | $ 50,812,000 | $ 58,047,000 | |
Operating Expenses: | |||
Compensation and employee benefits | 39,557,000 | 63,172,000 | |
Systems, technology and telephone | 4,314,000 | 3,828,000 | |
Sales, distribution and marketing | 765,000 | 526,000 | |
Occupancy costs | 3,477,000 | 3,180,000 | |
Professional fees | 11,370,000 | 22,884,000 | |
Travel and entertainment | 1,411,000 | 1,946,000 | |
Depreciation and amortization | 2,567,000 | 4,517,000 | |
General, administrative and other | 2,019,000 | 1,432,000 | |
Total operating expenses | 65,480,000 | 101,485,000 | |
Operating income (loss) | (14,668,000) | (43,438,000) | |
Gain (loss) on investments | (3,661,000) | 3,068,000 | |
Gain (loss) on derivative | 0 | 0 | |
Gain (loss) on warrant liability | (340,000) | (12,942,000) | |
Gain (loss) on earnout liability | 39,454,000 | (29,206,000) | |
Gain (loss) on TRA | 5,933,000 | 81,000 | |
Interest expense | (4,840,000) | (3,261,000) | |
Interest income | 260,000 | 0 | |
Other income | (30,000) | 58,000 | |
Income (loss) before taxes | 22,108,000 | (85,640,000) | |
Income tax (expense) benefit | (363,000) | (4,650,000) | |
Net income (loss) | 21,745,000 | $ 21,745,000 | (90,290,000) |
Strategic Alternatives | |||
Revenue: | |||
Total income | 13,981,000 | 26,515,000 | |
Operating Expenses: | |||
Compensation and employee benefits | 12,703,000 | 27,262,000 | |
Systems, technology and telephone | 1,278,000 | 1,193,000 | |
Sales, distribution and marketing | 369,000 | 250,000 | |
Occupancy costs | 1,135,000 | 1,205,000 | |
Professional fees | 4,851,000 | 12,257,000 | |
Travel and entertainment | 581,000 | 990,000 | |
Depreciation and amortization | 352,000 | 2,739,000 | |
General, administrative and other | 1,167,000 | 454,000 | |
Total operating expenses | 22,436,000 | 46,350,000 | |
Operating income (loss) | (8,455,000) | (19,835,000) | |
Gain (loss) on investments | (4,154,000) | 4,081,000 | |
Gain (loss) on derivative | 0 | 0 | |
Gain (loss) on warrant liability | (170,000) | (6,471,000) | |
Gain (loss) on earnout liability | 19,760,000 | (14,603,000) | |
Gain (loss) on TRA | 2,967,000 | 41,000 | |
Interest expense | (2,378,000) | (1,753,000) | |
Interest income | 123,000 | 0 | |
Other income | 28,000 | 0 | |
Income (loss) before taxes | 7,721,000 | (38,540,000) | |
Income tax (expense) benefit | (328,000) | (2,325,000) | |
Net income (loss) | 7,393,000 | (40,865,000) | |
Wealth Management | |||
Revenue: | |||
Total income | 36,831,000 | 31,532,000 | |
Operating Expenses: | |||
Compensation and employee benefits | 26,854,000 | 35,910,000 | |
Systems, technology and telephone | 3,036,000 | 2,635,000 | |
Sales, distribution and marketing | 396,000 | 276,000 | |
Occupancy costs | 2,342,000 | 1,975,000 | |
Professional fees | 6,519,000 | 10,627,000 | |
Travel and entertainment | 830,000 | 956,000 | |
Depreciation and amortization | 2,215,000 | 1,778,000 | |
General, administrative and other | 852,000 | 978,000 | |
Total operating expenses | 43,044,000 | 55,135,000 | |
Operating income (loss) | (6,213,000) | (23,603,000) | |
Gain (loss) on investments | 493,000 | (1,013,000) | |
Gain (loss) on derivative | 0 | 0 | |
Gain (loss) on warrant liability | (170,000) | (6,471,000) | |
Gain (loss) on earnout liability | 19,694,000 | (14,603,000) | |
Gain (loss) on TRA | 2,966,000 | 40,000 | |
Interest expense | (2,462,000) | (1,508,000) | |
Interest income | 137,000 | 0 | |
Other income | (58,000) | 58,000 | |
Income (loss) before taxes | 14,387,000 | (47,100,000) | |
Income tax (expense) benefit | (35,000) | (2,325,000) | |
Net income (loss) | 14,352,000 | (49,425,000) | |
Management/Advisory fees | |||
Revenue: | |||
Total income | 46,224,000 | 46,470,000 | |
Management/Advisory fees | Strategic Alternatives | |||
Revenue: | |||
Total income | 9,578,000 | 14,976,000 | |
Management/Advisory fees | Wealth Management | |||
Revenue: | |||
Total income | 36,646,000 | 31,494,000 | |
Incentive fees | |||
Revenue: | |||
Total income | 163,000 | 577,000 | |
Incentive fees | Strategic Alternatives | |||
Revenue: | |||
Total income | 164,000 | 577,000 | |
Incentive fees | Wealth Management | |||
Revenue: | |||
Total income | (1,000) | 0 | |
Distributions from investments | |||
Revenue: | |||
Total income | 4,170,000 | 10,030,000 | |
Distributions from investments | Strategic Alternatives | |||
Revenue: | |||
Total income | 4,170,000 | 10,030,000 | |
Distributions from investments | Wealth Management | |||
Revenue: | |||
Total income | 0 | 0 | |
Other fees/income | |||
Revenue: | |||
Total income | 255,000 | 970,000 | |
Other fees/income | Strategic Alternatives | |||
Revenue: | |||
Total income | 69,000 | 932,000 | |
Other fees/income | Wealth Management | |||
Revenue: | |||
Total income | $ 186,000 | $ 38,000 |
Segment Reporting - Assets By S
Segment Reporting - Assets By Segment (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Segment Reporting Information [Line Items] | ||
Total Assets | $ 1,299,938 | $ 1,266,297 |
Previously Reported | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 1,266,567 | |
Strategic Alternatives | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 645,497 | |
Strategic Alternatives | Previously Reported | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 676,196 | |
Wealth Management | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 654,441 | |
Wealth Management | Previously Reported | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 590,371 |
Earnings Per Share - Basic and
Earnings Per Share - Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Net income (loss) attributable to controlling interest - basic | $ 25,228 | $ (68,740) |
Net income (loss) available to the Company - diluted | $ 21,745 | $ (68,740) |
Weighted-average shares of Class A Common Stock outstanding - basic (in shares) | 66,718,427 | 57,546,811 |
Weighted-average shares of Class A Common Stock outstanding - basic (in shares) | 120,561,316 | 57,546,811 |
Income (loss) per Class A Common Stock - basic (in dollars per share) | $ 0.38 | $ (1.19) |
Income (loss) per Class A Common Stock - diluted (in dollars per share) | $ 0.18 | $ (1.19) |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Class B Common Stock and Class B Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 0 | 55,032,961 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 1,533,333 | 20,399,877 |
Earn-outs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 10,396,318 | 10,396,318 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ / shares in Units, $ in Thousands | 18 Months Ended | ||||||||
Mar. 11, 2024 $ / shares shares | Aug. 31, 2023 $ / shares shares | Aug. 02, 2023 USD ($) | Jan. 03, 2023 USD ($) | Dec. 31, 2023 USD ($) | Apr. 12, 2024 | Mar. 31, 2024 USD ($) | Aug. 01, 2023 | Dec. 31, 2022 | |
Other Commitments [Line Items] | |||||||||
TRA liability (includes $7,300 and $13,233 at fair value, respectively) | $ 17,607 | $ 24,933 | |||||||
TRA liability | 13,233 | $ 7,300 | |||||||
Conversion ratio | 1 | ||||||||
Earn-out liability, at fair value | $ 63,444 | $ 23,920 | |||||||
Percentage decline in real estate investment portfolio | 50% | ||||||||
Subsequent Event | |||||||||
Other Commitments [Line Items] | |||||||||
Percentage of losses sought | 100% | ||||||||
Alvarium, TWMH And TIG | |||||||||
Other Commitments [Line Items] | |||||||||
Earn-out liability, at fair value | $ 62,400 | 22,900 | |||||||
Total purchase consideration transferred | $ 1,071,116 | ||||||||
AlTi Wealth Management (Switzerland) SA (“AWMS”) | |||||||||
Other Commitments [Line Items] | |||||||||
Earn-out liability, at fair value | 1,100 | 1,100 | |||||||
Voting interest acquired (in percent) | 70% | ||||||||
Equity interest (in percent) | 30% | 30% | |||||||
Equity interest, including subsequent acquisition (in percent) | 100% | ||||||||
Total purchase consideration transferred | $ 16,800 | ||||||||
Class A Common Stock | |||||||||
Other Commitments [Line Items] | |||||||||
Converted shares (in shares) | shares | 4,954,518 | 1,813,248 | |||||||
Conversion ratio | 1 | 1 | 1 | ||||||
Share price (in dollars per share) | $ / shares | $ 6.61 | $ 7.31 | |||||||
Level 3 | |||||||||
Other Commitments [Line Items] | |||||||||
TRA liability | 13,233 | 7,300 | |||||||
Level 3 | Alvarium, TWMH And TIG | |||||||||
Other Commitments [Line Items] | |||||||||
Earn-out liability, at fair value | 62,380 | 22,859 | |||||||
Level 3 | AlTi Wealth Management (Switzerland) SA (“AWMS”) | |||||||||
Other Commitments [Line Items] | |||||||||
Earn-out liability, at fair value | $ 1,064 | $ 1,061 |
Equity (Details)
Equity (Details) - shares | Mar. 31, 2024 | Dec. 31, 2023 |
Class of Stock [Line Items] | ||
Series C Redeemable Cumulative Convertible Preferred Stock, issued (in shares) | 115,000 | 0 |
Class A Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, outstanding (in shares) | 71,064,411 | 65,110,875 |
Common stock, shares, outstanding, subject to forfeiture (in shares) | 754,968 | 754,968 |
Class B Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, outstanding (in shares) | 48,265,195 | 53,219,713 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 3 Months Ended | ||||||
Jul. 01, 2024 USD ($) | May 09, 2024 USD ($) installment | May 08, 2024 USD ($) | Apr. 01, 2024 USD ($) | Nov. 06, 2023 USD ($) installment | Mar. 31, 2024 USD ($) | May 10, 2024 USD ($) | |
Pointwise Partners Limited (“Pointwise”) | |||||||
Subsequent Event [Line Items] | |||||||
Equity method investment, ownership percentage (in percent) | 50% | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Family Office Service ("FOS") | |||||||
Subsequent Event [Line Items] | |||||||
Cash consideration | $ 20.1 | ||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Family Office Service ("FOS") | Wealth Management | |||||||
Subsequent Event [Line Items] | |||||||
Consideration receivable | $ 18.8 | ||||||
Number of installments | installment | 2 | ||||||
Gain (loss) on disposal | $ (0.5) | ||||||
Subsequent Event | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Family Office Service ("FOS") | Wealth Management | |||||||
Subsequent Event [Line Items] | |||||||
Cash consideration | $ 20.1 | ||||||
Estimated consideration receivable | $ 0.1 | ||||||
Payment threshold of agreement of completion accounts (in days) | 10 days | ||||||
Transaction costs | $ 1.4 | ||||||
Envoi, LLC (“Envoi”) | Forecast | |||||||
Subsequent Event [Line Items] | |||||||
Total purchase consideration transferred | $ 25.2 | ||||||
Future payments based on earnings, term (in years) | 4 years | ||||||
Pointwise Partners Limited (“Pointwise”) | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Voting interest acquired (in percent) | 50% | ||||||
Total purchase consideration transferred | $ 7 | ||||||
Payments to acquire business (in percent) | 50% | ||||||
Payments to acquire business, number of installments | installment | 2 | ||||||
EEA Holding Company, LLC | East End Advisors, LLC | Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Voting interest acquired (in percent) | 100% | ||||||
Total purchase consideration transferred | $ 76.4 | ||||||
Future payments based on earnings, term (in years) | 5 years |