Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 22, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | P10, Inc. | |
Entity Central Index Key | 0001841968 | |
Entity File Number | 001-40937 | |
Entity Tax Identification Number | 87-2908160 | |
Entity Incorporation, State or Country Code | DE | |
Current Fiscal Year End Date | --12-31 | |
Entity Address, Address Line One | 4514 Cole Ave | |
Entity Address, Address Line Two | Suite 1600 | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75205 | |
City Area Code | 214 | |
Local Phone Number | 865-7998 | |
Entity Current Reporting Status | No | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Small Business | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Common Class A | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Class A Common Stock, $0.001 par value per share | |
Trading Symbol | PX | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 23,000,000 | |
Common Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 94,155,596 | |
Series A Junior Participating Preferred Stock Purchase Rights | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Series A Junior Participating Preferred Stock Purchase Rights |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
ASSETS | ||
Cash and cash equivalents | $ 21,656 | $ 11,773 |
Restricted cash | 6,421 | 1,010 |
Accounts receivable | 7,656 | 2,494 |
Note Receivable | 2,270 | 0 |
Due from related parties | 3,615 | 2,667 |
Investment in unconsolidated subsidiaries | 1,977 | 2,158 |
Prepaid expense and other assets | 3,355 | 3,368 |
Property and equipment, net | 1,000 | 1,124 |
Right-of-use assets | 7,095 | 6,491 |
Deferred tax assets, net | 35,494 | 37,621 |
Intangibles, net | 136,306 | 143,738 |
Goodwill | 417,401 | 369,982 |
Total assets | 644,246 | 582,426 |
LIABILITIES: | ||
Accounts payable | 1,260 | 1,103 |
Accrued expenses | 12,040 | 12,505 |
Due to related parties | 1,650 | 2,200 |
Other liabilities | 6,419 | 254 |
Contingent consideration | 19,160 | 0 |
Deferred revenues | 11,802 | 10,347 |
Lease liabilities | 8,126 | 7,682 |
Debt obligations | 315,517 | 290,055 |
Total liabilities | 375,974 | 324,146 |
COMMITMENTS AND CONTINGENCIES (NOTE 12) | ||
REDEEMABLE NONCONTROLLING INTEREST | 199,202 | 198,439 |
STOCKHOLDERS' EQUITY: | ||
Common stock - $0.001 par value; 110,000,000 and 110,000,000 shares authorized, respectively; 62,587,823 and 62,587,823 issued, respectively; 62,464,371 and 62,464,371 outstanding, respectively | 63 | 63 |
Treasury stock | (273) | (273) |
Additional paid-in-capital | 325,762 | 324,310 |
Accumulated deficit | (256,482) | (264,259) |
Total stockholders' equity | 69,070 | 59,841 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 644,246 | $ 582,426 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 110,000,000 | 110,000,000 |
Common stock shares issued | 62,587,823 | 62,587,823 |
Common stock shares outstanding | 62,464,371 | 62,464,371 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
REVENUES | ||||
Total revenues | $ 38,145 | $ 15,381 | $ 104,901 | $ 42,682 |
OPERATING EXPENSES | ||||
Compensation and benefits | 14,009 | 5,918 | 38,119 | 15,818 |
Professional fees | 2,595 | 2,627 | 7,856 | 5,177 |
General, administrative and other | 3,019 | 1,068 | 8,310 | 3,160 |
Amortization of intangibles | 7,484 | 3,572 | 22,452 | 9,606 |
Total operating expenses | 27,107 | 13,185 | 76,737 | 33,761 |
INCOME FROM OPERATIONS | 11,038 | 2,196 | 28,164 | 8,921 |
OTHER (EXPENSE)/INCOME | ||||
Interest expense implied on notes payable to sellers | (223) | (216) | (657) | (771) |
Interest expense, net | (5,261) | (2,089) | (15,761) | (6,498) |
Other income/(expense) | 283 | (1) | 668 | 21 |
Total other (expense) | (5,201) | (2,306) | (15,750) | (7,248) |
Net income/(loss) before income taxes | 5,837 | (110) | 12,414 | 1,673 |
Income tax (expense) benefit | (1,759) | 175 | (3,154) | 1,513 |
NET INCOME | 4,078 | 65 | 9,260 | 3,186 |
Less: preferred dividends attributable to redeemable noncontrolling interest | (494) | (153) | (1,483) | (306) |
NET INCOME/(LOSS) ATTRIBUTABLE TO P10 | $ 3,584 | $ (88) | $ 7,777 | $ 2,880 |
Earnings per share | ||||
Basic earnings per share | $ 0.06 | $ 0 | $ 0.12 | $ 0.05 |
Diluted earnings per share | $ 0.04 | $ 0 | $ 0.08 | $ 0.04 |
Weighted average shares outstanding, basic | 62,464 | 62,464 | 62,464 | 62,464 |
Weighted average shares outstanding, diluted | 66,787 | 62,464 | 66,702 | 64,442 |
Management and Advisory Fees | ||||
REVENUES | ||||
Total revenues | $ 37,939 | $ 15,222 | $ 104,029 | $ 41,821 |
Other Revenue [Member] | ||||
REVENUES | ||||
Total revenues | $ 206 | $ 159 | $ 872 | $ 861 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in-capital | Accumulated Deficit |
Balance at Dec. 31, 2019 | $ 36,041 | $ 63 | $ (273) | $ 323,596 | $ (287,345) |
Balance (in shares) at Dec. 31, 2019 | 62,464 | 123 | |||
Stock-based compensation | 143 | 143 | |||
Net income (loss) attributable to P10 | 1,841 | 1,841 | |||
Balance at Mar. 31, 2020 | 38,025 | $ 63 | $ (273) | 323,739 | (285,504) |
Balance (in shares) at Mar. 31, 2020 | 62,464 | 123 | |||
Balance at Dec. 31, 2019 | 36,041 | $ 63 | $ (273) | 323,596 | (287,345) |
Balance (in shares) at Dec. 31, 2019 | 62,464 | 123 | |||
Net income (loss) attributable to P10 | 2,880 | ||||
Balance at Sep. 30, 2020 | 39,443 | $ 63 | $ (273) | 324,118 | (284,465) |
Balance (in shares) at Sep. 30, 2020 | 62,464 | 123 | |||
Balance at Mar. 31, 2020 | 38,025 | $ 63 | $ (273) | 323,739 | (285,504) |
Balance (in shares) at Mar. 31, 2020 | 62,464 | 123 | |||
Stock-based compensation | 187 | 187 | |||
Net income (loss) attributable to P10 | 1,127 | 1,127 | |||
Balance at Jun. 30, 2020 | 39,339 | $ 63 | $ (273) | 323,926 | (284,377) |
Balance (in shares) at Jun. 30, 2020 | 62,464 | 123 | |||
Stock-based compensation | 192 | 192 | |||
Net income (loss) attributable to P10 | (88) | (88) | |||
Balance at Sep. 30, 2020 | 39,443 | $ 63 | $ (273) | 324,118 | (284,465) |
Balance (in shares) at Sep. 30, 2020 | 62,464 | 123 | |||
Balance at Dec. 31, 2020 | 59,841 | $ 63 | $ (273) | 324,310 | (264,259) |
Balance (in shares) at Dec. 31, 2020 | 62,464 | 123 | |||
Stock-based compensation | 424 | 424 | |||
Net income (loss) attributable to P10 | 2,215 | 2,215 | |||
Balance at Mar. 31, 2021 | 62,480 | $ 63 | $ (273) | 324,734 | (262,044) |
Balance (in shares) at Mar. 31, 2021 | 62,464 | 123 | |||
Balance at Dec. 31, 2020 | 59,841 | $ 63 | $ (273) | 324,310 | (264,259) |
Balance (in shares) at Dec. 31, 2020 | 62,464 | 123 | |||
Net income (loss) attributable to P10 | 7,777 | ||||
Balance at Sep. 30, 2021 | 69,070 | $ 63 | $ (273) | 325,762 | (256,482) |
Balance (in shares) at Sep. 30, 2021 | 62,464 | 123 | |||
Balance at Mar. 31, 2021 | 62,480 | $ 63 | $ (273) | 324,734 | (262,044) |
Balance (in shares) at Mar. 31, 2021 | 62,464 | 123 | |||
Stock-based compensation | 567 | 567 | |||
Net income (loss) attributable to P10 | 1,978 | 1,978 | |||
Balance at Jun. 30, 2021 | 65,025 | $ 63 | $ (273) | 325,301 | (260,066) |
Balance (in shares) at Jun. 30, 2021 | 62,464 | 123 | |||
Stock-based compensation | 461 | 461 | |||
Net income (loss) attributable to P10 | 3,584 | 3,584 | |||
Balance at Sep. 30, 2021 | $ 69,070 | $ 63 | $ (273) | $ 325,762 | $ (256,482) |
Balance (in shares) at Sep. 30, 2021 | 62,464 | 123 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 9,260 | $ 3,186 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation | 1,452 | 522 |
Non-cash incentive compensation | 1,396 | |
Depreciation expense | 202 | 21 |
Amortization of intangibles | 22,452 | 9,606 |
Amortization of debt issuance costs and debt discount | 2,798 | 1,315 |
Income from unconsolidated subsidiaries | (781) | |
Expense/(benefit) for deferred tax | 2,127 | (3,213) |
Change in operating assets and liabilities: | ||
Accounts receivable | (5,162) | 550 |
Due from related parties | (273) | 173 |
Prepaid expenses and other assets | 14 | (797) |
Right-of-use assets | 1,219 | 878 |
Accounts payable | 157 | 3,682 |
Accrued expenses | 152 | 966 |
Due to related parties | (550) | |
Other liabilities | 6,165 | (125) |
Deferred revenues | 1,455 | 477 |
Lease liabilities | (1,379) | (949) |
Net cash provided by operating activities | 40,704 | 16,292 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisitions, net of cash acquired | (43,926) | (46,640) |
Payments of contingent consideration | (518) | |
Purchase of intangible assets | (30) | |
Notes receivable | (2,270) | |
Investments in unconsolidated subsidiaries | (2,638) | |
Proceeds from investments in unconsolidated subsidiaries | 3,600 | |
Post-closing payments related to acquisitions | (1,519) | (125) |
Purchases of property and equipment | (78) | (14) |
Net cash used in investing activities | (47,379) | (46,779) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Issuance of redeemable noncontrolling interests | 0 | 31,000 |
Borrowings on debt obligations | 35,952 | |
Repayments on debt obligations | (12,321) | (2,582) |
Payment of preferred stock dividends | (720) | |
Debt issuance costs | (942) | (470) |
Net cash provided by financing activities | 21,969 | 27,948 |
Net change in cash, cash equivalents and restricted cash | 15,294 | (2,539) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 12,783 | 19,462 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 28,077 | 16,923 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Cash paid for interest | 13,712 | 6,172 |
Cash paid for income taxes | 4,637 | 938 |
NON-CASH OPERATING ACTIVITIES | ||
Additions to right-of-use assets | 1,823 | 0 |
Additions to lease liabilities | 1,823 | 0 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents | 21,656 | |
Restricted Cash | 6,421 | 756 |
Total cash, cash equivalents and restricted cash | $ 28,077 | $ 16,923 |
Description of Business
Description of Business | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Note 1. Description of Business Description of Business On October 20, 2021, P10 Holdings, Inc. ("P10 Holdings"), in connection with its Initial Public Offering ("IPO"), completed a reorganization and restructure. In connection with the reorganization, P10, Inc. ("P10") became the parent company and all of the existing equity of P10 Holdings and its consolidated subsidiaries, including the convertible preferred units of P10 Intermediate, as defined below, were converted into common stock of P10. The offering and reorganization included a reverse stock split of P10 Holdings common stock on a 0.7-for-1 basis pursuant to which every outstanding share of common stock decreased to 0.7 shares. The number of shares have been retrospectively adjusted within these financial statements to reflect this stock split. The reorganization was considered a transaction between entities under common control. As a result, the consolidated financial statements for periods prior to the reorganization and IPO are the consolidated financial statements of P10 Holdings as the predecessor to P10 for accounting and reporting purposes. P10, Inc. and its consolidated subsidiaries (the “Company”) operate as a multi-asset class private market solutions provider in the alternative asset management industry. Our mission is to provide our investors differentiated access to a broad set of solutions and investment vehicles across a multitude of asset classes and geographies. Our existing portfolio of solutions across private equity, venture capital, private credit and impact investing support our mission by offering a comprehensive set of investment vehicles to our investors, including primary fund of funds, secondary investment, direct investment and co-investments, alongside separate accounts (collectively the “Funds”). The direct and indirect subsidiaries of the Company include P10 Holdings, P10 Intermediate Holdings, LLC (“P10 Intermediate”), which owns the subsidiaries P10 RCP Holdco, LLC (“Holdco”), Five Points Capital, Inc. (“Five Points”), TrueBridge Capital Partners, LLC (“TrueBridge”), Enhanced Capital Group, LLC (“ECG”), Bonaccord Capital Advisors, LLC ("Bonaccord") and Hark Capital Advisors, LLC ("Hark"). Holdco is the entity holding the acquisition financing debt and owns the subsidiaries RCP Advisors 2, LLC (“RCP 2”) and RCP Advisors 3, LLC (“RCP 3”). See Note 10 for further information on the acquisition financing debt. Prior to November 19, 2016, P10, formerly Active Power, Inc. designed, manufactured, sold, and serviced flywheel-based uninterruptible power supply products and serviced modular infrastructure solutions. On November 19, 2016, we completed the sale of substantially all our assets and liabilities and operations to Langley Holdings plc, a United Kingdom public limited company. Following the sale, we changed our name from Active Power, Inc. to P10 Industries, Inc. and became a non-operating company focused on monetizing our retained intellectual property and acquiring profitable businesses. For the period from December 2016 through September 2017, our business primarily consisted of cash, certain retained intellectual property assets and our net operating losses (“NOLs”) and other tax benefits. On March 22, 2017, we filed for re-organization under Chapter 11 of the Federal Bankruptcy Code, using a prepackaged plan of reorganization. The Company emerged from bankruptcy on May 3, 2017. On December 1, 2017, the Company changed its name from P10 Industries, Inc. to P10 Holdings, Inc. We were founded as a Texas corporation in 1992 and reincorporated in Delaware in 2000. Our headquarters is in Dallas, Texas. On October 5, 2017, we closed on the acquisition of RCP 2 and entered into a purchase agreement to acquire RCP 3 in January 2018. On January 3, 2018, we closed on the acquisition of RCP 3. RCP 2 and RCP 3 are registered investment advisors with the United States Securities and Exchange Commission. On April 1, 2020, the Company completed the acquisition of Five Points. Five Points is a leading lower middle market alternative investment manager focused on providing both equity and debt capital to private, growth-oriented companies and limited partner capital to other private equity funds, with all strategies focused exclusively in the U.S. lower middle market. See Note 3 for additional information on the acquisition. Five Points is a registered investment advisor with the United States Securities and Exchange Commission. On October 2, 2020, the Company completed the acquisition of TrueBridge. TrueBridge is an investment firm focused on investing in venture capital through fund-of-funds, co-investments, and separate accounts. See Note 3 for additional information on the acquisition. TrueBridge is a registered investment advisor with the United States Securities and Exchange Commission. On December 14, 2020, the Company completed the acquisition of 100 % of the equity interest in ECG, and a noncontrolling interest in Enhanced Capital Partners, LLC (“ECP”) (collectively, “Enhanced”). Enhanced undertakes and manages equity and debt investments in impact initiatives across North America, targeting underserved areas and other socially responsible end markets including renewable energy, historic building renovations, and affordable housing. See Note 3 for additional information on the acquisitions. ECP is a registered investment advisor with the United States Securities and Exchange Commission. On September 30, 2021, the Company completed acquisitions of Bonaccord and Hark. Bonaccord is an alternative asset manager focusing on acquiring minority equity interests in alternative asset management companies focused on private market strategies which may include private equity, private credit, real estate, and real asset strategies. Hark is engaged in the business of making loans to portfolio companies that are owned or controlled by financial sponsors, such as private equity funds or venture capital funds, and which do not meet traditional direct lending underwriting criteria but where the repayment of the loan by the portfolio company is guaranteed by its financial sponsor. See Note 3 for additional information on these acquisitions. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2. Significant Accounting Policies Basis of Presentation The accompanying Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Management believes it has made all necessary adjustments so that the Consolidated Financial Statements are presented fairly and that estimates made in preparing the Consolidated Financial Statements are reasonable and prudent. The Consolidated Financial Statements include the accounts of the Company, its wholly owned or majority-owned subsidiaries and entities in which the Company is deemed to have a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. All intercompany transactions and balances have been eliminated upon consolidation. The results for the nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the full year ended December 31, 2021. Certain entities in which the Company holds an interest are investment companies that follow specialized accounting rules under U.S. GAAP and reflect their investments at estimated fair value. Accordingly, the carrying value of the Company’s equity method investments in such entities retains the specialized accounting treatment. Principles of Consolidation The Company performs the variable interest analysis for all entities in which it has a potential variable interest. If the Company has a variable interest in the entity and the entity is a variable interest entity (“VIE”), we will also analyze whether the Company is the primary beneficiary of this entity and if consolidation is required. Generally, VIEs are entities that lack sufficient equity to finance their activities without additional financial support from other parties, or whose equity holders, as a group, lack one or more of the following characteristics: (a) direct or indirect ability to make decisions, (b) obligation to absorb expected losses or (c) right to receive expected residual returns. A VIE must be evaluated quantitatively and qualitatively to determine the primary beneficiary, which is the reporting entity that has (a) the power to direct activities of a VIE that most significantly impact the VIE's economic performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes. To determine a VIE's primary beneficiary, we perform a qualitative assessment to determine which party, if any, has the power to direct activities of the VIE and the obligation to absorb losses and/or receive its benefits. This assessment involves identifying the activities that most significantly impact the VIE's economic performance and determine whether we, or another party, has the power to direct those activities. When evaluating whether we are the primary beneficiary of a VIE, we perform a qualitative analysis that considers the design of the VIE, the nature of our involvement and the variable interests held by other parties. See Note 6 for further information. The Company has determined that certain of its subsidiaries are VIEs, and that the Company is the primary beneficiary of the entities, because it has the power to direct activities of the entities that most significantly impact the VIE’s economic performance and has a controlling financial interest in each entity. Accordingly, the Company consolidates these entities, which includes P10 Intermediate, Holdco, RCP 2, RCP 3, TrueBridge, Bonaccord, and Hark. The assets and liabilities of the consolidated VIEs are presented gross in the Consolidated Balance Sheets. The assets of our consolidated VIE’s are owned by those entities and not generally available to satisfy P10's obligations, and the liabilities of our consolidated VIE’s are obligations of those entities and their creditors do not generally have recourse to the assets of P10. See Note 6 for more information on both consolidated and unconsolidated VIEs. Entities that do not qualify as VIEs are assessed for consolidation under the voting interest model. Under the voting interest model, the Company consolidates those entities it controls through a majority voting interest or other means. Five Points and ECG are concluded to be consolidated subsidiaries of P10 Intermediate under the voting interest model. Reclassifications Certain reclassifications have been made within the Consolidated Financial Statements to conform prior periods with current period presentation. Use of Estimates The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid instruments with original maturities of three months or less to be cash equivalents. As of September 30, 2021, and December 31, 2020, cash equivalents include money market funds of $ 7.8 million and $ 2.8 million, respectively, which approximates fair value. The Company maintains its cash balances at various financial institutions, which may periodically exceed the Federal Deposit Insurance Corporation (“FDIC”) insured limits. The Company believes it is not exposed to any significant credit risk on cash. Restricted Cash Restricted cash as of September 30, 2021 and December 31, 2020 was primarily cash that is restricted due to certain deposits being held for its customers. Accounts Receivable and Due from Related Parties Accounts receivable is equal to contractual amounts reduced for allowances, if applicable. The Company considers accounts receivable to be fully collectible; accordingly, no allowance for doubtful accounts has been established as of September 30, 2021 and December 31, 2020. If accounts are subsequently determined to be uncollectible, they will be expensed in the period that determination is made. Due from related parties represents receivables from the Funds for management fees earned but not yet received, reimbursable expenses from the Funds and notes receivable due from affiliates. These amounts are expected to be fully collectible. Note Receivable Note receivable is equal to contractual amounts owed from a signed, secured promissory note with the Company. In addition to contractual amounts, borrowers are obligated to pay interest on outstanding amounts. The Company considers the note receivable to be fully collectible; accordingly, no allowance for doubtful accounts has been established as of September 30, 2021 and December 31, 2020 . If accounts are subsequently determined to be uncollectible, they will be expensed in the period that determination is made. Investment in Unconsolidated Subsidiaries For equity investments in entities that we do not control, but over which we exercise significant influence, we use the equity method of accounting. The equity method investments are initially recorded at cost, and their carrying amount is adjusted for the Company’s share in the earnings or losses of each investee, and for distributions received. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. For certain entities in which the Company does not have significant influence and fair value is not readily determinable, we value these investments under the measurement alternative. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, Financial Instruments, requires equity securities to be recorded at cost and adjusted to fair value at each reporting period. However, the guidance allows for a measurement alternative, which is to record the investments at cost, less impairment, if any, and subsequently adjust for observable price changes of identical or similar investments of the same issuer. Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the terms of the respective leases or service lives of the improvements, whichever is shorter, using the straight-line method. Expenditures for major renewals and betterments that extend the useful lives of the property and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. The estimated useful lives of the various assets are as follows: Computers and purchased software 3 - 5 years Furniture and fixtures 7 - 10 years Long-lived Assets Long-lived assets including property and equipment, lease right-of-use assets, and definite lived intangibles are evaluated for impairment under FASB ASC 360, Property, Plant, and Equipment . Long-lived assets are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The carrying value of long-lived assets are determined to not be recoverable if the undiscounted estimated future net operating cash flows directly related to the asset or asset group, including any disposal value, is less than the carrying amount of the asset. If the carrying value of an asset is determined to not be recoverable, the impairment loss is measured as the amount by which the carrying value of the asset exceeds its fair value on the measurement date. Fair value is based on the best information available, including prices for similar assets and estimated discounted cash flows. Leases The Company recognizes a lease liability and right-of-use asset in our Consolidated Balance Sheets for contracts that it determines are leases or contain a lease. The Company’s leases primarily consist of operating leases for various office spaces. 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, lease incentives and certain other existing lease liabilities. 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 is recognized on a straight-line basis over the lease term. Additionally, upon amendments or other events, the Company may be required to remeasure our lease liability and right-of-use asset. The Company does not recognize a lease liability or right-of-use asset on our Consolidated Balance Sheets 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. Goodwill and Intangible Assets Goodwill is initially measured as the excess of the cost of the acquired business over the sum of the amounts assigned to identifiable assets acquired, less the liabilities assumed. As of September 30, 2021, goodwill recorded on our Consolidated Balance Sheets relates to the acquisitions of RCP 2, RCP 3, Five Points, TrueBridge, Enhanced, Bonaccord, and Hark. As of September 30, 2021, the intangible assets are comprised of indefinite-lived intangible assets and finite-lived intangible assets related to the acquisitions of RCP 2, RCP 3, Five Points, TrueBridge, Enhanced, Bonaccord and Hark. Indefinite-lived intangible assets and goodwill are not amortized. Finite-lived technology is amortized using the straight-line method over its estimated useful life of 4 years . Finite-lived management and advisory contracts, which relate to acquired separate accounts and funds and investor/customer relationships with a specified termination date, are amortized in line with contractual revenue to be received, which range between 7 and 16 years . Certain of our trade names are considered to have finite-lives. Finite-lived trade names are amortized over 10 years in line with the pattern in which the economic benefits are expected to occur. Goodwill is reviewed for impairment at least annually as of September 30 utilizing a qualitative or quantitative approach and more frequently if circumstances indicate impairment may have occurred. The impairment testing for goodwill under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of the Company’s reporting unit is less than the respective carrying value. The reporting unit is the reporting level for testing the impairment of goodwill. If it is determined that it is more likely than not that a reporting unit’s fair value is less than its carrying value, then the difference is recorded as an impairment (not to exceed the carrying amount of goodwill). At September 30, 2021, the Company determined that there was no impairment to goodwill. Contingent Consideration Contingent consideration is initially measured at fair value on the date of the acquisition. The liabilities are remeasured at fair value on each reporting date, with changes in the fair value reflected in other income on our Consolidated Statements of Operations. As of September 30, 2021, contingent consideration recorded relates to the acquisition of Hark and Bonaccord. Debt Issuance Costs Costs incurred which are directly related to the issuance of debt are deferred and amortized on a straight-line basis over the terms of the underlying obligation, which approximates the effective interest method, and are presented as a reduction to the carrying value of the associated debt on our Consolidated Balance Sheets. As these costs are amortized, they are included in interest expense, net within our Consolidated Statements of Operations. Redeemable Noncontrolling Interest Redeemable noncontrolling interest represents third party and related party interests in the Company's consolidated subsidiary, P10 Intermediate. This interest is redeemable at the option of the investors and therefore is not treated as permanent equity. Redeemable noncontrolling interest is presented at the greater of its carrying amount or redemption value at each reporting date in the Company’s Consolidated Balance Sheets. Any changes in redemption value are recorded to retained earnings, or in the absence of retained earnings, additional paid-in capital. See Note 16 for additional information. Treasury Stock The Company records common stock purchased for treasury at cost. At the date of subsequent reissuance, the treasury stock account is reduced by the cost of such stock using the average cost method. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independent and knowledgeable parties who are willing and able to transact for an asset or liability at the measurement date. We use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs when determining fair value and then we rank the estimated values based on the reliability of the inputs used following the fair value hierarchy set forth by the FASB. As of September 30, 2021 and December 31, 2020, we used the following valuation techniques to measure fair value for assets and there were no changes to these methodologies during the periods presented: Level 1—Assets were valued using the closing price reported in the active market in which the individual security was traded. Level 2—Assets were valued using quoted prices in markets that are not active, broker dealer quotations, and other methods by which all significant inputs were observable at the measurement date. Level 3—Assets were valued using unobservable inputs in which little or no market data exists as reported by the respective institutions at the measurement date. The carrying values of financial instruments comprising cash and cash equivalents, prepaid assets, accounts payable, accounts receivable and due from related parties approximate fair values due to the short-term maturities of these instruments. The fair value of the credit and guarantee facility approximates the carrying value based on the interest rates which approximate current market rates. The carrying values of the seller notes payable and tax amortization benefits approximate fair value. As of September 30, 2021 , the Company has a contingent consideration liability related to the acquisitions of Hark and Bonaccord that is measured at fair value. The Company measures these liabilities on a recurring basis. Revenue Recognition Revenue is recognized when, or as, the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services. While the determination of who is the customer in a contractual arrangement will be made on a contract-by-contract basis, the customer will generally be the investment fund for the Company’s significant management and advisory contracts. Management and Advisory Fees The Company earns management fees for asset management services provided to the Funds where the Company has discretion over investment decisions. The Company primarily earns fees for advisory services provided to clients where the Company does not have discretion over investment decisions. Management and advisory fees received in advance reflects the amount of fees that have been received prior to the period the fees are earned. These fees are recorded as deferred revenue on the Consolidated Balance Sheets. For asset management and advisory services, the Company typically satisfies its performance obligations over time as the services are rendered, since the customers simultaneously receive and consume the benefits provided as the Company performs the service. The transaction price is the amount of consideration to which the Company expects to be entitled based on the terms of the arrangement. For certain funds, management fees are initially calculated based on committed capital during the investment period and on net invested capital through the remainder of the fund’s term. Additionally, the management fee may step down for certain funds depending on the contractual arrangement. Advisory services are generally based upon fixed amounts and billed quarterly. Other advisory services include transaction and management fees associated with managing the origination and ongoing compliance of certain investments. Other Revenue Other revenue on our Consolidated Statements of Operations primarily consists of subscriptions, consulting agreements and referral fees. The subscription and consulting agreements typically have renewable one-year lives, and revenue is recognized ratably over the current term of the subscription or the agreement. If subscriptions or fees have been paid in advance, these fees are recorded as deferred revenue on our Consolidated Balance Sheets. Referral fee revenue is recognized upon closing of certain opportunities. Income Taxes Current income tax expense represents our estimated taxes to be paid or refunded for the current period. In accordance with ASC 740, Income Taxes (“ASC 740”), we recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount we believe is more likely than not to be realized. Uncertain tax positions are recognized only when we believe it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. We recognize interest and penalties, if any, related to uncertain tax positions in income tax expense. We file various federal and state and local tax returns based on federal and state local consolidation and stand-alone tax rules as applicable. Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing net income attributable to common stockholders by the weighted-average number of common shares. Diluted EPS includes the determinants of basic EPS and common stock equivalents outstanding during the period adjusted to give effect to potentially dilutive securities. See Note 15 for additional information. The numerator in the computation of diluted EPS is impacted by the redeemable convertible preferred shares issued by P10 Intermediate since these preferred shares are convertible into common shares of P10 Intermediate. Under the if converted method, diluted EPS reflects a reduction in earnings that P10 would recognize by owning a smaller percentage of P10 Intermediate when the preferred shares are assumed to be converted. The denominator in the computation of diluted EPS is impacted by additional common shares that would have been outstanding if dilutive potential shares of common stock had been issued. Potential shares of common stock that may be issued by the Company include shares of common stock that may be issued upon exercise of outstanding stock options. Under the treasury stock method, the unexercised options are assumed to be exercised at the beginning of the period or at issuance, if later. The assumed proceeds are then used to purchase shares of common stock at the average market price during the period. Stock-Based Compensation Expense Stock-based compensation relates to grants for shares of P10 awarded to our employees. Stock-based compensation cost is estimated at the grant date based on the fair-value of the award, which is determined using the Black Scholes option valuation model and is recognized as expense ratably over the requisite service period of the award, generally five years . The share price used in the Black Scholes model is based on the trading price of our shares on the OTC Market. Expected life is based on the vesting period and expiration date of the option. Stock price volatility is estimated based on a group of similar publicly traded companies determined to be most reflective of the expected volatility of the Company due to the nature of operations of these entities. The risk-free rates are based on the U.S. Treasury yield in effect at the time of grant. Forfeitures are recognized as they occur. Segment Reporting The Company operates as an integrated private markets solution provider and a single operating segment. According to ASC 280, Disclosures about Segments of an Enterprise and Related Information , operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker(s) in deciding how to allocate resources and in assessing performance. Business Acquisitions In accordance with ASC 805, Business Combinations (“ASC 805”), the Company identifies a business to have three key elements; inputs, processes, and outputs. While an integrated set of assets and activities that is a business usually has outputs, outputs are not required to be present. In addition, all the inputs and processes that a seller uses in operating a set of assets and activities are not required if market participants can acquire the set of assets and activities and continue to produce outputs. In addition, the Company also performs a screen test to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, the set of assets is not a business. If the set of assets and activities is not considered a business, it is accounted for as an asset acquisition using a cost accumulation model. In the cost accumulation model, the cost of the acquisition, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. The Company includes the results of operations of acquired businesses beginning on the respective acquisition dates. In accordance with ASC 805, the Company allocates the purchase price of an acquired business to its identifiable assets and liabilities based on the estimated fair values using the acquisition method. The excess of the purchase price over the amount allocated to the assets and liabilities, if any, is recorded as goodwill. The excess value of the net identifiable assets and liabilities acquired over the purchase price of an acquired business is recorded as a bargain purchase gain. The Company uses all available information to estimate fair values of identifiable intangible assets and property acquired. In making these determinations, the Company may engage an independent third-party valuation specialist to assist with the valuation of certain intangible assets, notes payable, and tax amortization benefits. The consideration for certain of our acquisitions may include liability classified contingent consideration, which is determined based on formulas stated in the applicable purchase agreements. The amount to be paid under these arrangements is based on certain financial performance measures subsequent to the acquisitions. The contingent consideration included in the purchase price is measured at fair value on the date of the acquisition. The liabilities are remeasured at fair value on each reporting date, with changes in the fair value reflected in general, administrative and other on our Consolidated Statements of Operations. For business acquisitions, the Company recognizes the fair value of goodwill and other acquired intangible assets, and estimated contingent consideration at the acquisition date as part of purchase price. This fair value measurement is based on unobservable (Level 3) inputs. Recent Accounting Pronouncements The Company adopted ASU No. 2017-04, Intangibles—Goodwill and Other (“ASC 350”) Simplifying the Test for Goodwill Impairment on January 1, 2020. The adoption of this new guidance did not have a material impact on our Consolidated Financial Statements and related disclosures. The Company adopted ASU No. 2018-13, Fair Value Measurement (“ASC 820”): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement on January 1, 2020. The adoption of this new guidance did not have a material impact on our Consolidated Financial Statements and related disclosures. The Company adopted ASU No. 2018-07, Compensation—Stock Compensation ("Topic 718"): Improvements to Nonemployee Share-Based Payment Accounting , on December 15, 2018. This guidance was related to the restricted stock awards granted to our board members as compensation for their participation on our board in the third quarter of 2021. The adoption of this new guidance did not have a material impact on our Consolidated Financial Statements and related disclosures. The Company adopted ASU No. 2019-12, Income Taxes ("Topic 740"): Disclosure Framework - Simplifying the Accounting for Income Taxes , in January 1, 2021, which simplified the accounting for income taxes by removing certain exceptions to the general principles of Topic 740 and clarifying and amending existing guidance. The adoption of this standard did not have a material impact on our financial statements. Pronouncements not yet adopted In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 provides amendments to ASC 326, Financial Instruments - Credit Losses , which replaces the incurred loss impairment model with a current expected credit loss (“CECL”) model. CECL requires a company to estimate lifetime expected credit losses based on relevant information about historical events, current conditions and reasonable and supportable forecasts. The guidance must be applied using the modified retrospective adoption method on January 1, 2023, with early adoption permitted. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | Note 3. Acquisitions Five Points Capital On April 1, 2020 , we completed the acquisition of 100 % of the capital stock of Five Points, an independent private equity manager focused exclusively on the U.S. lower middle market. The transaction was accounted for as a business combination under the acquisition method of accounting pursuant to ASC 805. The following is a summary of consideration paid: Fair Value Cash $ 46,751 Preferred stock 20,100 Total purchase consideration $ 66,851 Consideration paid in the transaction consisted of both cash and equity. See Note 16 for additional information on the preferred stock issued in the connection with the acquisition of Five Points. In connection with the acquisition, the Company incurred a total of $ 2.3 million of acquisition-related expenses. Of the total acquisition-related expenses, $ 0 and $ 0 million were recorded during the nine and three months ended September 30, 2021 and $ 1.1 and $ 0 million were recorded during the nine and three month ended September 30, 2020, respectively. These costs are included in professional fees on our Consolidated Statements of Operations. The following table presents the fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 111 Accounts receivable 295 Due from related parties 27 Prepaid expenses and other 13 Property and equipment 87 Right-of-use assets 339 Intangible assets 23,960 Total assets acquired $ 24,832 LIABILITIES Accounts payable $ 358 Accrued expenses 390 Long-term lease obligation 339 Deferred tax liability 5,524 Total liabilities assumed $ 6,611 Net identifiable assets acquired $ 18,221 Goodwill 48,630 Net assets acquired $ 66,851 The following table presents the fair value of identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management contracts $ 19,900 10 Value of trade name 4,060 10 Total identifiable intangible assets $ 23,960 Goodwill The goodwill recorded as part of the acquisition includes benefits that management believes will result from the acquisition, including expanding the Company’s product offering into private credit. The goodwill is no t expected to be deductible for tax purposes. Acquisition of TrueBridge Capital On October 2, 2020 , the Company completed the acquisition of 100 % of the issued and outstanding membership interests of TrueBridge for a total consideration of $ 189.1 million, which includes cash, contingent consideration and preferred stock of P10 Intermediate. TrueBridge is a leading venture capital firm that invests in both venture funds and directly in select venture-backed companies. The transaction was accounted for as a business combination under the acquisition method of accounting pursuant to ASC 805. The following is a summary of consideration paid: Fair Value Cash $ 94,216 Contingent consideration 572 Preferred stock 94,350 Total purchase consideration $ 189,138 A net cash amount of $ 89.5 million was financed through an amendment to the existing term loan under the credit and guarantee facility with HPS Investment Partners, LLC (“HPS”), an unrelated party. The additional draw has the same terms as the existing Facility including the maturity date. See Note 16 for additional information on the preferred stock issued in the connection with the acquisition of TrueBridge. Included in total consideration is $ 572 thousand of contingent consideration, representing the fair value of expected future payments on the date of the acquisition. The amount ultimately owed to the sellers is based on achieving specific fundraising targets, and all amounts under this arrangement were paid by October 2021. As of September 30, 2021 , the fair value of the remaining contingent consideration totaled $ 209 thousand. For the nine months ended September 30, 2021 , a total of $ 518 thousand was paid to the sellers of Truebridge and $ 134 thousand in expense was recognized in other income on the Consolidated Statements of Operations for the change in estimated value of the contingent consideration. In connection with the acquisition, the Company incurred a total of $ 1.7 million of acquisition-related expenses. Of the total acquisition-related expenses, $ 0 and $ 0 were recorded during the nine and three months ended September 30, 2021 and $ 1.6 and $ 1.2 million were recorded during the nine and three months ended September 30, 2020, respectively. The following table presents the fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 6,537 Accounts receivable 14 Due from related parties 55 Prepaid expenses and other 60 Property and equipment 1,061 Right-of-use assets 1,627 Intangible assets 43,600 Total assets acquired $ 52,954 LIABILITIES Accounts payable $ 20 Accrued expenses 323 Deferred revenues 6,491 Long-term lease obligation 2,031 Deferred tax liability 5,518 Total liabilities assumed $ 14,383 Net identifiable assets acquired $ 38,571 Goodwill 150,567 Net assets acquired $ 189,138 The following table presents the fair value of identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management contracts $ 34,100 10 Value of trade name $ 7,300 10 Value of technology 2,200 4 Total identifiable intangible assets $ 43,600 Goodwill The goodwill recorded as part of the acquisition includes the expected benefits that management believes will result from the acquisition, including the Company’s build out of its investment product offering. Approximately $ 73.7 million of goodwill is expected to be deductible for tax purposes. Acquisition of Enhanced On December 14, 2020 , the Company completed the acquisition of 100 % of the equity interest in ECG and a non-controlling interest in ECP’s outstanding equity, comprised of a 49% voting interest and a 50% economic interest, for total consideration of $ 111.0 million. The consideration included cash, estimated working capital adjustments and preferred stock of P10 Intermediate. ECG is an alternative asset manager and provider of tax credit transaction and consulting services focused on underserved areas and other socially responsible end markets such as renewable energy (impact investing). The alternative asset management business includes providing management, transaction, and consulting services to various entities which have historically been wholly owned by subsidiaries and affiliates of ECG. ECP’s primary business is to participate in various state sponsored premium tax credit investment programs through debt, equity, and equity-related investments. The acquisition of ECG was accounted for as a business combination under the acquisition method of accounting pursuant to ASC 805, while ECP is reported as an unconsolidated investee of P10 and accounted for under the equity method of accounting. Upon the completion of the acquisitions, certain agreements contemplated in the Securities Purchase Agreement became effective immediately upon the closing of the acquisitions. The allocation of the consideration paid for the assets acquired and liabilities assumed takes into consideration the fact that these agreements occurred contemporaneously with the closing of the acquisitions. Prior to and through the date of the acquisition by the Company, ECG had certain consolidated subsidiaries and funds whose primary activities consisted of issuing qualified debt or equity instruments to tax credit investors in order to make investments in qualified businesses, which are referred to as the “Permanent Capital Subsidiaries.” Pursuant to a Reorganization Agreement, upon the closing of P10’s acquisition of ECG, the Permanent Capital Subsidiaries were contributed by ECG to Enhanced Permanent Capital, LLC (“Enhanced PC”), a newly formed entity. In exchange for this contribution of the Permanent Capital Subsidiaries, ECG obtained a non-controlling equity interest in Enhanced PC. The ownership in Enhanced PC was evaluated by management, and it was determined to be a variable interest. However, ECG was concluded to not be the primary beneficiary of Enhanced PC and, accordingly, Enhanced PC is not consolidated by ECG. Rather, the interest in Enhanced PC is reflected as an equity method investment by ECG. In addition to the Reorganization Agreement, see Note 11 for information on the Advisory Agreement and Administrative Services Agreement. The acquisition of the equity interests in ECG and ECP were negotiated simultaneously for a single purchase price. The following tables illustrate the consideration paid for Enhanced, and the allocation of the purchase price to the acquired assets and assumed liabilities. Fair Value Cash $ 82,596 Estimated post-closing working capital adjustment 1,519 Preferred stock 26,904 Total purchase consideration $ 111,019 A total of $ 66.6 million of the cash consideration was financed through an amendment to the existing term loan under the Facility with HPS. The additional draw has the same terms as the existing Facility, including the maturity date. See Note 16 for additional information on the preferred stock issued in the connection with the acquisition of Enhanced. In connection with the acquisition, the Company incurred a total of $ 3.7 million of acquisition-related expenses. Of the total acquisition-related expenses, $ 77 thousand and $ 0 were recorded during the nine and three months ended September 30, 2021 and $ 0 and $ 0 million were recorded during the nine and three months ended September 30, 2020, respectively. These costs are included in professional fees on our Consolidated Statements of Operations. The acquisition date fair values of certain assets and liabilities, including intangible assets acquired and related weighted average expected lives and deferred income taxes, are provisional and subject to revision within one year of the acquisition date. As such, our estimates of fair values are pending finalization, which may result in adjustments to goodwill. The following table presents the provisional fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 2,752 Restricted cash 254 Accounts receivable 3,424 Due from related parties 257 Prepaid expenses and other assets 2,099 Investment in unconsolidated subsidiaries 2,158 Intangible assets 36,820 Total assets acquired $ 47,764 LIABILITIES Accrued expenses $ 551 Other liabilities 288 Deferred revenues 2,110 Due to related parties 2,059 Debt obligations 1,693 Deferred tax liability 3,318 Total liabilities assumed $ 10,019 Net identifiable assets acquired $ 37,745 Goodwill 73,274 Net assets acquired $ 111,019 The following table presents the provisional fair value of identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management and advisory contracts $ 30,820 12 Value of trade name 6,000 10 Total identifiable intangible assets $ 36,820 Goodwill The goodwill recorded as part of the acquisition includes the expected benefits that management believes will result from the acquisition, including the Company’s build out of its investment product offering. Approximately $ 18.7 million of goodwill is expected to be deductible for tax purposes. Acquisition of Bonaccord On September 30, 2021 , the Company completed the purchase of Bonaccord for total consideration of $ 55.9 million, which includes cash and contingent consideration. Bonaccord is engaged in the business of acquiring minority interests in alternative asset mangement companies focused on private market strategies which may include private equity, private client, real estate, and real asset strategies. The acquisition was accounted for as a business combination under the acquisition method of accounting pursuant to ASC 805. The following is a summary of consideration paid: Fair Value Cash $ 38,926 Contingent consideration 16,970 Total purchase consideration $ 55,896 A total of $ 35.0 million of the cash consideration was financed through an amendment to the existing term loan under the facility with HPS. The additional draw has the same terms as the existing Facility, including the maturity date. Included in total consideration is $ 17.0 million of contingent consideration, representing the fair value of expected future payments on the date of the acquisition. The amount ultimately owed to the sellers is based on achieving specific revenue related targets, and all amounts under this arrangement are expected to be paid by October 2027. Total payment ranges from $ 0 to $ 20.0 million. The fair value is based on the scenario based method. The assumptions used in the analysis are inherently subjective; therefore, the ultimate amount of the liability may differ materially from the current estimate. As of September 30, 2021 , the estimated fair value of the remaining contingent consideration totaled $ 17.0 million. A total of $ 0 was paid to the sellers of Bonaccord and $ 0 in expense was recognized in other income on the Consolidated Statements of Operations for the change in estimated value of the contingent consideration. In connection with the acquisition, the Company incurred a total of $ 1.9 million of acquisition-related expenses. Of the total acquisition-related expenses, $ 1.9 million and $ 1.9 were recorded during the nine months and three months ended September 30, 2021 and $ 0 and $ 0 million were recorded for the nine and three months ended September 30, 2020, respectively. Of these costs, $ 1.6 millions relates to a one time bonus to employees associated with the acquisition, which is included in compensation and benefits on the consolidates statements of operations. The remaining costs are included in professional fees on the Consolidated Statement of Operations. The acquisition date fair value of certain assets and liabilities, including intangible assets acquired and related weighted average expected lives are provisional and subject to revision within one year of the acquisition date. As such, our estimates of fair values are pending finalization, which may result in adjustments to goodwill. The following table presents the provisional fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Prepaid expenses and other assets 9 Investment in partnership 1,396 Intangible assets 12,480 Total assets acquired $ 13,885 LIABILITIES Accrued expenses $ 919 Total liabilities assumed $ 919 Net identifiable assets acquired $ 12,966 Goodwill 42,930 Net assets acquired $ 55,896 The following table presents the provisional fair value of the identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management and advisory contracts $ 8,930 8 Value of trade name 3,550 10 Total identifiable intangible assets $ 12,480 In connection with the acquisition, Bonaccord entered a Strategic Alliance Agreement ("SAA"), providing a third-party the right to receive 15 % of the net management fee earnings, which includes the management fees minus applicable expenses, for Bonaccord Fund I ("Fund I"), paid quarterly. Within 60 days following the final closing of the next fund, Bonaccord Fund II ("Fund II"), the third-party has the opportunity to acquire equity interests in Bonaccord based on the amount of commitment made to subsequent Funds II and III that ranges from 0.1 %- 9.9 % of equity in Bonaccord. If within 60 days of the final closing of Funds II and III, the third-party has not met specific equity commitments in the SAA, Bonaccord may elect to repurchase the equity interests at fair market value. In addition to this SAA, there is another agreement with a third-party, similar to a placement fee arrangement, whereby they will receive 5 % of net management fee revenues for Fund I. Goodwill The goodwill recorded as part of the acquisition includes the expected benefits that management believes will result from the acquisition, including the Company’s build out of its investment product offering. Approximately $ 42.9 million of goodwill is expected to be deductible for tax purposes. Acquisition of Hark On September 30, 2021 , the Company completed the purchases of Hark for total consideration of $ 7.2 million, which includes $ 5.0 million of cash and $ 2.2 million of estimated contingent consideration. The acquisition was accounted for as a business combination under the acquisition method of accounting pursuant to ASC 805. Hark is engaged in the business of making loans to portfolio companies that are owned or controlled by financial sponsors, such as private equity funds or venture capital funds, and which do not meet traditional direct lending underwriting criteria, but where the repayment of the loan by the portfolio company is guaranteed by its financial sponsor. T he provisional fair value consisted of $ 2.5 million in net assets and $ 4.7 million in goodwill. Identifiable Intangible Assets The fair value of management and advisory contracts acquired were estimated using the excess earnings method. Significant inputs to the valuation model include existing revenue, estimates of expenses and contributory asset charges, the economic life of the contracts and a discount rate based on a weighted average cost of capital. The fair value of trade names acquired were estimated using the relief from royalty method. Significant inputs to the valuation model include estimates of existing and future revenue, estimated royalty rate, economic life and a discount rate based on a weighted average cost of capital. The fair value of technology acquired was estimated using the relief from royalty method. Significant inputs to the valuation model include a royalty rate, an estimated life and a discount rate. The management and advisory contracts, trade names and the acquired technology all have a finite useful life. The carrying value of the management fund and advisory contracts and trade names will be amortized in line with the pattern in which the economic benefits arise and are reviewed at least annually for indicators of impairment in value that is other than temporary. The technology will be amortized on a straight-line basis. Pro-forma Financial Information The following unaudited pro forma condensed consolidated results of operations of the Company assumes the acquisitions of Five Points, TrueBridge, Enhanced, and Bonaccord were completed on January 1, 2020: For the Nine Months Ended September 30, 2021 2020 Revenue $ 120,057 $ 90,075 Net income attributable to P10 12,749 5,435 Pro forma adjustments include revenue and net income (loss) of the acquired business for each period. Other pro forma adjustments include intangible amortization expense and interest expense based on debt issued or repaid in connection with the acquisitions as if the acquisitions were completed on January 1, 2020 . The pro forma adjustments also give effect to the reorganization of Enhanced and formation of Enhanced Permanent Capital, as well as the impacts of the advisory services agreement as further described at Note 11. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 4. Revenue The following presents revenues disaggregated by product offering: For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Management and advisory fees $ 37,939 $ 15,222 $ 104,029 $ 41,821 Subscriptions 153 156 486 496 Consulting agreements and referral fees — — 150 55 Other revenue 53 3 236 310 Total revenues $ 38,145 $ 15,381 $ 104,901 $ 42,682 |
Note Receivable
Note Receivable | 9 Months Ended |
Sep. 30, 2021 | |
Receivables [Abstract] | |
Note Receivable | Note 5. Note Receivable The Company's note receivable consists of an Advance Agreement and Secured Promissory Note that was executed on September 30, 2021 between the Company and BCP Partners Holdings, LP ("BCP") to lend funds to cover their GP commitments. This agreement provides for a note to BCP for $ 5.0 million, of which $ 2.3 million was drawn as of September 30, 2021 with a maturity date of September 30, 2031 . The note will earn interest at the greater of (i) the applicable federal rate that must be charged to avoid imputation of interest under Section 1274(d) of the code and (ii) 5.5 %. Interest will be paid on December 31st of each year commencing December 31, 2021. Principal payments will be made periodically from mandatory payments from available cash flows at BCP. As of September 30, 2021 and December 31, 2020, the balance was $ 2.3 million and $ 0 , respectively. The Company recognized interest revenue of $ 0 and $ 0 million for the nine and three months ended September 30, 2021 and 2020, respectively. |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | Note 6. Variable Interest Entities Consolidated VIEs The Company consolidates certain VIEs for which it is the primary beneficiary. VIEs consist of certain operating entities not wholly owned by the Company and include P10 Intermediate, Holdco, RCP 2, RCP 3, TrueBridge, Hark and Bonaccord. See Note 2 for more information on the Company’s accounting policies related to the consolidation of VIEs. The assets of the consolidated VIEs totaled $ 418.3 million and $ 361.7 million as of September 30, 2021 and December 31, 2020 , respectively. The liabilities of the consolidated VIEs totaled $ 325.9 million and $ 287.1 million as of September 30, 2021 and December 31, 2020, respectively. The assets of our consolidated VIE’s are owned by those entities and not generally available to satisfy P10’s obligations, and the liabilities of our consolidated VIE’s are obligations of those entities and their creditors do not generally have recourse to the assets of P10. Unconsolidated VIEs Through its subsidiary, ECG, the Company holds variable interests in the form of direct equity interests in certain VIEs that are not consolidated because the Company is not the primary beneficiary. The Company's maximum exposure to loss is limited to the potential loos of assets recognized by the Company relating to these unconsolidated entities. |
Investment In Unconsolidated Su
Investment In Unconsolidated Subsidiaries | 9 Months Ended |
Sep. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Subsidiaries | Note 7. Investment in Unconsolidated Subsidiaries The Company’s investment in unconsolidated subsidiaries consist of equity method investments primarily related to ECG’s tax credit finance and asset management activities. As of September 30, 2021 , investment in unconsolidated subsidiaries totaled $ 2.0 million, of which $ 1.4 million related to ECG’s asset management businesses and $ 0.6 million related to ECG’s tax credit finance businesses. As of December 31, 2020 , investment in unconsolidated subsidiaries totaled $ 2.2 million, of which $ 2.0 million related to ECG’s asset management businesses and $ 0.2 million related to ECG’s tax credit finance businesses. Asset Management ECG manages some of its alternative asset management funds through various unconsolidated subsidiaries and records these investments under the equity method of accounting. ECG recorded its share of income in the amount of $ 0.8 and $ 0.3 million for the nine and three months ended September 30, 2021 and $ 0 and $ 0 million for the nine and three months ended September 30, 2020 , respectively. For the nine and three months ended September 30, 2021, ECG made $ 0 and $ 0 capital contributions and received distributions of $ 1.4 and $ 0.1 million. Tax Credit Finance ECG provides a wide range of tax credit transactions and consulting services through various entities which are wholly owned subsidiaries of Enhanced Tax Credit Finance, LLC (“ETCF”), which is a wholly owned subsidiary of ECG. Some of these subsidiaries own nominal interests, typically under 1.0%, in various VIEs and record these investments under the measurement alternative described in Note 2 above. For the nine and three months ended September 30, 2021, ECG made $ 2.6 and $ 0 million of capital contributions and received distributions of $ 2.2 and $ 0 million. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 8. Property and Equipment Property and equipment consist of the following: As of As of September 30, December 31, 2021 2020 Computers and purchased software $ 345 $ 281 Furniture and fixtures 461 449 Leasehold improvements 595 595 Other 3 — $ 1,404 $ 1,325 Less: accumulated depreciation ( 404 ) ( 201 ) Total property and equipment, net $ 1,000 $ 1,124 |
Goodwill and Intangibles
Goodwill and Intangibles | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangibles | Note 9. Goodwill and Intangibles Changes in goodwill for the nine months ended September 30, 2021 is as follows: Balance at December 31, 2020 $ 369,982 Purchase price adjustment ( 188 ) Increase from acquisitions 47,607 Balance at September 30, 2021 $ 417,401 Intangibles consists of the following: As of September 30, 2021 Gross Carrying Accumulated Net Carrying Indefinite-lived intangible assets: Trade names $ 17,350 $ — $ 17,350 Technology 30 — 30 Total indefinite-lived intangible assets 17,380 — 17,380 Finite-lived intangible assets: Trade names 21,500 ( 1,392 ) 20,108 Management and advisory contracts 150,646 ( 53,866 ) 96,780 Technology 8,160 ( 6,122 ) 2,038 Total finite-lived intangible assets 180,306 ( 61,380 ) 118,926 Total intangible assets $ 197,686 $ ( 61,380 ) $ 136,306 As of December 31, 2020 Gross Carrying Accumulated Net Carrying Indefinite-lived intangible assets: Trade names $ 17,350 $ — $ 17,350 Total indefinite-lived intangible assets 17,350 — 17,350 Finite-lived intangible assets: Trade names 17,360 ( 368 ) 16,992 Management and advisory contracts 139,796 ( 33,967 ) 105,829 Technology 8,160 ( 4,593 ) 3,567 Total finite-lived intangible assets 165,316 ( 38,928 ) 126,388 Total intangible assets $ 182,666 $ ( 38,928 ) $ 143,738 Management and advisory contracts and finite lived trade names are amortized over 7 - 16 years and are being amortized in line with pattern in which the economic benefits arise. Technology is amortized on a straight-line basis over 4 years. The amortization expense for each of the next five years and thereafter are as follows: Remainder of 2021 $ 7,980 2022 24,545 2023 21,098 2024 17,532 2025 13,749 Thereafter 34,022 Total amortization $ 118,926 During the nine months ended September 30, 2021, we identified adjustments related to the timing of amortization of certain finite lived intangible assets. The table above has been adjusted to reflect those timing differences. There was no impact to the Consolidated Statement of Operations nor the Consolidated Balance Sheets as the adjustments related to amounts scheduled to be expensed subsequent to December 31, 2020 . We do not believe the impact of the adjustments is material to our consolidated financial statements for any previously issued financial statements taken as a whole, and any impact to our expected net income for future periods has been adjusted for in the table above. |
Debt Obligations
Debt Obligations | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt Obligations | Note 10. Debt Obligations Debt obligations consists of the following: As of As of September 30, December 31, 2021 2020 Gross revolving credit facility state tax credits $ — $ 1,533 Debt issuance costs ( 12 ) ( 25 ) Revolving credit facility state tax credits, net $ ( 12 ) $ 1,508 Gross notes payable to sellers $ 41,064 $ 41,064 Less debt discount ( 8,548 ) ( 9,205 ) Notes payable to sellers, net $ 32,516 $ 31,859 Gross credit and guaranty facility $ 286,847 $ 261,683 Debt issuance costs ( 3,834 ) ( 4,995 ) Credit and guaranty facility, net $ 283,013 $ 256,688 Total debt obligations $ 315,517 $ 290,055 Revolving Credit Facility State Tax Credits Enhanced State Tax Credit Fund III, LLC, a subsidiary of ECG, has a $ 10 million revolving credit facility with a regional financial institution restricted solely for the purchase of allocable state tax credits from various state tax credit incentive programs. The facility bears interest at 0.25 % above the Prime Rate and matures on June 15, 2022 . As of September 30, 2021 and December 31, 2020 , the credit facility had an outstanding balance of $ 0 and $ 1.5 million, respectively, and is reported net of unamortized debt issuance costs on our Consolidated Balance Sheets. As of September 30, 2021 and December 31, 2020 , the Company’s investment in allocable state tax credits was $ 0 and $ 1.5 million. Notes Payable to Sellers On October 5, 2017, the Company issued Secured Promissory Notes Payable (“2017 Seller Notes”) in the amount of $ 81.3 million to the owners of RCP 2 in connection with the acquisition of that entity. The 2017 Seller Notes mature on January 15, 2025 . The 2017 Seller Notes are non-interest bearing and will be paid using cash generated from the business operations and borrowings under the Credit and Guaranty Facility (“Facility”) described below. The 2017 Seller Notes were recorded at their discounted fair value in the amount of $ 78.7 million. Non-cash interest expense was recorded on a periodic basis increasing the 2017 Seller Notes to their gross value. As of September 30, 2021 and December 31, 2020 , the gross value of the 2017 Seller Notes was $ 6.4 million. On January 3, 2018, the Company issued Secured Promissory Notes Payable (“2018 Seller Notes”) in the amount of $ 22.1 million to the owners of RCP 3 in connection with the acquisition of that entity. The 2018 Seller Notes mature on January 15, 2025 . The 2018 Seller Notes are non-interest bearing and will be paid using cash generated from the business operations and borrowings under the Facility described below. The 2018 Seller Notes were recorded at their discounted fair value in the amount of $ 21.2 million. Noncash interest expense was recorded on a periodic basis increasing the 2018 Seller Notes to their gross value. As of September 30, 2021 and December 31, 2020 , the gross value of the 2018 Seller Notes was $ 3.0 million. On January 3, 2018, the Company issued tax amortization benefits in the amount of $ 48.4 million (“TAB Payments”) to the owners of RCP 3 in connection with the acquisition of that entity. The TAB Payments are non-interest bearing and will be paid in equal annual installments beginning April 15, 2023 . The TAB Payments mature on April 15, 2037 . The TAB Payments were recorded at their discounted fair value in the amount of $ 28.9 million. Non-cash interest expense is recorded on a periodic basis increasing the TAB Payments to their gross value. On April 1, 2020, the holders of the TAB Payments contributed $ 16.8 million of their TAB Payments to P10 Intermediate in exchange for receiving 3.3 million shares of Series C preferred stock. The discounted fair value of the TAB Payments received was $ 10.0 million on the date of the Five Points acquisition, April 1, 2020. See Note 16 for additional information. As of September 30, 2021 and December 31, 2020 , the gross value of the 2018 TAB Payments was $ 31.7 million. During the nine and three months ended September 30, 2021, we recorded $ 0.7 and $ 0.3 million and for the nine and three months ended September 30, 2020 , we recorded $ 0.8 million and $ 0.2 million in interest expense related to the TAB Payments, respectively. The 2017 Seller Notes, the 2018 Seller Notes and the TAB Payments are collectively referred to as “Notes payable to sellers” on our Consolidated Financial Statements. Credit and Guaranty Facility The Company’s subsidiary, Holdco, entered into the Facility with HPS as administrative agent and collateral agent on October 7, 2017. The Facility initially provided for a $ 130.0 million senior secured credit facility in order to refinance the existing debt obligations of RCP Advisors and provide for the financing to repay the Seller Notes due resulting from the acquisition of RCP Advisors. The Facility provided for a $ 125 million five-year term, subject to certain EBITDA levels and conditions, and a $ 5 million one-year line of credit. The line of credit was repaid and subsequently expired during 2018. Holdco was permitted to draw up to $ 125 million in aggregate on the term loan in tranches through July 31, 2019 . On October 2, 2020 and December 14, 2020, in connection with the acquisitions of TrueBridge and Enhanced, the term loan under the Facility was amended adding an additional $ 91.4 million and $ 68.0 million to the Facility, respectively. On September 30, 2021, in connection with the acquisition of Bonaccord, the term loan under the Facility was amended adding an additional $ 35.0 million to the Facility. Interest is calculated upon each tranche at LIBOR for either one, two, three, or six months, as selected by Holdco, plus an applicable margin of 6.00 % per annum. To date, Holdco has chosen three-month and six-month LIBOR at the time of each draw and each subsequent repricing at the end of the chosen LIBOR period. Principal is contractually repaid at a rate of 0.75 % of the original tranche draw per calendar quarter. The maturity date of the Facility is October 7, 2022 . Due to the maturity of the Facility being within one year of issuance, the Company assessed its ability to pay its obligations. The Company believes it will be able to fulfill its obligations using cash on hand, cash from continuing operations, and a debt refinancing that the Company is currently negotiating. The Facility contains affirmative and negative covenants typical of such financing transactions, and specific financial covenants which require Holdco to maintain a minimum leverage ratio, asset coverage ratio and a fixed charge ratio. The Facility also contains restrictions regarding the creation of indebtedness, the occurrence of mergers or consolidations, the payment of dividends and other restrictions. As of September 30, 2021 , Holdco was in compliance with all the financial covenants required under the Facility. The outstanding balance of the Facility was $ 286.8 million and $ 261.7 million as of September 30, 2021 and December 31, 2020, respectively, and is reported net of unamortized debt issuance costs on our Consolidated Balance Sheets. Phase-Out of LIBOR In July 2017, the UK's Financial Conduct Authority, which regulates LIBOR, announced that it intends to phase out LIBOR as a benchmark by the end of 2021. At the present time, our Facility has a term that extends beyond 2021. The Facility provides for a mechanism to amend the underlying agreements to reflect the establishment of an alternate rate of interest. However, we have not yet pursued any amendment or other contractual alternative to our Facility to address this matter. We are currently evaluating the potential impact of the eventual replacement of the LIBOR interest rate. Debt Payable Future principal maturities of debt as of September 30, 2021 are as follows: Remainder of 2021 $ 2,318 2022 284,529 2023 — 2024 2,111 2025 2,111 Thereafter 36,842 $ 327,911 Debt Issuance Costs Debt issuance costs are offset against the Revolving Credit Facility State Tax Credits and the Credit and Guaranty Facility. Unamortized debt issuance costs for the Credit and Guaranty Facility as of September 30, 2021 and December 31, 2020 were $ 3.8 million and $ 5.0 million, respectively. Unamortized debt issuance costs for the Revolving Credit Facility State Tax Credits as of September 30, 2021 and December 31, 2020 were $ 12 thousand and $ 25 thousand, respectively. Amortization expense related to debt issuance costs totaled $ 2.1 and $ 0.7 million for the nine and three months ended September 30, 2021 and $ 0.5 and $ 0.1 million for the nine and three months ended September 30, 2020, respectively, and are included within interest expense, net on the accompanying Consolidated Statements of Operations. During the nine months ended September 30, 2021 and September 30, 2020 , we recorded $ 0.9 million and $ 0.5 in debt issuance costs, respectively, which is included in debt obligations on the consolidated balance sheets. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11. Related Party Transactions Effective May 1, 2018, P10 started paying a monthly services fee of $ 31.7 thousand for administration and consulting services along with a monthly fee of $ 18.8 thousand for certain reimbursable expenses to 210/P10 Acquisition Partners, LLC, which owns approximately 24.9 % of P10. These services were terminated effective December 31, 2020 . P10 paid $ 0 and $ 0.5 million for administrative and consulting services and reimbursable expenses respectively for the nine months ended September 30, 2021 and September 30, 2020. Effective January 1, 2021, the Company entered into a sublease with 210 Capital, LLC, a related party, for office space serving as our corporate headquarters. The monthly rent expense is $ 20.3 thousand, and the lease expires December 31, 2029 . P10 has paid $ 0.2 million and $ 0 in rent to 210 Capital, LLC for the nine months ended September 30, 2021 and September 30, 2020, respectively. On June 30, 2020, RCP 2 entered into an intercompany services agreement with Five Points whereby RCP 2 will provide certain accounting, human resources, back office, administrative functions and such other services to Five Points as mutually agreed upon from time to time. In consideration for the services provided, Five Points shall pay RCP 2 a quarterly fee in the amount of $ 850 thousand. As a result of the agreement, Five Points paid RCP 2 $ 2.6 million and $ 1.7 million for the nine months ended September 30, 2021 and September 30, 2020, respectively. These amounts were eliminated in consolidation. Effective April 1, 2020, P10 Intermediate pays a quarterly management fee of $ 250 thousand to Keystone Capital XXX, LLC, which is the holder of the Series B preferred shares issued by P10 Intermediate in connection with the acquisition of Five Points. As a result of that agreement, P10 Intermediate paid $ 0.8 million and $ 0.5 million for the nine months ended September 30, 2021 and September 30, 2020, respectively. See Note 16 below for additional information. As described in Note 1, through its subsidiaries, the Company serves as the investment manager to the Funds. Certain expenses incurred by the Funds are paid upfront and are reimbursed from the Funds as permissible per fund agreements. As of September 30, 2021, the total accounts receivable from the Funds totaled $ 1.7 million , of which $ 0.7 million related to reimbursable expenses and $ 1.0 million related to fees earned but not yet received. As of December 31, 2020 , the total accounts receivable from the Funds totaled $ 2.6 million, of which $ 0.6 million related to reimbursable expenses and $ 2.0 million related to fees earned but not yet received. In certain instances, the Company may incur expenses related to specific products that never materialize. Upon the closing of the Company’s acquisition of ECG and ECP, the Advisory Agreement between ECG and Enhanced PC immediately became effective. Under this agreement, ECG will provide advisory services to Enhanced PC related to the assets and operations of the permanent capital subsidiaries owned by Enhanced PC, as contributed by both ECG and ECP. In exchange for those services, which commenced on January 1, 2021, ECG will receive advisory fees from Enhanced PC based on a declining fixed fee schedule totaling $ 76.0 million over 7 years . This agreement is subject to customary termination provisions. For the nine and three months ended September 30, 2021, advisory fees earned or recognized under this agreement were $ 14.3 and $ 4.8 million and were $ 0 and $ 0 million for the nine and three months ended September 30, 2020, respectively, and is reported in management and advisory fees on the Consolidated Statement of Operations. Upon the closing of the Company’s acquisition of ECG and ECP, the Administrative Services Agreement between ECG and Enhanced Capital Holdings, Inc. (“ECH”), the entity which holds a controlling equity interest in ECP, immediately became effective. Under this agreement, ECG will pay ECH for the use of their employees to provide services to Enhanced PC at the direction of ECG. The Company recognized $ 6.1 and $ 0.9 million for the nine and three months ended September 30, 2021 and $ 0 and $ 0 for the nine and three months ended September 30, 2020, respectively, related to this agreement within compensation and benefits on our Consolidated Statements of Operations. Upon the closing of Bonaccord on September 30, 2021, an Advance Agreement and Secured Promissory Note was signed with BCP, an entity that was formed by employees of the Company. For details, see Note 5. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 12. Commitments and Contingencies Operating Leases The Company leases office space and various equipment under non-cancelable operating leases, with the longest lease expiring in 2027. These lease agreements provide for various renewal options. Rent expense for the various leased office space and equipment was approximately $ 1.6 and $ 0.5 million for the nine and three months ended September 30, 2021 and $ 0.9 and $ 0.3 million for the nine and three months ended September 30, 2020, respectively. The following table presents information regarding the Company’s operating leases as of September 30, 2021: Operating lease right-of-use assets $ 7,095 Operating lease liabilities $ 8,126 Cash paid for lease liabilities $ 1,719 Weighted-average remaining lease term (in years) 4.56 Weighted-average discount rate 5.13 % The future contractual lease payments as of September 30, 2021 are as follows: Remainder of 2021 $ 576 2022 2,184 2023 2,180 2024 2,011 2025 854 Thereafter 1,260 Total undiscounted lease payments 9,065 Less discount ( 939 ) Total lease liabilities $ 8,126 Contingencies We may be involved, either as plaintiff or defendant, in a variety of ongoing claims, demands, suits, investigations, tax matters and proceedings that arise from time to time in the ordinary course of our business. We evaluated all potentially significant litigation, government investigations, claims or assessments in which we are involved and do not believe that any of these matters, individually or in the aggregate, will result in losses that are materially in excess of amounts already recognized, if any. COVID-19 In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) a global pandemic, which has resulted in significant disruption and uncertainty in the global economic markets. The extent of the operational and financial impact the COVID-19 pandemic may have on the Company has yet to be determined and is dependent on its duration and spread, any related operational restrictions and the overall economy. Currently, we have activated our Business Continuity Plan, which assures the ability for all aspects of our business to continue operating without interruption. COVID-19 has not negatively impacted our business in a material way and our business continuity plan is operating as planned with limited interruptions. We are closely monitoring developments related to COVID-19 and assessing any negative impacts to our business. It is possible that our future results may be adversely affected by slowdowns in fundraising activity and the pace of capital deployment, which could result in delayed or decreased management fees. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 13. Income Taxes The Company calculates its tax provision using the estimated annual effective tax rate methodology. The tax expense or benefit caused by an unusual or infrequent item is recorded in the quarter in which it occurs. To the extent that information is not available for the Company to fully determine the full year estimated impact of an item of income or tax adjustment, the Company calculates the tax impact of such item discretely. Based on these methodologies, the Company’s effective income tax rate for the nine months ended September 30, 2021 was 25.41 %. The effective tax rate differs from the statutory rate of 21 % primarily due to the release of valuation allowance, expiration of NOL, a partnership non-controlling interest, nonconsolidated subsidiaries, and state taxes. The Company records deferred tax assets and liabilities for the future tax benefit or expense that will result from differences between the carrying value of its assets for income tax purposes and for financial reporting purposes, as well as for operating loss and tax credit carryovers. A valuation allowance is recorded to bring the net deferred tax assets to a level that, in management's view, is more likely than not to be realized in the foreseeable future. This level will be estimated based on a number of factors, especially the amount of net deferred tax assets of the Company that are actually expected to be realized, for tax purposes, in the foreseeable future. As of September 30, 2021, the Company recorded a $ 12.9 million valuation allowance against deferred tax assets mostly related to partnership outside basis difference and note impairment. The Company is subject to examination by the United States Internal Revenue Service as well as state, local and tax authorities. The Company is not currently under audit. In December 2019, the FASB issued ASU No. 2019-12 Income Taxes (Topic 740) - Disclosure Framework - Simplifying the Accounting for Income Taxes, which simplified the accounting for income taxes by removing certain exceptions to the general principles of Topic 740 and clarifying and amending existing guidance. We adopted this new standard as of September 30, 2021. The adoption of this standard did not have a material impact on our financial statements. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Note 14. Stockholders' Equity Equity-Based Compensation On July 20, 2021, the Board of Directors approved the P10 Holdings, Inc. 2021 Stock Incentive Plan (the "Plan"), which replaced the 2018 Incentive Plan, our previously existing equity compensation plan. The Plan provides for the issuance of 1,000,000 shares available for grant, in addition to those approved in the 2018 Incentive Plan ("2018 Plan"), for a total of 10,000,000 shares. Per the Plan, the Compensation Committee of the Board of Directors may issue equity-based awards including stock appreciation rights, restricted stock units and restricted stock awards. Options previously granted under the 2018 Incentive Plan vest over a period of up to four years and five years , respectively. The term of each option is no more than ten years from the date of grant. When the options are exercised, the Board of Directors has the option of issuing shares of common stock or paying a lump sum cash payment on the exercise date equal to the difference between the common stock’s fair market value on the exercise date and the option price. All future awards will be granted under the Plan, and no additional awards will be granted under the 2018 Plan. A summary of stock option activity for the nine months ended September 30, 2021 is as follows: Weighted Average Contractual Life Aggregate Number of Weighted Average Remaining Intrinsic Value Shares Exercise Price (in years) (whole dollars) Outstanding as of December 31, 2020 5,350,800 $ 1.69 7.75 $ 41,442,250 Granted 2,101,750 8.11 Exercised — — Expired/Forfeited ( 320,600 ) 3.27 Outstanding as of September 30, 2021 7,131,950 $ 3.50 7.67 $ 87,034,525 Exercisable as of September 30, 2021 1,178,800 $ 0.60 5.49 $ 17,747,150 The weighted average assumptions used in calculating the fair value of stock options granted during the nine months ended September 30, 2021 and September 30, 2020 were as follows: For the Nine Months Ended September 30, 2021 2020 Expected life 7.5 (yrs) 7.5 (yrs) Expected volatility 40.33 % 36.85 % Risk-free interest rate 1.68 % 1.39 % Expected dividend yield 0.00 % 0.00 % Compensation expense equal to the grant date fair value is recognized for these awards over the vesting period and is included in compensation and benefits on our Consolidated Statements of Operations. The stock-based compensation expense for the nine and three months ended September 30, 2021 was $ 1.5 and $ 0.5 million and for the nine and three months ended September 30, 2020 was $ 0.5 million and $ 0.2 million, respectively. Unrecognized stock-based compensation expense related to outstanding unvested stock options as of September 30, 2021 was $ 8.4 million and is expected to be recognized over a weighted average period of 3.06 years. Any future forfeitures will impact this amount. A summary of restricted stock activity for the nine months ended September 30, 2021 is presented below: Number of Weighted-Average Grant RSAs Date Fair Value Per RSA Outstanding as of December 31, 2020 — $ — Granted 26,582 11.29 Exercised — — Expired/Forfeited — — Outstanding as of September 30, 2021 26,582 $ 11.29 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 15. Earnings Per Share The Company presents basic EPS and diluted EPS for our common stock. Basic EPS excludes potential dilution and is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if shares of common stock were issued pursuant to our stock-based compensation awards. Additionally, diluted EPS reflects the potential dilution that could occur if convertible preferred shares of P10 Intermediate were converted into common shares of P10 Intermediate. The following table presents a reconciliation of the numerators and denominators used in the computation of basic and diluted EPS: For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Numerator: Numerator for basic calculation—Net income/(loss) $ 3,584 $ ( 88 ) $ 7,777 $ 2,880 Adjustment for: Preferred dividends attributable to redeemable 494 153 1,483 306 Proportionate share of subsidiary's earnings ( 1,563 ) ( 233 ) ( 3,599 ) ( 568 ) Numerator for earnings per share Numerator for earnings per share assuming $ 2,515 $ ( 168 ) $ 5,661 $ 2,618 Denominator: Denominator for basic calculation—Weighted- 62,464 62,464 62,464 62,464 Weighted shares assumed upon exercise of stock 4,323 - 4,238 1,978 Denominator for earnings per share assuming dilution 66,787 62,464 66,702 64,442 Earnings per share—basic $ 0.06 $ ( 0.00 ) $ 0.12 $ 0.05 Earnings per share—diluted $ 0.04 $ ( 0.00 ) $ 0.08 $ 0.04 The computations of diluted earnings per share excluded options to purchase 0.0 million and 2.9 million shares of common stock for the three and nine months ended September 30, 2021 and 0.0 million and 2.0 million shares for the three and nine months ended September 30, 2020 , respectively, because the options were anti-dilutive. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2021 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | Note 16. Redeemable Noncontrolling Interest In connection with the closing of the acquisition of Five Points on April 1, 2020, the Company formed a new subsidiary, P10 Intermediate, which was the acquiring entity of Five Points. On April 1, 2020, P10 Intermediate issued three series (A, B and C) of redeemable convertible preferred shares. On October 2, 2020 and December 14, 2020, P10 Intermediate issued two additional series (D and E) in connection with the acquisitions of TrueBridge and Enhanced. The preferred shares on an as-if-converted basis represent approximately 40.9 % of the aggregate issued and outstanding share capital of P10 Intermediate with P10 owning the remaining 59.1 % through its 100 % ownership of the outstanding common stock of P10 Intermediate. The third-party ownership interest represents a noncontrolling interest in P10 Intermediate, which we have a controlling interest in. There are common features among all three series of preferred shares, including: The right to convert each share into a common share of P10 Intermediate ( 1 :1 ratio). The right to require P10 Intermediate to purchase all shares from the preferred shareholder after the 3 rd anniversary of the Five Points acquisition close date unless the Company meets the acquisition threshold (as defined in P10 Intermediate’s Operating Agreement), at which point the right will be extended to the 5 th anniversary. The shares are redeemable at fair market value. P10 Intermediate has the right to exchange, immediately prior to a qualified public offer (as defined in P10 Intermediate’s Operating Agreement), each preferred share into an ordinary share of the new public entity at the then effective and applicable conversion price. Each preferred share accrues dividends at the rate of 1 % of the issue price per annum. In the event of any liquidation, dissolution or winding up of P10 Intermediate, the preferred shareholders have legal rights after the debt holders, but before the notes payable to sellers and common equity holders. Except for certain additional rights granted to the Series B preferred shareholder, each preferred shareholder has a number of votes equal to the number of shares they hold. The voting rights are identical to the common shareholders. The following is a summary of each individual series and any additional features they have: Series A P10 Intermediate issued to the Five Points sellers 6,700,000 shares of Series A redeemable convertible preferred shares at a price of $ 3.00 per share for an aggregate issuance price of $ 20.1 million. These shares were a part of the purchase consideration in the acquisition of Five Points described in Note 3. Series B P10 Intermediate issued to Keystone Capital XXX, LLC (“Keystone”) 10,000,000 shares of Series B redeemable convertible preferred shares at a price of $ 3.00 per share for an aggregate issuance price of $ 30.0 million. The shares were issued in exchange for cash. The cash received was used as part of the cash consideration in the acquisition of Five Points described in Note 3. In addition to the rights listed above, the Series B preferred shares also feature a call option that gives the shareholder the ability to purchase up to an additional 5,000,000 Series B preferred shares at an exercise price of $ 3 per share; provided the option may only be used for funding the cash purchase price of an acquisition and any related fees. The option may only be exercised with respect to a definitive agreement related to an acquisition and the option expires on the second anniversary of the Five Points acquisition close date. On October 2, 2020, in connection with the acquisition of TrueBridge, Keystone exercised its option purchasing 1,333,333 shares of Series B redeemable convertible preferred shares at a price of $ 3.00 per share for an aggregate issuance price of $ 4.0 million. On December 14, 2020, in connection with the acquisition of Enhanced, Keystone exercised its option purchasing 3,333,334 shares of Series B redeemable convertible preferred shares at a price of $ 3.00 per share for an aggregate issuance price of $ 10.0 million. The Series B preferred shareholder is also granted additional protective rights with respect to certain matters. Series C P10 Intermediate issued to the holders of the TAB Payments 3,337,470 shares of Series C redeemable convertible preferred shares at a price of $ 3.00 per share for an aggregate issuance price of $ 10.0 million. The shares were issued in a non-cash exchange for a portion of the TAB Payments held. The gross value of the TAB payments received was $ 16.8 million. Additionally, P10 Intermediate issued to certain key members of Five Points management 333,333 shares of Series C redeemable convertible preferred shares at a price of $ 3.00 per share for an aggregate issuance price of $ 1.0 million. The shares were issued in exchange for cash. Series D P10 Intermediate issued to the TrueBridge sellers 28,590,910 shares of Series D redeemable convertible preferred shares at a price of $ 3.30 per share for an aggregate issuance price of $ 94.4 million. These shares were a part of the purchase consideration in the acquisition of TrueBridge described in Note 3. Additionally, on December 14, 2020, P10 Intermediate issued to certain TrueBridge employees 285,714 shares of Series D redeemable convertible preferred shares at a price of $ 3.50 per share for an aggregate issuance price of $ 1.0 million. The shares were issued in exchange for cash. The Series D preferred shareholders are also granted additional protective rights with respect to certain matters. Series E P10 Intermediate issued to the Enhanced sellers 7,686,925 shares of Series E redeemable convertible preferred shares at a price of $ 3.50 per share for an aggregate issuance price of $ 26.9 million. These shares were a part of the purchase consideration in the acquisition of Enhanced described in Note 3. Additionally, P10 Intermediate issued to certain key members of Enhanced management 100,714 shares of Series E redeemable convertible preferred shares at a price of $ 3.50 per share for an aggregate issuance price of $ 0.4 million. The shares were issued in exchange for cash. Since the preferred shares are redeemable at the option of the holder and the redemption is not solely in the control of the Company, the preferred shares are accounted for as a redeemable noncontrolling interest and classified within temporary equity in the Company’s Consolidated Balance Sheets. The redeemable noncontrolling interest was initially measured at the fair value of the consideration paid. Redemption was not deemed probable by the Company at September 30, 2021 and therefore no subsequent measurement or adjustment was deemed necessary. Dividends on the preferred shares are recognized as preferred dividends attributable to redeemable non-controlling interest in our Consolidated Statements of Operations. The table below presents the reconciliation of changes in redeemable noncontrolling interests: Balance at December 31, 2020 $ 198,439 Issuance of subsidiary preferred stock — Distribution of preferred dividends attributable to ( 720 ) Preferred dividends attributable to redeemable 1,483 Balance at September 30, 2021 $ 199,202 Cumulative dividends in arrears on the preferred stock were $ 1.5 million and $ 0.7 million as of September 30, 2021 and December 31, 2020 , respectively. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 17. Subsequent Events The Company has evaluated subsequent events through November 22, 2021, the date on which these financial statements were available to be issued. There were no significant subsequent events other than the matters described below. Reorganization On October 20, 2021, in connection with the IPO, the Company completed a reorganization and restructure. P10 adopted and filed an amended and restated certificate of incorporation to, among other things, provide for Class A common stock and Class B common stock. All of the existing equity of P10 Holdings, Inc. and its consolidated subsidiaries, including the convertible preferred units of P10 Intermediate, were converted into Class B common stock of P10 on a 1-for-1 basis, while P10 Holdings, Inc. became a wholly owned subsidiary of P10. Conversion of Redeemable Noncontrolling Interest On October 20, 2021, in connection with the IPO and the reorganization, the redeemable noncontrolling interest was converted into Class B common stock of P10. The conversion occurred immediately prior to the reorganization. Initial Public Offering On October 20, 2021, P10 announced the pricing of its initial public offering of 20,000,000 shares of its Class A common stock at a price to the public of $ 12.00 per share. Of the offered shares, 11,500,000 shares of Class A common stock were being sold by P10 and 8,500,000 shares of Class B common stock were being sold by certain stockholders of P10. Shares that were sold by the stockholders were converted to Class A shares upon sale. Trading began on the New York Stock Exchange on October 21, 2021, under the ticker symbol “PX”. The offering closed on October 25, 2021 . The proceeds to the Company from the IPO, before expenses, were approximately $ 138.0 million. Proceeds were primarily used to repay debt obligations of the Company. P10 also underwent a reverse stock split of P10's common stock on a 0.7-for-1 basis pursuant to which every outstanding share of common stock decreased to 0.7 shares. The number of shares have been retrospectively adjusted within these consolidated financial statements. The Company has reviewed the state and federal income tax impacts of the IPO transaction and related restructuring. We have determined that these transactions do not result in a material change to our 2021 effective tax rate or our ability to fully utilize existing net operating losses that existed as of the date of the IPO. As part of the reorganization, P10 assumed the employee benefit plan, incentive compensation plan, and other similar plans. Additionally, the shares authorized under the Plan were increased from 1,000,000 to 3,000,000 . Repayment of Debt Obligations On October 28, 2021, the Company made a payment of $ 1.9 million for the 2017 Seller Notes, $ 0.9 million for the 2018 Seller Notes, and $ 9.6 million for the TAB payments. On October 29, 2021, the Company made a payment for its Facility with HPS of $ 88.6 million, which included an optional repayment of $ 86.8 million, required prepayment of $ 1.2 million, and an interest payment of $ 0.6 million. Option Exercise On November 18, 2021, pursuant to the underwriting agreement, the underwriters elected to fully exercise their option to purchase an additional 3,000,000 shares of Class A common stock for $ 12.00 per share, less underwriting discounts and commissions. These shares are being sold by certain stockholders of P10 and P10 will no t receive any proceeds from the sale of these shares of Class A common stock. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Management believes it has made all necessary adjustments so that the Consolidated Financial Statements are presented fairly and that estimates made in preparing the Consolidated Financial Statements are reasonable and prudent. The Consolidated Financial Statements include the accounts of the Company, its wholly owned or majority-owned subsidiaries and entities in which the Company is deemed to have a direct or indirect controlling financial interest based on either a variable interest model or voting interest model. All intercompany transactions and balances have been eliminated upon consolidation. The results for the nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the full year ended December 31, 2021. Certain entities in which the Company holds an interest are investment companies that follow specialized accounting rules under U.S. GAAP and reflect their investments at estimated fair value. Accordingly, the carrying value of the Company’s equity method investments in such entities retains the specialized accounting treatment. |
Principles of Consolidation | Principles of Consolidation The Company performs the variable interest analysis for all entities in which it has a potential variable interest. If the Company has a variable interest in the entity and the entity is a variable interest entity (“VIE”), we will also analyze whether the Company is the primary beneficiary of this entity and if consolidation is required. Generally, VIEs are entities that lack sufficient equity to finance their activities without additional financial support from other parties, or whose equity holders, as a group, lack one or more of the following characteristics: (a) direct or indirect ability to make decisions, (b) obligation to absorb expected losses or (c) right to receive expected residual returns. A VIE must be evaluated quantitatively and qualitatively to determine the primary beneficiary, which is the reporting entity that has (a) the power to direct activities of a VIE that most significantly impact the VIE's economic performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The primary beneficiary is required to consolidate the VIE for financial reporting purposes. To determine a VIE's primary beneficiary, we perform a qualitative assessment to determine which party, if any, has the power to direct activities of the VIE and the obligation to absorb losses and/or receive its benefits. This assessment involves identifying the activities that most significantly impact the VIE's economic performance and determine whether we, or another party, has the power to direct those activities. When evaluating whether we are the primary beneficiary of a VIE, we perform a qualitative analysis that considers the design of the VIE, the nature of our involvement and the variable interests held by other parties. See Note 6 for further information. The Company has determined that certain of its subsidiaries are VIEs, and that the Company is the primary beneficiary of the entities, because it has the power to direct activities of the entities that most significantly impact the VIE’s economic performance and has a controlling financial interest in each entity. Accordingly, the Company consolidates these entities, which includes P10 Intermediate, Holdco, RCP 2, RCP 3, TrueBridge, Bonaccord, and Hark. The assets and liabilities of the consolidated VIEs are presented gross in the Consolidated Balance Sheets. The assets of our consolidated VIE’s are owned by those entities and not generally available to satisfy P10's obligations, and the liabilities of our consolidated VIE’s are obligations of those entities and their creditors do not generally have recourse to the assets of P10. See Note 6 for more information on both consolidated and unconsolidated VIEs. Entities that do not qualify as VIEs are assessed for consolidation under the voting interest model. Under the voting interest model, the Company consolidates those entities it controls through a majority voting interest or other means. Five Points and ECG are concluded to be consolidated subsidiaries of P10 Intermediate under the voting interest model. |
Reclassification | Reclassifications Certain reclassifications have been made within the Consolidated Financial Statements to conform prior periods with current period presentation. |
Use of Estimates | Use of Estimates The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid instruments with original maturities of three months or less to be cash equivalents. As of September 30, 2021, and December 31, 2020, cash equivalents include money market funds of $ 7.8 million and $ 2.8 million, respectively, which approximates fair value. The Company maintains its cash balances at various financial institutions, which may periodically exceed the Federal Deposit Insurance Corporation (“FDIC”) insured limits. The Company believes it is not exposed to any significant credit risk on cash. |
Restricted Cash | Restricted Cash Restricted cash as of September 30, 2021 and December 31, 2020 was primarily cash that is restricted due to certain deposits being held for its customers. |
Accounts Receivable and Due from Related Parties | Accounts Receivable and Due from Related Parties Accounts receivable is equal to contractual amounts reduced for allowances, if applicable. The Company considers accounts receivable to be fully collectible; accordingly, no allowance for doubtful accounts has been established as of September 30, 2021 and December 31, 2020. If accounts are subsequently determined to be uncollectible, they will be expensed in the period that determination is made. Due from related parties represents receivables from the Funds for management fees earned but not yet received, reimbursable expenses from the Funds and notes receivable due from affiliates. These amounts are expected to be fully collectible. |
Notes Receivable | Note Receivable Note receivable is equal to contractual amounts owed from a signed, secured promissory note with the Company. In addition to contractual amounts, borrowers are obligated to pay interest on outstanding amounts. The Company considers the note receivable to be fully collectible; accordingly, no allowance for doubtful accounts has been established as of September 30, 2021 and December 31, 2020 . If accounts are subsequently determined to be uncollectible, they will be expensed in the period that determination is made. |
Investment in Unconsolidated Subsidiaries | Investment in Unconsolidated Subsidiaries For equity investments in entities that we do not control, but over which we exercise significant influence, we use the equity method of accounting. The equity method investments are initially recorded at cost, and their carrying amount is adjusted for the Company’s share in the earnings or losses of each investee, and for distributions received. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. For certain entities in which the Company does not have significant influence and fair value is not readily determinable, we value these investments under the measurement alternative. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 825, Financial Instruments, requires equity securities to be recorded at cost and adjusted to fair value at each reporting period. However, the guidance allows for a measurement alternative, which is to record the investments at cost, less impairment, if any, and subsequently adjust for observable price changes of identical or similar investments of the same issuer. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized over the terms of the respective leases or service lives of the improvements, whichever is shorter, using the straight-line method. Expenditures for major renewals and betterments that extend the useful lives of the property and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. The estimated useful lives of the various assets are as follows: Computers and purchased software 3 - 5 years Furniture and fixtures 7 - 10 years |
Long-lived Assets | Long-lived Assets Long-lived assets including property and equipment, lease right-of-use assets, and definite lived intangibles are evaluated for impairment under FASB ASC 360, Property, Plant, and Equipment . Long-lived assets are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The carrying value of long-lived assets are determined to not be recoverable if the undiscounted estimated future net operating cash flows directly related to the asset or asset group, including any disposal value, is less than the carrying amount of the asset. If the carrying value of an asset is determined to not be recoverable, the impairment loss is measured as the amount by which the carrying value of the asset exceeds its fair value on the measurement date. Fair value is based on the best information available, including prices for similar assets and estimated discounted cash flows. |
Leases | Leases The Company recognizes a lease liability and right-of-use asset in our Consolidated Balance Sheets for contracts that it determines are leases or contain a lease. The Company’s leases primarily consist of operating leases for various office spaces. 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, lease incentives and certain other existing lease liabilities. 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 is recognized on a straight-line basis over the lease term. Additionally, upon amendments or other events, the Company may be required to remeasure our lease liability and right-of-use asset. The Company does not recognize a lease liability or right-of-use asset on our Consolidated Balance Sheets 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. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is initially measured as the excess of the cost of the acquired business over the sum of the amounts assigned to identifiable assets acquired, less the liabilities assumed. As of September 30, 2021, goodwill recorded on our Consolidated Balance Sheets relates to the acquisitions of RCP 2, RCP 3, Five Points, TrueBridge, Enhanced, Bonaccord, and Hark. As of September 30, 2021, the intangible assets are comprised of indefinite-lived intangible assets and finite-lived intangible assets related to the acquisitions of RCP 2, RCP 3, Five Points, TrueBridge, Enhanced, Bonaccord and Hark. Indefinite-lived intangible assets and goodwill are not amortized. Finite-lived technology is amortized using the straight-line method over its estimated useful life of 4 years . Finite-lived management and advisory contracts, which relate to acquired separate accounts and funds and investor/customer relationships with a specified termination date, are amortized in line with contractual revenue to be received, which range between 7 and 16 years . Certain of our trade names are considered to have finite-lives. Finite-lived trade names are amortized over 10 years in line with the pattern in which the economic benefits are expected to occur. Goodwill is reviewed for impairment at least annually as of September 30 utilizing a qualitative or quantitative approach and more frequently if circumstances indicate impairment may have occurred. The impairment testing for goodwill under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of the Company’s reporting unit is less than the respective carrying value. The reporting unit is the reporting level for testing the impairment of goodwill. If it is determined that it is more likely than not that a reporting unit’s fair value is less than its carrying value, then the difference is recorded as an impairment (not to exceed the carrying amount of goodwill). At September 30, 2021, the Company determined that there was no impairment to goodwill. |
Debt Issuance Costs | Debt Issuance Costs Costs incurred which are directly related to the issuance of debt are deferred and amortized on a straight-line basis over the terms of the underlying obligation, which approximates the effective interest method, and are presented as a reduction to the carrying value of the associated debt on our Consolidated Balance Sheets. As these costs are amortized, they are included in interest expense, net within our Consolidated Statements of Operations. |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest Redeemable noncontrolling interest represents third party and related party interests in the Company's consolidated subsidiary, P10 Intermediate. This interest is redeemable at the option of the investors and therefore is not treated as permanent equity. Redeemable noncontrolling interest is presented at the greater of its carrying amount or redemption value at each reporting date in the Company’s Consolidated Balance Sheets. Any changes in redemption value are recorded to retained earnings, or in the absence of retained earnings, additional paid-in capital. See Note 16 for additional information. |
Treasury Stock | Treasury Stock The Company records common stock purchased for treasury at cost. At the date of subsequent reissuance, the treasury stock account is reduced by the cost of such stock using the average cost method. |
Fair Value Measurement | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independent and knowledgeable parties who are willing and able to transact for an asset or liability at the measurement date. We use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs when determining fair value and then we rank the estimated values based on the reliability of the inputs used following the fair value hierarchy set forth by the FASB. As of September 30, 2021 and December 31, 2020, we used the following valuation techniques to measure fair value for assets and there were no changes to these methodologies during the periods presented: Level 1—Assets were valued using the closing price reported in the active market in which the individual security was traded. Level 2—Assets were valued using quoted prices in markets that are not active, broker dealer quotations, and other methods by which all significant inputs were observable at the measurement date. Level 3—Assets were valued using unobservable inputs in which little or no market data exists as reported by the respective institutions at the measurement date. The carrying values of financial instruments comprising cash and cash equivalents, prepaid assets, accounts payable, accounts receivable and due from related parties approximate fair values due to the short-term maturities of these instruments. The fair value of the credit and guarantee facility approximates the carrying value based on the interest rates which approximate current market rates. The carrying values of the seller notes payable and tax amortization benefits approximate fair value. As of September 30, 2021 , the Company has a contingent consideration liability related to the acquisitions of Hark and Bonaccord that is measured at fair value. The Company measures these liabilities on a recurring basis. |
Revenue Recognition | Revenue Recognition Revenue is recognized when, or as, the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services. While the determination of who is the customer in a contractual arrangement will be made on a contract-by-contract basis, the customer will generally be the investment fund for the Company’s significant management and advisory contracts. Management and Advisory Fees The Company earns management fees for asset management services provided to the Funds where the Company has discretion over investment decisions. The Company primarily earns fees for advisory services provided to clients where the Company does not have discretion over investment decisions. Management and advisory fees received in advance reflects the amount of fees that have been received prior to the period the fees are earned. These fees are recorded as deferred revenue on the Consolidated Balance Sheets. For asset management and advisory services, the Company typically satisfies its performance obligations over time as the services are rendered, since the customers simultaneously receive and consume the benefits provided as the Company performs the service. The transaction price is the amount of consideration to which the Company expects to be entitled based on the terms of the arrangement. For certain funds, management fees are initially calculated based on committed capital during the investment period and on net invested capital through the remainder of the fund’s term. Additionally, the management fee may step down for certain funds depending on the contractual arrangement. Advisory services are generally based upon fixed amounts and billed quarterly. Other advisory services include transaction and management fees associated with managing the origination and ongoing compliance of certain investments. Other Revenue Other revenue on our Consolidated Statements of Operations primarily consists of subscriptions, consulting agreements and referral fees. The subscription and consulting agreements typically have renewable one-year lives, and revenue is recognized ratably over the current term of the subscription or the agreement. If subscriptions or fees have been paid in advance, these fees are recorded as deferred revenue on our Consolidated Balance Sheets. Referral fee revenue is recognized upon closing of certain opportunities. |
Income Tax | Income Taxes Current income tax expense represents our estimated taxes to be paid or refunded for the current period. In accordance with ASC 740, Income Taxes (“ASC 740”), we recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are recorded to reduce deferred tax assets to the amount we believe is more likely than not to be realized. Uncertain tax positions are recognized only when we believe it is more likely than not that the tax position will be upheld on examination by the taxing authorities based on the merits of the position. We recognize interest and penalties, if any, related to uncertain tax positions in income tax expense. We file various federal and state and local tax returns based on federal and state local consolidation and stand-alone tax rules as applicable. |
Earnings Per Share | Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing net income attributable to common stockholders by the weighted-average number of common shares. Diluted EPS includes the determinants of basic EPS and common stock equivalents outstanding during the period adjusted to give effect to potentially dilutive securities. See Note 15 for additional information. The numerator in the computation of diluted EPS is impacted by the redeemable convertible preferred shares issued by P10 Intermediate since these preferred shares are convertible into common shares of P10 Intermediate. Under the if converted method, diluted EPS reflects a reduction in earnings that P10 would recognize by owning a smaller percentage of P10 Intermediate when the preferred shares are assumed to be converted. The denominator in the computation of diluted EPS is impacted by additional common shares that would have been outstanding if dilutive potential shares of common stock had been issued. Potential shares of common stock that may be issued by the Company include shares of common stock that may be issued upon exercise of outstanding stock options. Under the treasury stock method, the unexercised options are assumed to be exercised at the beginning of the period or at issuance, if later. The assumed proceeds are then used to purchase shares of common stock at the average market price during the period. |
Stock-Based Compensation Expense | Stock-Based Compensation Expense Stock-based compensation relates to grants for shares of P10 awarded to our employees. Stock-based compensation cost is estimated at the grant date based on the fair-value of the award, which is determined using the Black Scholes option valuation model and is recognized as expense ratably over the requisite service period of the award, generally five years . The share price used in the Black Scholes model is based on the trading price of our shares on the OTC Market. Expected life is based on the vesting period and expiration date of the option. Stock price volatility is estimated based on a group of similar publicly traded companies determined to be most reflective of the expected volatility of the Company due to the nature of operations of these entities. The risk-free rates are based on the U.S. Treasury yield in effect at the time of grant. Forfeitures are recognized as they occur. |
Segment Reporting | Segment Reporting The Company operates as an integrated private markets solution provider and a single operating segment. According to ASC 280, Disclosures about Segments of an Enterprise and Related Information , operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker(s) in deciding how to allocate resources and in assessing performance. |
Contingent Consideration and Business Acquisitions | Contingent Consideration Contingent consideration is initially measured at fair value on the date of the acquisition. The liabilities are remeasured at fair value on each reporting date, with changes in the fair value reflected in other income on our Consolidated Statements of Operations. As of September 30, 2021, contingent consideration recorded relates to the acquisition of Hark and Bonaccord. Business Acquisitions In accordance with ASC 805, Business Combinations (“ASC 805”), the Company identifies a business to have three key elements; inputs, processes, and outputs. While an integrated set of assets and activities that is a business usually has outputs, outputs are not required to be present. In addition, all the inputs and processes that a seller uses in operating a set of assets and activities are not required if market participants can acquire the set of assets and activities and continue to produce outputs. In addition, the Company also performs a screen test to determine when a set of assets and activities is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, the set of assets is not a business. If the set of assets and activities is not considered a business, it is accounted for as an asset acquisition using a cost accumulation model. In the cost accumulation model, the cost of the acquisition, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. The Company includes the results of operations of acquired businesses beginning on the respective acquisition dates. In accordance with ASC 805, the Company allocates the purchase price of an acquired business to its identifiable assets and liabilities based on the estimated fair values using the acquisition method. The excess of the purchase price over the amount allocated to the assets and liabilities, if any, is recorded as goodwill. The excess value of the net identifiable assets and liabilities acquired over the purchase price of an acquired business is recorded as a bargain purchase gain. The Company uses all available information to estimate fair values of identifiable intangible assets and property acquired. In making these determinations, the Company may engage an independent third-party valuation specialist to assist with the valuation of certain intangible assets, notes payable, and tax amortization benefits. The consideration for certain of our acquisitions may include liability classified contingent consideration, which is determined based on formulas stated in the applicable purchase agreements. The amount to be paid under these arrangements is based on certain financial performance measures subsequent to the acquisitions. The contingent consideration included in the purchase price is measured at fair value on the date of the acquisition. The liabilities are remeasured at fair value on each reporting date, with changes in the fair value reflected in general, administrative and other on our Consolidated Statements of Operations. For business acquisitions, the Company recognizes the fair value of goodwill and other acquired intangible assets, and estimated contingent consideration at the acquisition date as part of purchase price. This fair value measurement is based on unobservable (Level 3) inputs. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company adopted ASU No. 2017-04, Intangibles—Goodwill and Other (“ASC 350”) Simplifying the Test for Goodwill Impairment on January 1, 2020. The adoption of this new guidance did not have a material impact on our Consolidated Financial Statements and related disclosures. The Company adopted ASU No. 2018-13, Fair Value Measurement (“ASC 820”): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement on January 1, 2020. The adoption of this new guidance did not have a material impact on our Consolidated Financial Statements and related disclosures. The Company adopted ASU No. 2018-07, Compensation—Stock Compensation ("Topic 718"): Improvements to Nonemployee Share-Based Payment Accounting , on December 15, 2018. This guidance was related to the restricted stock awards granted to our board members as compensation for their participation on our board in the third quarter of 2021. The adoption of this new guidance did not have a material impact on our Consolidated Financial Statements and related disclosures. The Company adopted ASU No. 2019-12, Income Taxes ("Topic 740"): Disclosure Framework - Simplifying the Accounting for Income Taxes , in January 1, 2021, which simplified the accounting for income taxes by removing certain exceptions to the general principles of Topic 740 and clarifying and amending existing guidance. The adoption of this standard did not have a material impact on our financial statements. Pronouncements not yet adopted In June 2016, the FASB issued ASU No. 2016-13, Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 provides amendments to ASC 326, Financial Instruments - Credit Losses , which replaces the incurred loss impairment model with a current expected credit loss (“CECL”) model. CECL requires a company to estimate lifetime expected credit losses based on relevant information about historical events, current conditions and reasonable and supportable forecasts. The guidance must be applied using the modified retrospective adoption method on January 1, 2023, with early adoption permitted. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Various Assets | The estimated useful lives of the various assets are as follows: Computers and purchased software 3 - 5 years Furniture and fixtures 7 - 10 years |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Acquisition [Line Items] | |
Summary of Unaudited Pro Forma Condensed Consolidated Results of Operations Attributable to the Acquisitions | The following unaudited pro forma condensed consolidated results of operations of the Company assumes the acquisitions of Five Points, TrueBridge, Enhanced, and Bonaccord were completed on January 1, 2020: For the Nine Months Ended September 30, 2021 2020 Revenue $ 120,057 $ 90,075 Net income attributable to P10 12,749 5,435 |
Five Points Capital | |
Business Acquisition [Line Items] | |
Summary of the Consideration Paid | The following is a summary of consideration paid: Fair Value Cash $ 46,751 Preferred stock 20,100 Total purchase consideration $ 66,851 |
Summary of Fair Value of the Net Assets Acquired as of the Acquisition Date | The following table presents the fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 111 Accounts receivable 295 Due from related parties 27 Prepaid expenses and other 13 Property and equipment 87 Right-of-use assets 339 Intangible assets 23,960 Total assets acquired $ 24,832 LIABILITIES Accounts payable $ 358 Accrued expenses 390 Long-term lease obligation 339 Deferred tax liability 5,524 Total liabilities assumed $ 6,611 Net identifiable assets acquired $ 18,221 Goodwill 48,630 Net assets acquired $ 66,851 |
Summary of the Fair Value of Identifiable Intangible Assets Acquired | The following table presents the fair value of identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management contracts $ 19,900 10 Value of trade name 4,060 10 Total identifiable intangible assets $ 23,960 |
TrueBridge Capital | |
Business Acquisition [Line Items] | |
Summary of the Consideration Paid | The following is a summary of consideration paid: Fair Value Cash $ 94,216 Contingent consideration 572 Preferred stock 94,350 Total purchase consideration $ 189,138 |
Summary of Fair Value of the Net Assets Acquired as of the Acquisition Date | The following table presents the fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 6,537 Accounts receivable 14 Due from related parties 55 Prepaid expenses and other 60 Property and equipment 1,061 Right-of-use assets 1,627 Intangible assets 43,600 Total assets acquired $ 52,954 LIABILITIES Accounts payable $ 20 Accrued expenses 323 Deferred revenues 6,491 Long-term lease obligation 2,031 Deferred tax liability 5,518 Total liabilities assumed $ 14,383 Net identifiable assets acquired $ 38,571 Goodwill 150,567 Net assets acquired $ 189,138 |
Summary of the Fair Value of Identifiable Intangible Assets Acquired | The following table presents the fair value of identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management contracts $ 34,100 10 Value of trade name $ 7,300 10 Value of technology 2,200 4 Total identifiable intangible assets $ 43,600 |
Enhanced | |
Business Acquisition [Line Items] | |
Summary of the Consideration Paid | The acquisition of the equity interests in ECG and ECP were negotiated simultaneously for a single purchase price. The following tables illustrate the consideration paid for Enhanced, and the allocation of the purchase price to the acquired assets and assumed liabilities. Fair Value Cash $ 82,596 Estimated post-closing working capital adjustment 1,519 Preferred stock 26,904 Total purchase consideration $ 111,019 |
Summary of Fair Value of the Net Assets Acquired as of the Acquisition Date | The following table presents the provisional fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Cash and cash equivalents $ 2,752 Restricted cash 254 Accounts receivable 3,424 Due from related parties 257 Prepaid expenses and other assets 2,099 Investment in unconsolidated subsidiaries 2,158 Intangible assets 36,820 Total assets acquired $ 47,764 LIABILITIES Accrued expenses $ 551 Other liabilities 288 Deferred revenues 2,110 Due to related parties 2,059 Debt obligations 1,693 Deferred tax liability 3,318 Total liabilities assumed $ 10,019 Net identifiable assets acquired $ 37,745 Goodwill 73,274 Net assets acquired $ 111,019 |
Summary of the Fair Value of Identifiable Intangible Assets Acquired | The following table presents the provisional fair value of identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management and advisory contracts $ 30,820 12 Value of trade name 6,000 10 Total identifiable intangible assets $ 36,820 |
Bonaccord | |
Business Acquisition [Line Items] | |
Summary of the Consideration Paid | The following is a summary of consideration paid: Fair Value Cash $ 38,926 Contingent consideration 16,970 Total purchase consideration $ 55,896 |
Summary of Fair Value of the Net Assets Acquired as of the Acquisition Date | The following table presents the provisional fair value of the net assets acquired as of the acquisition date: Fair Value ASSETS Prepaid expenses and other assets 9 Investment in partnership 1,396 Intangible assets 12,480 Total assets acquired $ 13,885 LIABILITIES Accrued expenses $ 919 Total liabilities assumed $ 919 Net identifiable assets acquired $ 12,966 Goodwill 42,930 Net assets acquired $ 55,896 |
Summary of the Fair Value of Identifiable Intangible Assets Acquired | The following table presents the provisional fair value of the identifiable intangible assets acquired: Weighted- Average Amortization Fair Value Period Value of management and advisory contracts $ 8,930 8 Value of trade name 3,550 10 Total identifiable intangible assets $ 12,480 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Product Offering | The following presents revenues disaggregated by product offering: For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Management and advisory fees $ 37,939 $ 15,222 $ 104,029 $ 41,821 Subscriptions 153 156 486 496 Consulting agreements and referral fees — — 150 55 Other revenue 53 3 236 310 Total revenues $ 38,145 $ 15,381 $ 104,901 $ 42,682 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consist of the following: As of As of September 30, December 31, 2021 2020 Computers and purchased software $ 345 $ 281 Furniture and fixtures 461 449 Leasehold improvements 595 595 Other 3 — $ 1,404 $ 1,325 Less: accumulated depreciation ( 404 ) ( 201 ) Total property and equipment, net $ 1,000 $ 1,124 |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in goodwill for the nine months ended September 30, 2021 is as follows: Balance at December 31, 2020 $ 369,982 Purchase price adjustment ( 188 ) Increase from acquisitions 47,607 Balance at September 30, 2021 $ 417,401 |
Schedule of Intangible Assets | Intangibles consists of the following: As of September 30, 2021 Gross Carrying Accumulated Net Carrying Indefinite-lived intangible assets: Trade names $ 17,350 $ — $ 17,350 Technology 30 — 30 Total indefinite-lived intangible assets 17,380 — 17,380 Finite-lived intangible assets: Trade names 21,500 ( 1,392 ) 20,108 Management and advisory contracts 150,646 ( 53,866 ) 96,780 Technology 8,160 ( 6,122 ) 2,038 Total finite-lived intangible assets 180,306 ( 61,380 ) 118,926 Total intangible assets $ 197,686 $ ( 61,380 ) $ 136,306 As of December 31, 2020 Gross Carrying Accumulated Net Carrying Indefinite-lived intangible assets: Trade names $ 17,350 $ — $ 17,350 Total indefinite-lived intangible assets 17,350 — 17,350 Finite-lived intangible assets: Trade names 17,360 ( 368 ) 16,992 Management and advisory contracts 139,796 ( 33,967 ) 105,829 Technology 8,160 ( 4,593 ) 3,567 Total finite-lived intangible assets 165,316 ( 38,928 ) 126,388 Total intangible assets $ 182,666 $ ( 38,928 ) $ 143,738 |
Estimated Future Amortization Expense | The amortization expense for each of the next five years and thereafter are as follows: Remainder of 2021 $ 7,980 2022 24,545 2023 21,098 2024 17,532 2025 13,749 Thereafter 34,022 Total amortization $ 118,926 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Obligations | Debt obligations consists of the following: As of As of September 30, December 31, 2021 2020 Gross revolving credit facility state tax credits $ — $ 1,533 Debt issuance costs ( 12 ) ( 25 ) Revolving credit facility state tax credits, net $ ( 12 ) $ 1,508 Gross notes payable to sellers $ 41,064 $ 41,064 Less debt discount ( 8,548 ) ( 9,205 ) Notes payable to sellers, net $ 32,516 $ 31,859 Gross credit and guaranty facility $ 286,847 $ 261,683 Debt issuance costs ( 3,834 ) ( 4,995 ) Credit and guaranty facility, net $ 283,013 $ 256,688 Total debt obligations $ 315,517 $ 290,055 |
Schedule of Maturities of Long-term Debt | Future principal maturities of debt as of September 30, 2021 are as follows: Remainder of 2021 $ 2,318 2022 284,529 2023 — 2024 2,111 2025 2,111 Thereafter 36,842 $ 327,911 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Company's Operating Leases | The following table presents information regarding the Company’s operating leases as of September 30, 2021: Operating lease right-of-use assets $ 7,095 Operating lease liabilities $ 8,126 Cash paid for lease liabilities $ 1,719 Weighted-average remaining lease term (in years) 4.56 Weighted-average discount rate 5.13 % |
Schedule of Future Contractual Lease Payments | The future contractual lease payments as of September 30, 2021 are as follows: Remainder of 2021 $ 576 2022 2,184 2023 2,180 2024 2,011 2025 854 Thereafter 1,260 Total undiscounted lease payments 9,065 Less discount ( 939 ) Total lease liabilities $ 8,126 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Summary of Stock Option Activity | A summary of stock option activity for the nine months ended September 30, 2021 is as follows: Weighted Average Contractual Life Aggregate Number of Weighted Average Remaining Intrinsic Value Shares Exercise Price (in years) (whole dollars) Outstanding as of December 31, 2020 5,350,800 $ 1.69 7.75 $ 41,442,250 Granted 2,101,750 8.11 Exercised — — Expired/Forfeited ( 320,600 ) 3.27 Outstanding as of September 30, 2021 7,131,950 $ 3.50 7.67 $ 87,034,525 Exercisable as of September 30, 2021 1,178,800 $ 0.60 5.49 $ 17,747,150 |
Summary of Weighted Average Assumptions Used In Calculating Fair Value of Stock Options Granted | The weighted average assumptions used in calculating the fair value of stock options granted during the nine months ended September 30, 2021 and September 30, 2020 were as follows: For the Nine Months Ended September 30, 2021 2020 Expected life 7.5 (yrs) 7.5 (yrs) Expected volatility 40.33 % 36.85 % Risk-free interest rate 1.68 % 1.39 % Expected dividend yield 0.00 % 0.00 % |
Summary of Restricted Stock Activity | A summary of restricted stock activity for the nine months ended September 30, 2021 is presented below: Number of Weighted-Average Grant RSAs Date Fair Value Per RSA Outstanding as of December 31, 2020 — $ — Granted 26,582 11.29 Exercised — — Expired/Forfeited — — Outstanding as of September 30, 2021 26,582 $ 11.29 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted EPS | The following table presents a reconciliation of the numerators and denominators used in the computation of basic and diluted EPS: For the Three Months Ended For the Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Numerator: Numerator for basic calculation—Net income/(loss) $ 3,584 $ ( 88 ) $ 7,777 $ 2,880 Adjustment for: Preferred dividends attributable to redeemable 494 153 1,483 306 Proportionate share of subsidiary's earnings ( 1,563 ) ( 233 ) ( 3,599 ) ( 568 ) Numerator for earnings per share Numerator for earnings per share assuming $ 2,515 $ ( 168 ) $ 5,661 $ 2,618 Denominator: Denominator for basic calculation—Weighted- 62,464 62,464 62,464 62,464 Weighted shares assumed upon exercise of stock 4,323 - 4,238 1,978 Denominator for earnings per share assuming dilution 66,787 62,464 66,702 64,442 Earnings per share—basic $ 0.06 $ ( 0.00 ) $ 0.12 $ 0.05 Earnings per share—diluted $ 0.04 $ ( 0.00 ) $ 0.08 $ 0.04 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Noncontrolling Interest [Abstract] | |
Schedule of Changes in Redeemable Non-Controlling Interests | The table below presents the reconciliation of changes in redeemable noncontrolling interests: Balance at December 31, 2020 $ 198,439 Issuance of subsidiary preferred stock — Distribution of preferred dividends attributable to ( 720 ) Preferred dividends attributable to redeemable 1,483 Balance at September 30, 2021 $ 199,202 |
Description of Business - Addit
Description of Business - Additional Information (Details) | Oct. 20, 2021 | Sep. 30, 2021 | Dec. 14, 2020 |
Conversion of Stock [Line Items] | |||
Year founded | 1992 | ||
Entity incorporation, state code | DE | ||
Enhanced | |||
Conversion of Stock [Line Items] | |||
Percentage of business acquisition | 100.00% | ||
Subsequent Event | |||
Conversion of Stock [Line Items] | |||
Reverse stock split | 0.7-for-1 | ||
Stock split, conversion ratio | 0.7 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Allowance for doubtful accounts | $ 0 | $ 0 |
Goodwill impairment loss | $ 0 | |
Stock-based compensation award, requisite service period | 5 years | |
Finite-Lived Management and Advisory Contracts | Minimum | ||
Finite-lived intangible assets, useful life | 7 years | |
Finite-Lived Management and Advisory Contracts | Maximum | ||
Finite-lived intangible assets, useful life | 16 years | |
Finite-Lived Technology | ||
Finite-lived intangible assets, useful life | 4 years | |
Trade names | ||
Finite-lived intangible assets, useful life | 10 years | |
Money Market Funds | ||
Cash Equivalents | $ 7,800 | $ 2,800 |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Estimated Useful Lives of Various Assets (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Computers and Purchased Software | Maximum | |
Property, Plant and Equipment, Estimated Useful Life | 5 years |
Computers and Purchased Software | Minimum | |
Property, Plant and Equipment, Estimated Useful Life | 3 years |
Furniture and Fixtures | Maximum | |
Property, Plant and Equipment, Estimated Useful Life | 10 years |
Furniture and Fixtures | Minimum | |
Property, Plant and Equipment, Estimated Useful Life | 7 years |
Acquisitions - Summary of the C
Acquisitions - Summary of the Consideration Paid (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 14, 2020 | Oct. 02, 2020 | Apr. 01, 2020 |
Five Points Capital | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 46,751 | |||
Preferred stock | 20,100 | |||
Total purchase consideration | $ 66,851 | |||
TrueBridge Capital | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 94,216 | |||
Contingent consideration | 572 | |||
Preferred stock | 94,350 | |||
Total purchase consideration | $ 189,138 | |||
Enhanced | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 82,596 | |||
Estimated post-closing working capital adjustment | 1,519 | |||
Preferred stock | 26,904 | |||
Total purchase consideration | $ 111,019 | |||
Bonaccord | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 38,926 | |||
Contingent consideration | 16,970 | |||
Total purchase consideration | $ 55,896 |
Acquisitions - Summary of Fair
Acquisitions - Summary of Fair Value of the Net Assets Acquired as of the Acquisition Date (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 14, 2020 | Oct. 02, 2020 | Apr. 01, 2020 |
LIABILITIES | |||||
Goodwill | $ 417,401 | $ 369,982 | |||
Five Points Capital | |||||
ASSETS | |||||
Cash and cash equivalents | $ 111 | ||||
Accounts receivable | 295 | ||||
Due from related parties | 27 | ||||
Prepaid expenses and other assets | 13 | ||||
Property and equipment | 87 | ||||
Right-of-use assets | 339 | ||||
Intangible assets | 23,960 | ||||
Total assets acquired | 24,832 | ||||
LIABILITIES | |||||
Accounts payable | 358 | ||||
Accrued expenses | 390 | ||||
Long-term lease obligation | 339 | ||||
Deferred tax liability | 5,524 | ||||
Total liabilities assumed | 6,611 | ||||
Net identifiable assets acquired | 18,221 | ||||
Goodwill | 48,630 | ||||
Net assets acquired | $ 66,851 | ||||
TrueBridge Capital | |||||
ASSETS | |||||
Cash and cash equivalents | $ 6,537 | ||||
Cash and current assets | 14 | ||||
Due from related parties | 55 | ||||
Prepaid expenses and other assets | 60 | ||||
Property and equipment | 1,061 | ||||
Right-of-use assets | 1,627 | ||||
Intangible assets | 43,600 | ||||
Total assets acquired | 52,954 | ||||
LIABILITIES | |||||
Accounts payable | 20 | ||||
Accrued expenses | 323 | ||||
Deferred revenues | 6,491 | ||||
Long-term lease obligation | 2,031 | ||||
Deferred tax liability | 5,518 | ||||
Total liabilities assumed | 14,383 | ||||
Net identifiable assets acquired | 38,571 | ||||
Goodwill | 150,567 | ||||
Net assets acquired | $ 189,138 | ||||
Enhanced | |||||
ASSETS | |||||
Cash and cash equivalents | $ 2,752 | ||||
Accounts receivable | 3,424 | ||||
Cash and current assets | 254 | ||||
Due from related parties | 257 | ||||
Prepaid expenses and other assets | 2,099 | ||||
Investment in partnership | 2,158 | ||||
Intangible assets | 36,820 | ||||
Total assets acquired | 47,764 | ||||
LIABILITIES | |||||
Accrued expenses | 551 | ||||
Other liabilities | 288 | ||||
Deferred revenues | 2,110 | ||||
Due to related parties | 2,059 | ||||
Debt obligations | 1,693 | ||||
Deferred tax liability | 3,318 | ||||
Total liabilities assumed | 10,019 | ||||
Net identifiable assets acquired | 37,745 | ||||
Goodwill | 73,274 | ||||
Net assets acquired | $ 111,019 | ||||
Bonaccord | |||||
ASSETS | |||||
Prepaid expenses and other assets | 9 | ||||
Investment in partnership | 1,396 | ||||
Intangible assets | 12,480 | ||||
Total assets acquired | 13,885 | ||||
LIABILITIES | |||||
Accrued expenses | 919 | ||||
Total liabilities assumed | 919 | ||||
Net identifiable assets acquired | 12,966 | ||||
Goodwill | 42,930 | ||||
Net assets acquired | $ 55,896 |
Acquisitions - Summary of the F
Acquisitions - Summary of the Fair Value of Identifiable Intangible Assets Acquired (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 14, 2020 | Oct. 02, 2020 | Apr. 01, 2020 |
Five Points Capital | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 23,960 | |||
Five Points Capital | Management Contracts | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 19,900 | |||
Weighted-Average Amortization Period | 10 years | |||
Five Points Capital | Trade names | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 4,060 | |||
Weighted-Average Amortization Period | 10 years | |||
TrueBridge Capital | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 43,600 | |||
TrueBridge Capital | Management Contracts | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 34,100 | |||
Weighted-Average Amortization Period | 10 years | |||
TrueBridge Capital | Trade names | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 7,300 | |||
Weighted-Average Amortization Period | 10 years | |||
TrueBridge Capital | Technology | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 2,200 | |||
Weighted-Average Amortization Period | 4 years | |||
Enhanced | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 36,820 | |||
Enhanced | Management and Advisory Contracts | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 30,820 | |||
Weighted-Average Amortization Period | 12 years | |||
Enhanced | Trade names | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 6,000 | |||
Weighted-Average Amortization Period | 10 years | |||
Bonaccord | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 12,480 | |||
Bonaccord | Management and Advisory Contracts | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 8,930 | |||
Weighted-Average Amortization Period | 8 years | |||
Bonaccord | Trade names | ||||
Business Acquisition [Line Items] | ||||
Fair value of identifiable intangible assets | $ 3,550 | |||
Weighted-Average Amortization Period | 10 years |
Acquisitions - Summary of Pro F
Acquisitions - Summary of Pro Forma Condensed Consolidated Results of Operations Attributable to Acquisitions (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Business Acquisition [Line Items] | ||
Revenue | $ 120,057 | $ 90,075 |
Net income attributable to P10 | $ 12,749 | $ 5,435 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 14, 2020 | Oct. 02, 2020 | Apr. 01, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Business Acquisition [Line Items] | |||||||||
Professional fees | $ 2,595 | $ 2,627 | $ 7,856 | $ 5,177 | |||||
Goodwill | $ 417,401 | 417,401 | 417,401 | $ 369,982 | |||||
Five Points Capital | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition effective date | Apr. 1, 2020 | ||||||||
Percentage of business acquisition | 100.00% | ||||||||
Expenses related to business acquisition | $ 2,300 | ||||||||
Professional fees | 0 | 0 | 0 | 1,100 | |||||
Purchase consideration | 66,851 | ||||||||
Payments to acquire business | 46,751 | ||||||||
Goodwill | 48,630 | ||||||||
Business acquisition, goodwill, expected tax deductible amount | 0 | ||||||||
Net identifiable assets acquired | $ 18,221 | ||||||||
TrueBridge Capital | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition effective date | Oct. 2, 2020 | ||||||||
Percentage of business acquisition | 100.00% | ||||||||
Expenses related to business acquisition | $ 1,700 | ||||||||
Professional fees | 0 | 1,200 | 0 | 1,600 | |||||
Purchase consideration | 189,138 | ||||||||
Contingent consideration | 572 | ||||||||
Amount of term loan credit facility | 89,500 | ||||||||
Fair value of the remaining contingent consideration | $ 209 | 209 | 209 | ||||||
Payments to acquire business | 94,216 | ||||||||
Total Paid to Sellers | 518 | ||||||||
Goodwill | 150,567 | ||||||||
Business acquisition, goodwill, expected tax deductible amount | 73,700 | ||||||||
Net identifiable assets acquired | $ 38,571 | ||||||||
TrueBridge Capital | Other Income Expense | |||||||||
Business Acquisition [Line Items] | |||||||||
Contingent consideration | 134 | ||||||||
Enhanced | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition effective date | Dec. 14, 2020 | ||||||||
Percentage of business acquisition | 100.00% | ||||||||
Expenses related to business acquisition | $ 3,700 | ||||||||
Professional fees | 0 | 0 | 77 | 0 | |||||
Purchase consideration | 111,019 | ||||||||
Amount of term loan credit facility | 66,600 | ||||||||
Payments to acquire business | 82,596 | ||||||||
Goodwill | 73,274 | ||||||||
Business acquisition, goodwill, expected tax deductible amount | 18,700 | ||||||||
Net identifiable assets acquired | $ 37,745 | ||||||||
Bonaccord | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition effective date | Sep. 30, 2021 | ||||||||
Expenses related to business acquisition | $ 1,900 | 1,900 | 1,900 | ||||||
Professional fees | 1,900 | $ 0 | 1,900 | $ 0 | |||||
Purchase consideration | 55,896 | ||||||||
Contingent consideration | 16,970 | ||||||||
Amount of term loan credit facility | 35,000 | 35,000 | 35,000 | ||||||
Fair value of the remaining contingent consideration | 17,000 | 17,000 | 17,000 | ||||||
Payments to acquire business | 38,926 | ||||||||
Total Paid to Sellers | 0 | ||||||||
Goodwill | 42,930 | 42,930 | 42,930 | ||||||
Business acquisition, goodwill, expected tax deductible amount | 42,900 | 42,900 | 42,900 | ||||||
Net identifiable assets acquired | $ 12,966 | $ 12,966 | $ 12,966 | ||||||
Percentage of net management fee earnings rights | 5.00% | 5.00% | 5.00% | ||||||
Bonaccord | Third Party | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of net management fee earnings rights | 15.00% | 15.00% | 15.00% | ||||||
Bonaccord | Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Contingent consideration | $ 0 | ||||||||
Equity interests acquired, percentage | 0.10% | 0.10% | 0.10% | ||||||
Bonaccord | Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Contingent consideration | $ 20,000 | ||||||||
Equity interests acquired, percentage | 9.90% | 9.90% | 9.90% | ||||||
Bonaccord | Other Income Expense | |||||||||
Business Acquisition [Line Items] | |||||||||
Contingent consideration | $ 0 | ||||||||
Bonaccord | Compensation and benefits | |||||||||
Business Acquisition [Line Items] | |||||||||
Expenses related to business acquisition | $ 1,600 | $ 1,600 | 1,600 | ||||||
Hark | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition effective date | Sep. 30, 2021 | ||||||||
Purchase consideration | $ 7,200 | ||||||||
Fair value of the remaining contingent consideration | 2,200 | 2,200 | 2,200 | ||||||
Payments to acquire business | 5,000 | ||||||||
Goodwill | 4,700 | 4,700 | 4,700 | ||||||
Net identifiable assets acquired | $ 2,500 | $ 2,500 | $ 2,500 | ||||||
Business Acquisitions | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition completed proforma date of acquisition | Jan. 1, 2020 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue By Product (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 38,145 | $ 15,381 | $ 104,901 | $ 42,682 |
Management and Advisory Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 37,939 | 15,222 | 104,029 | 41,821 |
Subscriptions | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 153 | 156 | 486 | 496 |
Consulting Agreements and Referral Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 0 | 150 | 55 |
Other Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 53 | $ 3 | $ 236 | $ 310 |
Note Receivable - Additional In
Note Receivable - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Outstanding balance credit and guaranty facility | $ 315,517 | $ 290,055 | |
Due from related parties | 3,615 | 2,667 | |
BCP Partners Holdings, LP | Promissory Note | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Note to partners | 5,000 | ||
Amount drawn from notes | $ 2,300 | ||
Notes, interest rate description | The note will earn interest at the greater of (i) the applicable federal rate that must be charged to avoid imputation of interest under Section 1274(d) of the code and (ii) 5.5%. Interest will be paid on December 31st of each year commencing December 31, 2021. | ||
Due from related parties | $ 2,300 | $ 0 | |
Maturity Date | Sep. 30, 2031 | ||
Interest rate of notes | 5.50% | ||
Interest revenue | $ 0 | $ 0 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 1,404 | $ 1,325 |
Less: accumulated depreciation | (404) | (201) |
Property, Plant and Equipment, Net, Total | 1,000 | 1,124 |
Computers and Purchased Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 345 | 281 |
Furniture and Fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 461 | 449 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 595 | 595 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 3 | $ 0 |
Goodwill and Intangibles - Sche
Goodwill and Intangibles - Schedule of Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Beginning Balance | $ 369,982 |
Purchase price adjustment | (188) |
Increase from acquisitions | 47,607 |
Goodwill, Ending Balance | $ 417,401 |
Goodwill and Intangibles - Sc_2
Goodwill and Intangibles - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 17,380 | $ 17,350 |
Total Finite-lived intangible assets, gross carrying amount | 180,306 | 165,316 |
Intangible assets, accumulated amortization | (61,380) | (38,928) |
Total amortization | 118,926 | 126,388 |
Total intangible assets, gross carrying amount | 197,686 | 182,666 |
Intangible Assets, Net (Excluding Goodwill), Total | 136,306 | 143,738 |
Trade Name | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total Finite-lived intangible assets, gross carrying amount | 21,500 | 17,360 |
Intangible assets, accumulated amortization | (1,392) | (368) |
Total amortization | 20,108 | 16,992 |
Management and Advisory Contracts | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total Finite-lived intangible assets, gross carrying amount | 150,646 | 139,796 |
Intangible assets, accumulated amortization | (53,866) | (33,967) |
Total amortization | 96,780 | 105,829 |
Technology | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 30 | |
Total Finite-lived intangible assets, gross carrying amount | 8,160 | 8,160 |
Intangible assets, accumulated amortization | (6,122) | (4,593) |
Total amortization | 2,038 | 3,567 |
Trade names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 17,350 | $ 17,350 |
Goodwill and Intangibles - Addi
Goodwill and Intangibles - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Trade names | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total amortized life | 16 years |
Trade names | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total amortized life | 7 years |
Management and Advisory Contracts | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total amortized life | 16 years |
Management and Advisory Contracts | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total amortized life | 7 years |
Technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total amortized life | 4 years |
Goodwill and Intangibles - Esti
Goodwill and Intangibles - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2021 | $ 7,980 | |
2022 | 24,545 | |
2023 | 21,098 | |
2024 | 17,532 | |
2025 | 13,749 | |
Thereafter | 34,022 | |
Total amortization | $ 118,926 | $ 126,388 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Variable Interest Entity [Line Items] | ||
Assets of the consolidated variable interest entities | $ 644,246 | $ 582,426 |
Liabilities of the consolidated variable interest entities | 375,974 | 324,146 |
Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Assets of the consolidated variable interest entities | 418,300 | 361,700 |
Liabilities of the consolidated variable interest entities | $ 325,900 | $ 287,100 |
Investment In Unconsolidated _2
Investment In Unconsolidated Subsidiaries - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Schedule of Equity Method Investments [Line Items] | |||||
Income (Loss) from Equity Method Investments | $ 781 | ||||
Enhanced Capital Group LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Investment in unconsolidated subsidiaries | $ 2,000 | 2,000 | $ 2,200 | ||
Enhanced Capital Group LLC | Asset Management Businesses | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Investment in unconsolidated subsidiaries | 1,400 | 1,400 | 2,000 | ||
Income (Loss) from Equity Method Investments | 300 | $ 0 | 800 | $ 0 | |
Partners' Capital Account, Contributions | 0 | 0 | |||
Partners' Capital Account, Distributions | 100 | 1,400 | |||
Enhanced Capital Group LLC | Tax Credit Finance Businesses | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Investment in unconsolidated subsidiaries | 600 | 600 | $ 200 | ||
Enhanced Tax Credit Finance, LLC | Tax Credit Finance Businesses | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Partners' Capital Account, Contributions | 0 | 2,600 | |||
Partners' Capital Account, Distributions | $ 0 | $ 2,200 |
Debt Obligations - Schedule of
Debt Obligations - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Line of Credit Facility [Line Items] | |||
Gross notes payable to sellers | $ 41,064 | $ 41,064 | |
Less debt discount | (8,548) | (9,205) | |
Notes payable to sellers, net | 32,516 | 31,859 | |
Gross credit and guaranty facility | 286,847 | 261,683 | |
Debt issuance costs | (3,834) | (4,995) | |
Credit and guaranty facility, net | 283,013 | 256,688 | |
Total debt obligations | 315,517 | 290,055 | |
Revolving Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Gross revolving credit facility state tax credits | 0 | $ 10,000 | 1,533 |
Revolving credit facility state tax credits, net | (12) | 1,508 | |
Debt issuance costs | $ (12) | $ (25) |
Debt Obligations - Additional I
Debt Obligations - Additional Information (Details) - USD ($) shares in Millions | Apr. 01, 2020 | Jan. 03, 2018 | Oct. 07, 2017 | Oct. 05, 2017 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 14, 2020 | Oct. 02, 2020 |
Line of Credit Facility [Line Items] | ||||||||||||
Long-term debt | $ 315,517,000 | $ 315,517,000 | $ 290,055,000 | |||||||||
Facility expiration period | 1 year | |||||||||||
Unamortized debt issuance expense | 3,834,000 | $ 3,834,000 | 4,995,000 | |||||||||
Amortization of debt issuance costs | 700,000 | $ 100,000 | 2,100,000 | $ 500,000 | ||||||||
Debt issuance costs | 900,000 | 500,000 | ||||||||||
Interest expense | 300,000 | $ 200,000 | 700,000 | $ 800,000 | ||||||||
Revolving Credit Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Line of credit | 0 | $ 10,000,000 | 0 | 1,533,000 | ||||||||
Interest rate above prime rate | 0.25% | |||||||||||
Matures date | Jun. 15, 2022 | |||||||||||
Unamortized debt issuance expense | 12,000 | 12,000 | 25,000 | |||||||||
2018 TAB Payments | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Debt Instruments discounted fair value | $ 10,000,000 | |||||||||||
Notes payable gross fair value | 31,700,000 | 31,700,000 | 31,700,000 | |||||||||
Preferred share | 3.3 | |||||||||||
TAB payment contribution | $ 16,800,000 | |||||||||||
Other Options | Revolving Credit Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Line of credit | 0 | 0 | 1,500,000 | |||||||||
Senior Secured Credit Facility | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Notes payable maturity date | Oct. 7, 2022 | |||||||||||
Amount of term loan credit facility | $ 130,000,000 | |||||||||||
Unamortized debt issuance expense | 3,800,000 | 3,800,000 | 5,000,000 | |||||||||
Senior Secured Credit Facility | Line of Credit | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Line of credit | $ 5,000,000 | |||||||||||
Senior Secured Credit Facility | Term Loan | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Aggregate on the term loan in tranches | Jul. 31, 2019 | |||||||||||
Debt instrument, Interest rate, Stated percentage | 6.00% | |||||||||||
Debt instrument, Interest rate terms | Interest is calculated upon each tranche at LIBOR for either one, two, three, or six months, as selected by Holdco, plus an applicable margin of 6.00% per annum. | |||||||||||
Debt instrument, Term | 5 years | |||||||||||
Long-term debt | 286,800,000 | 286,800,000 | 261,700,000 | |||||||||
Line of credit | $ 125,000 | 35,000,000 | 35,000,000 | $ 68,000,000 | $ 91,400,000 | |||||||
Principal contractually repaid rate | 0.75% | |||||||||||
Senior Secured Credit Facility | Term Loan | Maximum | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Amount of term loan credit facility | $ 125,000,000 | |||||||||||
RCP 2 | 2017 Seller Note | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Notes payable | $ 81,300,000 | |||||||||||
Notes payable maturity date | Jan. 15, 2025 | |||||||||||
Debt Instruments discounted fair value | $ 78,700,000 | |||||||||||
Notes payable gross fair value | $ 6,400 | $ 6,400 | $ 6,400 | |||||||||
RCP 3 | 2018 Seller Note | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Notes payable | $ 22,100,000 | |||||||||||
Notes payable maturity date | Jan. 15, 2025 | |||||||||||
Debt Instruments discounted fair value | $ 21,200,000 | |||||||||||
Notes payable gross fair value | $ 3,000,000 | |||||||||||
RCP 3 | 2018 TAB Payments | ||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||
Notes payable maturity date | Apr. 15, 2037 | |||||||||||
Debt Instruments discounted fair value | $ 28,900,000 | |||||||||||
Amortized tax benefit | $ 48,400,000 | |||||||||||
Annual installments starting date | Apr. 15, 2023 |
Debt Obligations - Schedule o_2
Debt Obligations - Schedule of Maturities of Long-term Debt (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Debt Instrument, Redemption [Line Items] | |
Remainder of 2021 | $ 2,318 |
2022 | 284,529 |
2023 | 0 |
2024 | 2,111 |
2025 | 2,111 |
Thereafter | 36,842 |
Long-term Debt, Total | $ 327,911 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | Jan. 01, 2021 | Apr. 01, 2020 | May 01, 2018 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2021 |
Related Party Transaction [Line Items] | ||||||||||
Reimbursable expenses | $ 700,000 | $ 600,000 | ||||||||
Intercompany services | $ 2,595,000 | $ 2,627,000 | 7,856,000 | $ 5,177,000 | ||||||
Accounts receivable related parties | 1,700,000 | 1,700,000 | 2,600,000 | |||||||
Accounts receivable | 1,700,000 | 1,700,000 | 2,600,000 | |||||||
Management And Advisory Fees | 38,145,000 | 15,381,000 | 104,901,000 | 42,682,000 | ||||||
Acquisition Partners, LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Ownership percentage | 24.90% | |||||||||
Accounts receivable related parties | 1,000,000 | 1,000,000 | 2,000,000 | |||||||
Accounts receivable | 1,000,000 | 1,000,000 | $ 2,000,000 | |||||||
210/P10 acquisition partners LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Administration and consulting services | $ 31,700 | |||||||||
Administration and consulting services fee and reimbursable expense | 0 | 500,000 | ||||||||
Reimbursable expenses | $ 18,800 | |||||||||
210 Capital LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Rent expense | $ 20,300 | 200,000 | 0 | |||||||
Lease expiration date | Dec. 31, 2029 | |||||||||
RCP 2 | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Intercompany services | 2,600,000 | 1,700,000 | ||||||||
Keystone Capital XXX, LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Management fee expense | $ 250,000 | 800,000 | 500,000 | |||||||
Enhanced Capital Group LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Advisory Fees | $ 76,000,000 | |||||||||
Advisory fee term | 7 years | |||||||||
Enhanced Capital Holding Inc. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Compensation And Benefits | 900,000 | 0 | 6,100,000 | 0 | ||||||
Advisory Fees | RCP 2 | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Intercompany services | $ 850,000 | |||||||||
Advisory Fees | Enhanced Capital Group LLC | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Management And Advisory Fees | $ 4,800,000 | $ 0 | $ 14,300,000 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating Expense | ||||
Loss Contingencies [Line Items] | ||||
Rent expense | $ 0.5 | $ 0.3 | $ 1.6 | $ 0.9 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Commitments and Contingencies (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Loss Contingencies [Line Items] | ||
Operating lease right-of-use assets | $ 7,095 | $ 6,491 |
Operating lease liabilities | 8,126 | $ 7,682 |
Cash paid for lease liabilities | $ 1,719 | |
Weighted-average remaining lease term (in years) | 4 years 6 months 21 days | |
Weighted-average discount rate | 5.13% |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of the Future Contractual Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Contractual Obligation, Fiscal Year Maturity Schedule [Abstract] | ||
Remainder of 2021 | $ 576 | |
2022 | 2,184 | |
2023 | 2,180 | |
2024 | 2,011 | |
2025 | 854 | |
Thereafter | 1,260 | |
Total undiscounted lease payments | 9,065 | |
Less discount | (939) | |
Operating lease liabilities | $ 8,126 | $ 7,682 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Income Tax Disclosure [Abstract] | |
Effective income tax rate | 25.41% |
Statutory tax rate | 21.00% |
Deferred tax assets, valuation allowance | $ 12.9 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - Stock Options - USD ($) $ in Millions | Jul. 20, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation expense | $ 8.4 | $ 8.4 | |||
Unrecognized stock-based compensation expense, weighted-average recognition period | 3 years 21 days | ||||
Stock-based compensation expense | $ 0.5 | $ 0.2 | $ 1.5 | $ 0.5 | |
2018 Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Additional Award | 0 | ||||
Date of grant | 10 years | ||||
Number of shares available for grant | 10,000,000 | ||||
2018 Incentive Plan | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
2018 Incentive Plan | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 5 years | ||||
2021 Stock Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares available for grant | 1,000,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Beginning balance | 5,350,800 | |
Granted | 2,101,750 | |
Exercised | 0 | |
Expired/Forfeited | (320,600) | |
Number of Shares, Ending balance | 7,131,950 | 5,350,800 |
Exercisable as of September 30, 2021 | 1,178,800 | |
Weighted Average Exercise Price, Beginning balance | $ 1.69 | |
Granted | 8.11 | |
Exercised | 0 | |
Expired/Forfeited | 3.27 | |
Weighted Average Exercise Price, Ending balance | 3.50 | $ 1.69 |
Exercisable as of September 30, 2021 | $ 0.60 | |
Weighted Average Contractual Life Remaining (in years), Outstanding | 7 years 8 months 1 day | 7 years 9 months |
Weighted Average Contractual Life Remaining (in years), Exercisable | 5 years 5 months 26 days | |
Aggregate Intrinsic Value, Beginning balance | $ 41,442,250 | |
Aggregate Intrinsic Value, Ending balance | 87,034,525 | $ 41,442,250 |
Exercisable as of September 30, 2021 | $ 17,747,150 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Weighted Average Assumptions Used in Calculating Fair Value of Stock Options Granted (Details) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Expected life | 7 years 6 months | 7 years 6 months |
Expected volatility | 40.33% | 36.85% |
Risk-free interest rate | 1.68% | 1.39% |
Expected dividend yield | 0.00% | 0.00% |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Restricted Stock Activity (Details) - Restricted Stock | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Shares, Beginning Balance | shares | 0 |
Granted | shares | 26,582 |
Exercised | shares | 0 |
Expired/Forfeited | shares | 0 |
Number of Shares, Ending Balance | shares | 26,582 |
Weighted-Average Grant Date Fair Value Per RSU | |
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares | $ 0 |
Granted | $ / shares | 11.29 |
Exercised | $ / shares | 0 |
Expired/Forfeited | $ / shares | 0 |
Weighted-Average Grant Date Fair Value, Ending Balance | $ / shares | $ 11.29 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Computation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||||||||
Numerator for basic calculation-Net income/(loss) attributable to P10 | $ 3,584 | $ 1,978 | $ 2,215 | $ (88) | $ 1,127 | $ 1,841 | $ 7,777 | $ 2,880 |
Adjustment for: | ||||||||
Preferred dividends attributable to redeemable noncontrolling interest | 494 | 153 | 1,483 | 306 | ||||
Proportionate share of subsidiary's earnings attributable to subsidiary's convertible preferred stock under assumed conversion | (1,563) | (233) | (3,599) | (568) | ||||
Numerator for earnings per share assuming dilution | $ 2,515 | $ (168) | $ 5,661 | $ 2,618 | ||||
Denominator: | ||||||||
Denominator for basic calculation - Weighted-average shares | 62,464 | 62,464 | 62,464 | 62,464 | ||||
Weighted shares assumed upon exercise of stock options | 4,323 | 0 | 4,238 | 1,978 | ||||
Denominator for earnings per share assuming dilution | 66,787 | 62,464 | 66,702 | 64,442 | ||||
Earnings per share - basic | $ 0.06 | $ 0 | $ 0.12 | $ 0.05 | ||||
Earnings per share - diluted | $ 0.04 | $ 0 | $ 0.08 | $ 0.04 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 0 | 0 | 2.9 | 2 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interest - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 14, 2020 | Oct. 02, 2020 | Apr. 01, 2020 | Sep. 30, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | |||||
Cumulative Dividends In Arrears On Preferred Stock | $ 1.5 | $ 0.7 | |||
Five Points Capital | |||||
Class of Stock [Line Items] | |||||
Issuance price | $ 1 | ||||
TrueBridge Capital | |||||
Class of Stock [Line Items] | |||||
Issuance price | $ 1 | ||||
TrueBridge Capital | Series B Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Issuance price | $ 4 | ||||
Option to purchase of preferred stock, shares | 1,333,333 | ||||
Shares issued, price per share | $ 3 | ||||
TrueBridge Capital | Series D Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Shares issued | 285,714 | 28,590,910 | |||
Shares price | $ 3.50 | $ 3.30 | |||
Issuance price | $ 94.4 | ||||
Enhanced | Series B Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Issuance price | $ 10 | ||||
Option to purchase of preferred stock, shares | 3,333,334 | ||||
Shares issued, price per share | $ 3 | ||||
Enhanced | Series E Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Shares issued | 100,714 | ||||
Shares price | $ 3.50 | ||||
Issuance price | $ 0.4 | ||||
P10 Intermediate | Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Percentage of aggregate shares outstanding, issued to third party | 40.90% | ||||
Percentage of aggregate shares outstanding, issued to parent | 59.10% | ||||
Conversion ratio | 100.00% | ||||
Dividend rate, percentage | 1.00% | ||||
P10 Intermediate | Series C Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Shares issued | 3,337,470 | ||||
Shares price | $ 3 | ||||
Issuance price | $ 10 | ||||
Gross value of TAB payment | 16.8 | ||||
P10 Intermediate | Common Stock | |||||
Class of Stock [Line Items] | |||||
Percentage of aggregate shares outstanding, issued to parent | 100.00% | ||||
P10 Intermediate | Five Points Capital | Series A Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Proceeds from issuance of convertible preferred stock | $ 20.1 | ||||
Shares issued | 6,700,000 | ||||
Shares issued, price per share | $ 3 | ||||
P10 Intermediate | Five Points Capital | Series C Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Shares issued | 333,333 | ||||
Shares price | $ 3 | ||||
P10 Intermediate | Enhanced | Series E Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Shares issued | 7,686,925 | ||||
Shares price | $ 3.50 | ||||
Issuance price | $ 26.9 | ||||
P10 Intermediate | Keystone Capital XXX, LLC | Series B Redeemable Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Proceeds from issuance of convertible preferred stock | $ 30 | ||||
Shares issued | 10,000,000 | ||||
Shares issued, price per share | $ 3 | ||||
P10 Intermediate | Keystone Capital XXX, LLC | Call Option | Series B Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Option indexed to issuer's equity, shares | 5,000,000 | ||||
Option indexed to issuer's equity, exercise price | $ 3 |
Redeemable Noncontrolling Int_4
Redeemable Noncontrolling Interest - Schedule of Changes in Redeemable Non-Controlling Interests (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Redeemable Noncontrolling Interest, Equity, Carrying Amount [Abstract] | |
Balance | $ 198,439 |
Issuance of subsidiary preferred stock | 0 |
Distribution of preferred dividends attributable to redeemable non-controlling interest | (720) |
Preferred dividends attributable to redeemable noncontrolling interest | 1,483 |
Ending Balance | $ 199,202 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ / shares in Units, $ in Thousands | Nov. 18, 2021USD ($)$ / sharesshares | Oct. 29, 2021USD ($) | Oct. 28, 2021USD ($) | Oct. 25, 2021USD ($) | Oct. 20, 2021$ / sharesshares | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Oct. 19, 2021shares |
Subsequent Event [Line Items] | ||||||||
Repayments of debt | $ 12,321 | $ 2,582 | ||||||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Reverse stock split | 0.7-for-1 | |||||||
Stock split, conversion ratio | 0.7 | |||||||
Debt instrument, periodic prepayment, interest | $ 1,200 | |||||||
Debt instrument, periodic payment | 88,600 | |||||||
Debt interest payment | 600 | |||||||
Repayments of debt | $ 86,800 | |||||||
Subsequent Event | IPO | ||||||||
Subsequent Event [Line Items] | ||||||||
Reverse stock split | 0.7-for-1 | |||||||
Stock split, conversion ratio | 0.7 | |||||||
Offering closing date | Oct. 25, 2021 | |||||||
Proceeds from issuance initial public offering | $ 138,000 | |||||||
Number of shares authorized | shares | 3,000,000 | 1,000,000 | ||||||
Subsequent Event | 2017 Seller Note | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt instrument, periodic payment, principal | $ 1,900 | |||||||
Subsequent Event | 2018 Seller Note | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt instrument, periodic payment, principal | 900 | |||||||
Subsequent Event | TAB payments | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt instrument, periodic payment, principal | $ 9,600 | |||||||
Subsequent Event | Common Class A | ||||||||
Subsequent Event [Line Items] | ||||||||
Offering price | $ / shares | $ 12 | |||||||
Option to purchase underwriting agreement | shares | 3,000,000 | |||||||
Proceeds from sale of stock | $ 0 | |||||||
Subsequent Event | Common Class A | IPO | ||||||||
Subsequent Event [Line Items] | ||||||||
Stock issued during period | shares | 11,500,000 | |||||||
Offering price | $ / shares | $ 12 | |||||||
Sale of common stock | shares | 20,000,000 | |||||||
Subsequent Event | Common Class B | ||||||||
Subsequent Event [Line Items] | ||||||||
Common Stock, Conversion Basis | 1-for-1 | |||||||
Subsequent Event | Common Class B | IPO | Certain Stockholders | ||||||||
Subsequent Event [Line Items] | ||||||||
Sale of common stock | shares | 8,500,000 |