1 unchanged sentence
Condensed Consolidated Financial Statements (Unaudited) Page
−Removed: Condensed Consolidated Statements of Financial Condition as of September 30, 2021 and December 31, 2020
−Removed: Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021 and 2020
−Removed: Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2021 and 2020
−Removed: Condensed Consolidated Statements of Changes in Equity for the three and nine months ended September 30, 2021 and 2020
−Removed: Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2021 and 2020
+Added: Condensed Consolidated Statements of Financial Condition as of March 31, 202 2 and December 31, 20 21
+Added: Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021
+Added: Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 202 2 and 202 1
+Added: Condensed Consolidated Statements of Changes in Equity for the three months ended March 31, 202 2 and 2021
+Added: Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 202 2 and 202 1
Notes to Unaudited Condensed Consolidated Financial Statements
2 unchanged sentences
(dollars in thousands, except share data)
−Removed: September 30, 2021 December 31, 2020
+Added: March 31, 2022 December 31, 2021
Current Assets
Cash and Cash Equivalents $ 454,768 $ 578,317
−Removed: Investment Securities and Certificates of Deposit (includes available-for-sale debt securities with an amortized cost of $ 452,955 and $ 402,824 at September 30, 2021 and December 31, 2020, respectively)
+Added: Investment Securities and Certificates of Deposit (includes available-for-sale debt securities with an amortized cost of $ 286,567 and $ 706,826 at March 31, 2022 and December 31, 2021, respectively)
1,096,774 1,784,639
−Removed: Accounts Receivable (net of allowances of $ 3,563 and $ 5,372 at September 30, 2021 and December 31, 2020, respectively)
+Added: Accounts Receivable (net of allowances of $ 2,054 and $ 2,704 at March 31, 2022 and December 31, 2021, respectively)
313,677 351,668
5 unchanged sentences
Operating Lease Right-of-Use Assets 257,117 263,329
−Removed: Furniture, Equipment and Leasehold Improvements (net of accumulated depreciation and amortization of $ 159,249 and $ 139,572 at September 30, 2021 and December 31, 2020, respectively)
+Added: Furniture, Equipment and Leasehold Improvements (net of accumulated depreciation and amortization of $ 172,091 and $ 165,857 at March 31, 2022 and December 31, 2021, respectively)
147,571 148,589
Goodwill 126,816 128,246
−Removed: Intangible Assets (net of accumulated amortization of $ 3,204 and $ 2,932 at September 30, 2021 and December 31, 2020, respectively)
+Added: Intangible Assets (net of accumulated amortization of $ 3,384 and $ 3,294 at March 31, 2022 and December 31, 2021, respectively)
Other Assets 123,090 140,539
18 unchanged sentences
Stockholders' Equity
−Removed: Class A, par value $ 0.01 per share ( 1,000,000,000 shares authorized, 74,631,561 and 72,195,283 issued at September 30, 2021 and December 31, 2020, respectively, and 39,085,383 and 40,750,225 outstanding at September 30, 2021 and December 31, 2020, respectively)
−Removed: Class B, par value $ 0.01 per share ( 1,000,000 shares authorized, 47 and 48 issued and outstanding at September 30, 2021 and December 31, 2020, respectively)
+Added: Class A, par value $ 0.01 per share ( 1,000,000,000 shares authorized, 79,460,450 and 74,804,288 issued at March 31, 2022 and December 31, 2021, respectively, and 40,568,476 and 37,903,430 outstanding at March 31, 2022 and December 31, 2021, respectively)
+Added: Class B, par value $ 0.01 per share ( 1,000,000 shares authorized, 50 and 53 issued and outstanding at March 31, 2022 and December 31, 2021, respectively)
Additional Paid-In-Capital 2,679,900 2,458,779
1 unchanged sentence
Retained Earnings 1,544,765 1,418,382
−Removed: Treasury Stock at Cost ( 35,546,178 and 31,445,058 shares at September 30, 2021 and December 31, 2020, respectively)
+Added: Treasury Stock at Cost ( 38,891,974 and 36,900,858 shares at March 31, 2022 and December 31, 2021, respectively)
( 2,800,593 ) ( 2,545,452 )
8 unchanged sentences
(dollars and share amounts in thousands, except per share data)
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
Investment Banking:
14 unchanged sentences
Execution, Clearing and Custody Fees 2,797 3,552
−Removed: Special Charges, Including Business Realignment Costs 8,554 7,380 8,554 39,614
Acquisition and Transition Costs — 7
22 unchanged sentences
(dollars in thousands)
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
Net Income $ 177,094 $ 165,551
Other Comprehensive Income (Loss), net of tax:
−Removed: Unrealized Gain (Loss) on Securities and Investments, net ( 858 ) ( 23 ) ( 363 ) ( 1,720 )
+Added: Unrealized Gain on Securities and Investments, net 3 42
Foreign Currency Translation Adjustment Gain (Loss), net ( 3,020 ) 1,553
8 unchanged sentences
(dollars in thousands, except share data)
−Removed: For the Three Months Ended September 30, 2021
−Removed: Additional Other
−Removed: Class A Common Stock Paid-In Comprehensive Retained Treasury Stock Noncontrolling Total
−Removed: Shares Dollars Capital Income (Loss) Earnings Shares Dollars Interest Equity
−Removed: Balance at June 30, 2021 74,588,183 $ 746 $ 2,383,725 $ ( 7,227 ) $ 1,023,260 ( 34,753,472 ) $ ( 2,249,533 ) $ 274,296 $ 1,425,267
−Removed: Net Income — — — — 159,545 — — 29,577 189,122
−Removed: Other Comprehensive Income (Loss) — — — ( 6,498 ) — — — ( 1,109 ) ( 7,607 )
−Removed: Treasury Stock Purchases — — — — — ( 792,706 ) ( 105,147 ) — ( 105,147 )
−Removed: Evercore LP Units Exchanged for Class A Common Stock 250 — 21 — — — — ( 13 ) 8
−Removed: Equity-based Compensation Awards 43,128 — 52,981 — — — — 2,946 55,927
−Removed: Dividends — — — — ( 30,278 ) — — — ( 30,278 )
−Removed: Noncontrolling Interest (Note 13) — — — — — — — ( 15,054 ) ( 15,054 )
−Removed: Balance at September 30, 2021 74,631,561 $ 746 $ 2,436,727 $ ( 13,725 ) $ 1,152,527 ( 35,546,178 ) $ ( 2,354,680 ) $ 290,643 $ 1,512,238
−Removed: For the Nine Months Ended September 30, 2021
+Added: For the Three Months Ended March 31, 2022
Additional Other
9 unchanged sentences
Noncontrolling Interest (Note 12) — — ( 1,361 ) — — — — ( 4,527 ) ( 5,888 )
−Removed: Balance at September 30, 2021 74,631,561 $ 746 $ 2,436,727 $ ( 13,725 ) $ 1,152,527 ( 35,546,178 ) $ ( 2,354,680 ) $ 290,643 $ 1,512,238
−Removed: For the Three Months Ended September 30, 2020
−Removed: Additional Other
−Removed: Class A Common Stock Paid-In Comprehensive Retained Treasury Stock Noncontrolling Total
−Removed: Shares Dollars Capital Income (Loss) Earnings Shares Dollars Interest Equity
−Removed: Balance at June 30, 2020 71,977,753 $ 720 $ 2,166,837 $ ( 37,167 ) $ 590,866 ( 31,393,480 ) $ ( 1,820,728 ) $ 231,622 $ 1,132,150
−Removed: Net Income — — — — 42,610 — — 8,510 51,120
−Removed: Other Comprehensive Income — — — 5,764 — — — 986 6,750
−Removed: Treasury Stock Purchases — — — — — ( 15,876 ) ( 927 ) — ( 927 )
−Removed: Evercore LP Units Exchanged for Class A Common Stock 200 — 11 — — — — ( 8 ) 3
−Removed: Equity-based Compensation Awards 36,775 — 49,874 — — — — 4,231 54,105
−Removed: Dividends — — — — ( 26,934 ) — — — ( 26,934 )
−Removed: Noncontrolling Interest (Note 13) — — — — — — — ( 9,253 ) ( 9,253 )
−Removed: Balance at September 30, 2020 72,014,728 $ 720 $ 2,216,722 $ ( 31,403 ) $ 606,542 ( 31,409,356 ) $ ( 1,821,655 ) $ 236,088 $ 1,207,014
−Removed: For the Nine Months Ended September 30, 2020
+Added: Balance at March 31, 2022 79,460,450 $ 795 $ 2,679,900 $ ( 14,830 ) $ 1,544,765 ( 38,891,974 ) $ ( 2,800,593 ) $ 177,632 $ 1,587,669
+Added: For the Three Months Ended March 31, 2021
Additional Other
2 unchanged sentences
Balance at December 31, 2020 72,195,283 $ 722 $ 2,266,136 $ ( 9,758 ) $ 798,573 ( 31,445,058 ) $ ( 1,824,727 ) $ 258,428 $ 1,489,374
−Removed: Cumulative Effect of Accounting Change (1)
−Removed: — — — — ( 1,310 ) — — — ( 1,310 )
Net Income — — — — 144,352 — — 21,199 165,551
−Removed: Other Comprehensive Income (Loss) — — — ( 3,807 ) — — — ( 781 ) ( 4,588 )
+Added: Other Comprehensive Income — — — 1,361 — — — 234 1,595
Treasury Stock Purchases — — — — — ( 1,940,430 ) ( 234,854 ) — ( 234,854 )
3 unchanged sentences
Noncontrolling Interest (Note 12) — — ( 2,826 ) — — — — ( 12,154 ) ( 14,980 )
−Removed: Balance at September 30, 2020 72,014,728 $ 720 $ 2,216,722 $ ( 31,403 ) $ 606,542 ( 31,409,356 ) $ ( 1,821,655 ) $ 236,088 $ 1,207,014
−Removed: (1) The cumulative adjustment relates to the adoption of Accounting Standards Update ("ASU") No.
−Removed: 2016-13, "Measurement of Credit Losses on Financial Instruments" ("ASU 2016-13") on January 1, 2020, for which the Company recorded an adjustment to Retained Earnings to reflect an increase in the Company's Allowance for Doubtful Accounts as a result of the use of the current expected credit loss model.
+Added: Balance at March 31, 2021 74,521,960 $ 745 $ 2,322,421 $ ( 8,397 ) $ 914,120 ( 33,385,488 ) $ ( 2,059,581 ) $ 265,089 $ 1,434,397
See Notes to Unaudited Condensed Consolidated Financial Statements.
2 unchanged sentences
(dollars in thousands)
−Removed: For the Nine Months Ended September 30,
+Added: For the Three Months Ended March 31,
Cash Flows From Operating Activities
Net Income $ 177,094 $ 165,551
−Removed: Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
−Removed: Net (Gains) Losses on Investments and Investment Securities ( 12,067 ) 3,471
−Removed: Equity Method Investments 3,292 2,341
+Added: Adjustments to Reconcile Net Income to Net Cash Provided by (Used In) Operating Activities:
+Added: Net (Gains) Losses on Investments, Investment Securities and Contingent Consideration 4,456 ( 7,605 )
+Added: Equity Method Investments, Including Gain on Sale ( 786 ) 349
Equity-Based and Other Deferred Compensation 117,524 94,211
−Removed: Gain on Sale of ECB Trust Business — ( 1,355 )
Noncash Lease Expense 10,094 10,058
4 unchanged sentences
Investment Securities ( 21 ) ( 1,950 )
−Removed: Financial Instruments Owned and Pledged as Collateral at Fair Value — ( 2,859 )
−Removed: Securities Purchased Under Agreements to Resell — 2,753
Accounts Receivable 36,230 14,265
4 unchanged sentences
Accounts Payable and Accrued Expenses 373 2,397
−Removed: Securities Sold Under Agreements to Repurchase — 109
Payables to Employees and Related Parties 28,261 22,736
1 unchanged sentence
Other Liabilities ( 6,246 ) ( 108,977 )
−Removed: Net Cash Provided by Operating Activities 529,904 283,195
+Added: Net Cash Provided by (Used In) Operating Activities ( 486,220 ) ( 330,111 )
Cash Flows From Investing Activities
Investments Purchased — ( 159 )
−Removed: Proceeds from Redemption of G5 Debt Security 11,779 —
+Added: Proceeds from Sale of Investments 18,300 —
Distributions of Private Equity Investments 20 5
Investment Securities:
−Removed: Proceeds from Sales and Maturities of Investment Securities and Futures Contracts Activity 1,565,429 554,141
−Removed: Purchases of Investment Securities and Futures Contracts Activity ( 1,640,970 ) ( 247,920 )
+Added: Proceeds from Sales and Maturities of Investment Securities 1,325,038 888,534
+Added: Purchases of Investment Securities ( 626,283 ) ( 616,624 )
Maturity of Certificates of Deposit 67,796 —
1 unchanged sentence
Purchase of Furniture, Equipment and Leasehold Improvements ( 5,491 ) ( 7,714 )
−Removed: Proceeds from Sale of Business — 1,830
−Removed: Net Cash Provided by (Used in) Investing Activities ( 208,228 ) 481,244
+Added: Net Cash Provided by Investing Activities 693,537 190,165
Cash Flows From Financing Activities
3 unchanged sentences
Issuance of Notes Payable — 38,000
−Removed: Debt Issuance Costs ( 355 ) —
Purchase of Treasury Stock and Noncontrolling Interests ( 283,126 ) ( 231,296 )
9 unchanged sentences
Accrued Dividends $ 4,128 $ 3,411
−Removed: Noncash Purchase of Noncontrolling Interest $ — $ 851
+Added: Amounts Due for Purchase of Noncontrolling Interest $ 1,448 $ 3,170
+Added: Settlement of Sale of Trilantic VI $ 9,188 $ —
Receipt of Equity Securities in Settlement of Accounts Receivable $ — $ 1,955
+Added: Debt Issuance Costs Accrued $ — $ 355
See Notes to Unaudited Condensed Consolidated Financial Statements.
11 unchanged sentences
The Investment Management segment includes the wealth management business through which the Company provides investment advisory, wealth management and fiduciary services for high-net-worth individuals and associated entities, and the private equity business, which holds interests in private equity funds which are not managed by the Company.
−Removed: The Company's historical results also include the institutional asset management business, through which the Company directly and through affiliates, managed financial assets for sophisticated institutional investors.
−Removed: This business included Evercore Casa de Bolsa, S.A.
−Removed: ("ECB"), which was sold during 2020.
Note 2 – Significant Accounting Policies
15 unchanged sentences
Evercore LP is a VIE and the Company is the primary beneficiary.
−Removed: Specifically, the Company has the majority economic interest in Evercore LP and has decision making authority that significantly affects the economic performance of the entity
+Added: Specifically, the Company has the majority economic interest in Evercore LP and has decision making authority that significantly affects the economic performance of the entity while the limited partners have no kick-out or substantive participating rights.
+Added: The assets and liabilities of Evercore LP represent substantially all of the consolidated assets and liabilities of the Company with the exception of U.S.
+Added: corporate taxes and related items, which are presented on the Company's (Parent Company Only) Condensed Statements of Financial Condition
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: while the limited partners have no kick-out or substantive participating rights.
−Removed: The assets and liabilities of Evercore LP represent substantially all of the consolidated assets and liabilities of the Company with the exception of U.S.
−Removed: corporate taxes and related items, which are presented on the Company's (Parent Company Only) Condensed Statements of Financial Condition in Note 25 to the Company's consolidated financial statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2020.
+Added: in Note 24 to the Company's consolidated financial statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2021.
Evercore ISI International Limited ("Evercore ISI U.K."), Evercore Partners International LLP ("Evercore U.K."), Evercore (Japan) Ltd.
2 unchanged sentences
("Evercore Canada") are also VIEs, and the Company is the primary beneficiary of these VIEs.
−Removed: Specifically for Evercore ISI U.K., Evercore Japan, Evercore Beijing and Evercore Canada (as of January 1, 2020 for Evercore Canada), the Company provides financial support through transfer pricing agreements with these entities, which exposes the Company to losses that are potentially significant to these entities, and has decision making authority that significantly affects the economic performance of these entities.
+Added: Specifically for Evercore ISI U.K., Evercore Japan, Evercore Beijing and Evercore Canada, the Company provides financial support through transfer pricing agreements with these entities, which exposes the Company to losses that are potentially significant to these entities, and has decision making authority that significantly affects the economic performance of these entities.
The Company has the majority economic interest in Evercore U.K.
and has decision making authority that significantly affects the economic performance of this entity.
−Removed: The Company included in its Unaudited Condensed Consolidated Statements of Financial Condition Evercore ISI U.K., Evercore U.K., Evercore Japan, Evercore Beijing and Evercore Canada assets of $ 456,739 and liabilities of $ 163,859 at September 30, 2021 and assets of $ 377,878 and liabilities of $ 164,779 at December 31, 2020.
+Added: The Company included in its Unaudited Condensed Consolidated Statements of Financial Condition Evercore ISI U.K., Evercore U.K., Evercore Japan, Evercore Beijing and Evercore Canada assets of $ 418,369 and liabilities of $ 158,448 at March 31, 2022 and assets of $ 446,736 and liabilities of $ 260,426 at December 31, 2021.
All intercompany balances and transactions with the Company's subsidiaries have been eliminated upon consolidation.
−Removed: Reclassifications:
−Removed: During 2021, certain balances on the Unaudited Condensed Consolidated Statements of Operations for prior periods were reclassified to conform to their current presentation.
−Removed: Commissions and Related Revenue – The Company renamed "Commissions and Related Fees" to "Commissions and Related Revenue" on the Unaudited Condensed Consolidated Statements of Operations and reclassified $ 150 and $ 550 of principal trading gains and losses from the Company's institutional equities business from "Other Revenue, Including Interest and Investments" to "Commissions and Related Revenue" for the three and nine months ended September 30, 2020, respectively.
−Removed: The prior period reclassifications from "Other Revenue, Including Interest and Investments" to "Commissions and Related Revenue" are as follows:
−Removed: for the three months ended March 31, 2020:
−Removed: for the three months ended June 30, 2020:
−Removed: for the three months ended September 30, 2020:
−Removed: for the three months ended December 31, 2020:
−Removed: for the three months ended March 31, 2019:
−Removed: for the three months ended June 30, 2019:
−Removed: for the three months ended September 30, 2019:
−Removed: for the three months ended December 31, 2019:
Note 3 – Recent Accounting Pronouncements
−Removed: ASU 2019-12 – In December 2019, the Financial Accounting Standards Board ("FASB") issued ASU No.
−Removed: 2019-12, "Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes" ("ASU 2019-12").
−Removed: ASU 2019-12 provides amendments to ASC 740, "Income Taxes" ("ASC 740") which simplify the accounting for income taxes by removing certain exceptions in ASC 740 and clarify and amend certain existing guidance.
−Removed: The amendments in this update are effective during interim and annual periods beginning after December 15, 2020, with early adoption permitted.
−Removed: The amendments on separate financial statements of legal entities that are not subject to tax should be applied on a retrospective basis for all periods presented, amendments on ownership changes of foreign equity method investments or foreign subsidiaries should be applied on a modified retrospective basis, with a cumulative-effect adjustment recorded through retained earnings as of the beginning of the period of adoption, and all other amendments should be applied prospectively.
−Removed: The Company adopted ASU 2019-12 on January 1, 2021.
−Removed: The adoption of ASU 2019-12 did not have a material impact on the Company's financial condition, results of operations and cash flows, or disclosures thereto.
−Removed: ASU 2020-01 – In January 2020, the FASB issued ASU No.
−Removed: 2020-01, "Clarifying the Interactions Between Topic 321, 323, and Topic 815" ("ASU 2020-01").
−Removed: ASU 2020-01 provides amendments to clarify the accounting for certain equity securities when the equity method of accounting is applied or discontinued and scope considerations related to forward contracts and purchased options on certain securities.
−Removed: The amendments in this update are effective during interim and annual periods beginning after December 15, 2020, with early adoption permitted.
−Removed: The Company adopted ASU 2020-01 on January 1, 2021.
−Removed: The adoption of ASU 2020-01 did not have a material impact on the Company's financial condition, results of operations and cash flows, or disclosures thereto.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: ASU 2020-06 – In August 2020, the FASB issued ASU No.
+Added: ASU 2020-06 – In August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.
2020-06, "Accounting for Convertible Instruments and Contracts in an Entity's Own Equity" ("ASU 2020-06").
3 unchanged sentences
The amendments should be applied using a modified or full retrospective transition method.
−Removed: The Company is currently assessing the impact of this update on the Company's financial condition, results of operations and cash flows, or disclosures thereto.
+Added: The Company adopted ASU 2020-06 on January 1, 2022.
+Added: The adoption of ASU 2020-06 did not have a material impact on the Company's financial condition, results of operations and cash flows, or disclosures thereto.
Note 4 – Revenue and Accounts Receivable
−Removed: The following table presents revenue recognized by the Company for the three and nine months ended September 30, 2021 and 2020:
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: The following table presents revenue recognized by the Company for the three months ended March 31, 2022 and 2021:
+Added: For the Three Months Ended March 31,
Investment Banking:
7 unchanged sentences
$ 17,115 $ 14,949
−Removed: Institutional Asset Management
−Removed: — 361 — 1,101
Total Investment Management $ 17,115 $ 14,949
1 unchanged sentence
The change in the Company’s contract assets and liabilities during the following periods primarily reflects timing differences between the Company’s performance and the client’s payment.
−Removed: The Company’s receivables, contract assets and deferred revenue (contract liabilities) for the nine months ended September 30, 2021 and 2020 are as follows:
+Added: The Company’s receivables, contract assets and deferred revenue (contract liabilities) for the three months ended March 31, 2022 and 2021 are as follows:
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: For the Nine Months Ended September 30, 2021
+Added: For the Three Months Ended March 31, 2022
(Current) (1)
8 unchanged sentences
Increase (Decrease) ( 37,991 ) ( 12,541 ) 30,493 ( 4,411 ) 1,827 —
−Removed: Balance at September 30, 2021 $ 397,964 $ 77,894 $ 82,804 $ 10,544 $ 6,758 $ 147
−Removed: For the Nine Months Ended September 30, 2020
+Added: Balance at March 31, 2022 $ 313,677 $ 75,223 $ 44,585 $ 8,534 $ 11,084 $ 147
+Added: For the Three Months Ended March 31, 2021
(Current) (1)
8 unchanged sentences
Increase (Decrease) ( 11,916 ) ( 2,434 ) ( 1,527 ) ( 1,111 ) 3,791 —
−Removed: Balance at September 30, 2020 $ 282,357 $ 62,974 $ 19,281 $ 2,416 $ 12,276 $ 381
+Added: Balance at March 31, 2021 $ 356,430 $ 68,541 $ 27,800 $ 4,172 $ 13,164 $ 147
(1) Included in Accounts Receivable on the Unaudited Condensed Consolidated Statements of Financial Condition.
4 unchanged sentences
The Company's contract assets represent arrangements in which an estimate of variable consideration has been included in the transaction price and thereby recognized as revenue that precedes the contractual due date.
−Removed: Under ASC 606, "Revenue from Contracts with Customers" ("ASC 606"), revenue is recognized when all material conditions for completion have been met and it is probable that a significant revenue reversal will not occur in a future period.
−Removed: The Company recognized revenue of $ 13,759 and $ 21,835 on the Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2021, respectively, and $ 5,652 and $ 11,543 for the three and nine months ended September 30, 2020, respectively, that was initially included in deferred revenue within Other Current Liabilities on the Company’s Unaudited Condensed Consolidated Statements of Financial Condition.
+Added: Under Accounting Standards Codification ("ASC") 606, "Revenue from Contracts with Customers" ("ASC 606"), revenue is recognized when all material conditions for completion have been met and it is probable that a significant revenue reversal will not occur in a future period.
+Added: The Company recognized revenue of $ 4,208 and $ 2,467 on the Unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021, respectively, that was initially included in deferred revenue within Other Current Liabilities on the Company’s Unaudited Condensed Consolidated Statements of Financial Condition.
Generally, performance obligations under client arrangements will be settled within one year ;
therefore, the Company has elected to apply the practical expedient in ASC 606-10-50-14.
−Removed: The allowance for credit losses for the three and nine months ended September 30, 2021 and 2020 is as follows:
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: The allowance for credit losses for the three months ended March 31, 2022 and 2021 is as follows:
+Added: For the Three Months Ended March 31,
Beginning Balance $ 2,704 $ 5,372
−Removed: $ 2,143 $ 11,125 $ 5,372 $ 9,191
Bad debt expense, net of reversals ( 519 ) ( 1,738 )
1 unchanged sentence
Ending Balance $ 2,054 $ 2,017
−Removed: (1) Beginning Balance for the nine months ended September 30, 2020 includes the cumulative-effect adjustment of $ 1,310 , which reflects the increase in the Company's Allowance for Doubtful Accounts as a result of the use of the current expected credit loss model related to the adoption of ASU 2016-13 on January 1, 2020.
−Removed: The change in the balance during the three and nine months ended September 30, 2021 is primarily related to an increase in the current period provision of expected credit losses, which is also impacted by recoveries of bad debt, as well as the change in the amount of receivables outstanding greater than 120 days at September 30, 2021, and the write-off of aged receivables.
+Added: The change in the balance during the three months ended March 31, 2022 is primarily related to the decrease in the current period provision of expected credit losses, which is impacted by the change in the amount of receivables outstanding greater than 120 days at March 31, 2022.
+Added: The change in the balance during the three months ended March 31, 2022 is also related to the write-off of aged receivables.
For long-term accounts receivable and long-term contract assets, the Company monitors clients’ creditworthiness based on collection experience and other internal metrics.
−Removed: The following table presents the Company’s long-term accounts receivable
+Added: The following table presents the Company’s long-term accounts receivable and long-term contract assets from the Company's private and secondary fund advisory businesses as of March 31, 2022, by year of origination:
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: and long-term contract assets from the Company's private and secondary fund advisory businesses as of September 30, 2021, by year of origination:
−Removed: Amortized Cost Basis by Origination Year
−Removed: 2021 2020 2019 2018 2017 Total
+Added: Amortized Carrying Value by Origination Year
+Added: 2022 2021 2020 2019 2018 Prior Total
Long-term Accounts Receivable and Long-Term Contract Assets $ 2,144 $ 55,323 $ 20,651 $ 4,392 $ 1,114 $ 133 $ 83,757
−Removed: Note 5 – Business Developments, Special Charges, Including Business Realignment Costs, and Intangible Asset Amortization
−Removed: Business Developments
−Removed: Sale of ECB Trust Business – On July 2, 2020, the Company completed the sale of the trust business of ECB ("the ECB Trust Business"), which was a part of its Investment Management segment, for a purchase price of MXN 39,500 ($ 1,830 ).
−Removed: As a result of this transaction, the Company deconsolidated assets of $ 475 , representing an allocation of goodwill based on the relative fair value of the business being sold to the total fair value of the Institutional Asset Management reporting unit.
−Removed: This transaction resulted in a pre-tax gain of $ 1,355 included in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2020.
−Removed: Special Charges, Including Business Realignment Costs
−Removed: The Company recognized $ 8,554 for the three and nine months ended September 30, 2021, as Special Charges, Including Business Realignment Costs, related to the write-down of certain assets associated with a legacy private equity investment relationship which, consistent with the Company's current investment strategy, the Company decided to wind down during the third quarter of 2021.
−Removed: See Note 8 for further information.
−Removed: The Company recognized $ 7,380 and $ 39,614 for the three and nine months ended September 30, 2020, respectively, as Special Charges, Including Business Realignment Costs.
−Removed: For the three and nine months ended September 30, 2020, these costs included $ 7,253 and $ 37,558 , respectively, for separation and transition benefits and related costs as a result of the Company's review of its operations, described below, and $ 127 and $ 2,056 , respectively, related to the acceleration of depreciation expense for leasehold improvements and certain other fixed assets in conjunction with the expansion of the Company's headquarters in New York and the Company's business realignment initiatives.
−Removed: In 2020, the Company completed a review of its operations focused on markets, sectors and people which delivered lower levels of productivity in an effort to attain greater flexibility of operations and better position itself for future growth.
−Removed: This review generated reductions of 8 % of the Company's headcount.
−Removed: See Note 15 for further information.
−Removed: Intangible Asset Amortization
−Removed: Expense associated with the amortization of intangible assets for Investment Management was $ 90 and $ 272 for the three and nine months ended September 30, 2021, respectively, and $ 105 and $ 318 for the three and nine months ended September 30, 2020, respectively, included within Depreciation and Amortization expense on the Unaudited Condensed Consolidated Statements of Operations.
−Removed: Expense associated with the amortization of intangible assets for Investment Banking was $ 169 and $ 1,183 for the three and nine months ended September 30, 2020, respectively, included within Depreciation and Amortization expense on the Unaudited Condensed Consolidated Statements of Operations.
Note 5 – Related Parties
−Removed: Investment Banking Revenue includes advisory fees earned from clients that have Senior Managing Directors and certain Senior Advisors and executives as a member of their Board of Directors of $ 2,635 and $ 26,050 for the three and nine months ended September 30, 2021, respectively, and $ 4,859 and $ 13,628 for the three and nine months ended September 30, 2020, respectively.
−Removed: Other Assets on the Unaudited Condensed Consolidated Statements of Financial Condition includes the long-term portion of loans receivable from certain employees of $ 6,730 and $ 10,159 as of September 30, 2021 and December 31, 2020, respectively.
+Added: Investment Banking Revenue includes advisory fees earned from clients that have the Company's Senior Managing Directors, certain Senior Advisors and executives as a member of their Board of Directors of $ 2,860 and $ 5,612 for the three months ended March 31, 2022 and 2021, respectively.
+Added: Other Assets on the Unaudited Condensed Consolidated Statements of Financial Condition includes the long-term portion of loans receivable from certain employees of $ 19,041 and $ 20,397 as of March 31, 2022 and December 31, 2021, respectively.
See Note 14 for further information.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
Note 6 – Investment Securities and Certificates of Deposit
−Removed: The Company's Investment Securities and Certificates of Deposit as of September 30, 2021 and December 31, 2020 were as follows:
−Removed: September 30, 2021 December 31, 2020
+Added: The Company's Investment Securities and Certificates of Deposit as of March 31, 2022 and December 31, 2021 were as follows:
+Added: March 31, 2022 December 31, 2021
Losses Fair Value Cost Gross
2 unchanged sentences
Equity Securities 666 203 — 869 666 193 — 859
−Removed: Debt Securities Carried by Broker-Dealers 564,837 42 2 564,877 550,002 27 3 550,026
+Added: Debt Securities Carried by EGL 489,541 49 — 489,590 784,813 43 14 784,842
Investment Funds 144,781 17,644 — 162,425 111,682 39,191 — 150,873
2 unchanged sentences
Total Investment Securities and Certificates of Deposit $ 1,096,774 $ 1,784,639
−Removed: Scheduled maturities of the Company's available-for-sale debt securities as of September 30, 2021 and December 31, 2020 were as follows:
−Removed: September 30, 2021 December 31, 2020
+Added: Scheduled maturities of the Company's available-for-sale debt securities as of March 31, 2022 and December 31, 2021 were as follows:
+Added: March 31, 2022 December 31, 2021
Cost Fair Value Amortized
5 unchanged sentences
Treasuries, and the Company has not incurred credit losses on its securities.
−Removed: As such, the Company does not consider these securities to be impaired at September 30, 2021 and has not recorded a credit allowance on these securities.
+Added: As such, the Company does not consider these securities to be impaired at March 31, 2022 and has not recorded a credit allowance on these securities.
Debt Securities
Debt Securities are classified as available-for-sale securities within Investment Securities and Certificates of Deposit on the Unaudited Condensed Consolidated Statements of Financial Condition.
−Removed: These securities are stated at fair value with unrealized gains and losses included in Accumulated Other Comprehensive Income (Loss) and realized gains and losses included in earnings.
−Removed: The Company had net realized gains (losses) of ($ 11 ) for the nine months ended September 30, 2021 and $ 2 and $ 75 for the three and nine months ended September 30, 2020, respectively.
−Removed: Equity Securities
−Removed: Equity Securities are carried at fair value with changes in fair value recorded in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations.
−Removed: The Company had net realized and unrealized gains (losses) of ($ 520 ) and $ 1,340 for the three and nine months ended September 30, 2021, respectively, and $ 92 and ($ 154 ) for the three and nine months ended September 30, 2020, respectively.
−Removed: Debt Securities Carried by Broker-Dealers
−Removed: EGL and other broker-dealer subsidiaries invest in fixed income portfolios consisting primarily of U.S.
−Removed: Treasury bills, municipal bonds and other debt securities.
−Removed: At September 30, 2021 and December 31, 2020, this portfolio consisted solely of U.S.
−Removed: Treasury bills.
−Removed: These securities are carried at fair value, with changes in fair value recorded in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations, as required for broker-dealers in
+Added: These securities are stated at fair value with unrealized gains and losses included in Accumulated Other Comprehensive Income (Loss) and realized gains and losses
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: The Company had net realized and unrealized gains (losses) of $ 26 and $ 17 for the three and nine months ended September 30, 2021, respectively, and ($ 1,240 ) for the nine months ended September 30, 2020.
−Removed: Included in Investment Securities above at December 31, 2020, are $ 99,983 of U.S.
−Removed: Treasury bills purchased on December 31, 2020, which did not settle until January 4, 2021.
−Removed: As of December 31, 2020, the Company had a payable to the broker for securities purchased of $ 99,983 recorded in Other Current Liabilities on the Unaudited Condensed Consolidated Statement of Financial Condition.
+Added: included in earnings.
+Added: The Company had net realized losses of ($ 34 ) and ($ 11 ) for the three months ended March 31, 2022 and 2021, respectively.
+Added: Equity Securities
+Added: Equity Securities are carried at fair value with changes in fair value recorded in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations.
+Added: The Company had net realized and unrealized gains of $ 11 and $ 2,128 for the three months ended March 31, 2022 and 2021, respectively.
+Added: Debt Securities Carried by EGL
+Added: EGL invests in a fixed income portfolio consisting primarily of U.S.
+Added: Treasury bills.
+Added: These securities are carried at fair value, with changes in fair value recorded in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations, as required for broker-dealers in securities.
+Added: The Company had net realized and unrealized gains (losses) of $ 21 and ($ 5 ) for the three months ended March 31, 2022 and 2021, respectively.
Investment Funds
2 unchanged sentences
These securities are carried at fair value, with changes in fair value recorded in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations.
−Removed: The Company had net realized and unrealized gains (losses) of ($ 195 ) and $ 15,807 for the three and nine months ended September 30, 2021, respectively, and $ 7,798 and $ 5,008 for the three and nine months ended September 30, 2020, respectively.
−Removed: The Company periodically enters into futures contracts as an economic hedge against its deferred cash compensation program.
−Removed: See Note 16 for further information.
+Added: The Company had net realized and unrealized gains (losses) of ($ 5,163 ) and $ 6,228 for the three months ended March 31, 2022 and 2021, respectively.
Certificates of Deposit
−Removed: At September 30, 2021, the Company held certificates of deposit of $ 114,512 with certain banks with original maturities of four months or less when purchased.
+Added: At March 31, 2022 and December 31, 2021, the Company held certificates of deposit of $ 157,313 and $ 141,218 , respectively, with certain banks with original maturities of four months or less when purchased.
Note 7 – Investments
The Company's investments reported on the Unaudited Condensed Consolidated Statements of Financial Condition consist of investments in unconsolidated affiliated companies, other investments in private equity partnerships, equity securities in private companies and investments in G5 Holdings S.A.
−Removed: ("G5") (through June 25, 2021, the date G5 repaid its outstanding debentures with the Company in full), Glisco Manager Holdings LP and Trilantic Capital Partners ("Trilantic").
+Added: ("G5") (through June 25, 2021), Glisco Manager Holdings LP and Trilantic Capital Partners ("Trilantic").
The Company's investments are relatively high-risk and illiquid assets.
−Removed: The Company's investments in ABS Investment Management Holdings, LP and ABS Investment Management GP LLC (collectively, "ABS"), Atalanta Sosnoff Capital, LLC ("Atalanta Sosnoff"), Luminis Partners ("Luminis") and Seneca Advisors LTDA ("Seneca Evercore", from July 2021 onward) are in voting interest entities.
+Added: The Company's investments in ABS Investment Management Holdings, LP and ABS Investment Management GP LLC (collectively, "ABS"), Atalanta Sosnoff Capital, LLC ("Atalanta Sosnoff"), Luminis Partners ("Luminis") and Seneca Advisors LTDA ("Seneca Evercore") are in voting interest entities.
The Company's share of earnings (losses) from these investments is included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
2 unchanged sentences
Equity Method Investments
−Removed: A summary of the Company's investments accounted for under the equity method of accounting as of September 30, 2021 and December 31, 2020 was as follows:
−Removed: September 30, 2021 December 31, 2020
+Added: A summary of the Company's investments accounted for under the equity method of accounting as of March 31, 2022 and December 31, 2021 was as follows:
+Added: March 31, 2022 December 31, 2021
ABS $ 23,198 $ 40,977
8 unchanged sentences
Effective as of September 1, 2018, ABS Investment Management, LLC underwent an internal reorganization pursuant to which the Company contributed its ownership interest in ABS Investment Management, LLC to ABS in exchange for ownership interests in ABS Investment Management Holdings LP and ABS Investment Management GP LLC.
−Removed: Taken together, the ownership interests in ABS Investment Management Holdings LP and ABS Investment Management GP LLC are substantially equivalent to the contributed ownership interests in ABS Investment Management, LLC.
−Removed: At September 30, 2021, the Company's ownership interest in ABS was 46 %.
−Removed: This investment resulted in earnings of $ 2,234 and $ 6,724 for the three and nine months ended September 30, 2021, respectively, and $ 1,917 and $ 5,740 for the three and nine months ended September 30, 2020, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: Taken together, the ownership interests in ABS Investment Management Holdings LP and ABS Investment Management GP LLC were substantially equivalent to the contributed ownership interests in ABS Investment Management, LLC.
+Added: In January 2022, the Company entered into an agreement to sell a portion of its interest in ABS.
+Added: This transaction closed on March 28, 2022 and resulted in the reduction of the Company's ownership interest from 46 % to 26 %.
+Added: The Company received cash of $ 18,300 as consideration for its interests sold and recorded a gain of $ 1,294 for the three months ended March 31, 2022, included within Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations.
+Added: At March 31, 2022, the Company's ownership interest in ABS was 26 %.
+Added: This investment resulted in earnings of $ 1,199 and $ 2,195 for the three months ended March 31, 2022 and 2021, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
Atalanta Sosnoff
On December 31, 2015, the Company amended the Operating Agreement with Atalanta Sosnoff and deconsolidated its assets and liabilities, accounting for its interest under the equity method of accounting from that date forward.
−Removed: At September 30, 2021, the Company's economic ownership interest in Atalanta Sosnoff was 49 %.
−Removed: This investment resulted in earnings of $ 883 and $ 2,093 for the three and nine months ended September 30, 2021, respectively, and $ 624 and $ 1,641 for the three and nine months ended September 30, 2020, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: At March 31, 2022, the Company's ownership interest in Atalanta Sosnoff was 49 %.
+Added: This investment resulted in earnings of $ 939 and $ 660 for the three months ended March 31, 2022 and 2021, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
On January 1, 2017, the Company acquired an interest in Luminis and accounted for its interest under the equity method of accounting.
−Removed: At September 30, 2021, the Company's ownership interest in Luminis was 20 %.
−Removed: This investment resulted in earnings of $ 564 and $ 1,282 for the three and nine months ended September 30, 2021, respectively, and $ 570 and $ 1,171 for the three and nine months ended September 30, 2020, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: At March 31, 2022, the Company's ownership interest in Luminis was 20 %.
+Added: This investment resulted in earnings of $ 288 and $ 169 for the three months ended March 31, 2022 and 2021, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: This investment is subject to currency translation from the Australian dollar to the U.S.
+Added: dollar, included in Accumulated Other Comprehensive Income (Loss), on the Unaudited Condensed Consolidated Statements of Financial Condition .
Seneca Evercore
1 unchanged sentence
The Company accounts for its interest under the equity method of accounting.
+Added: This investment resulted in earnings of $ 86 for the three months ended March 31, 2022, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statement of Operations.
+Added: This investment is subject to currency translation from the Brazilian real to the U.S.
+Added: dollar, included in Accumulated Other Comprehensive Income (Loss), on the Unaudited Condensed Consolidated Statements of Financial Condition .
The Company allocates the purchase price of its equity method investments, in part, to the inherent finite-lived identifiable intangible assets of the investees.
−Removed: The Company's share of the earnings of the investees has been reduced by the amortization of these identifiable intangible assets of $ 79 and $ 237 for the three and nine months ended September 30, 2021 and 2020, respectively.
+Added: The Company's share of the earnings of the investees has been reduced by the amortization of these identifiable intangible assets of $ 79 for each of the three months ended March 31, 2022 and 2021.
The Company assesses its equity method investments for impairment annually, or more frequently if circumstances indicate impairment may have occurred.
1 unchanged sentence
On December 31, 2017, the Company exchanged all of its outstanding equity interests in G5 for debentures of G5.
−Removed: The Company previously recorded its investment in G5 as a held-to-maturity debt security within Investments on the Unaudited Condensed Consolidated Statement of Financial Condition.
−Removed: These securities were mandatorily redeemable on December 31, 2027, or earlier, subject to the occurrence of certain events.
−Removed: The Company was accreting its investment to its redemption value ratably, or on an accelerated basis if certain revenue thresholds were met by G5, from December 31, 2017 to December 31, 2027.
−Removed: This investment was subject to currency translation from the Brazilian real to the U.S.
−Removed: dollar, included in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations.
−Removed: This investment had a balance of $ 7,385 as of December 31, 2020.
+Added: The Company previously recorded its investment in G5 as a held-to-maturity debt security within Investments on the Unaudited Condensed Consolidated Statements of Financial Condition.
+Added: These securities were mandatorily redeemable on December 31,
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: On June 25, 2021, G5 repaid its outstanding debentures with the Company in full, resulting in a gain of $ 4,374 , included in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations for the nine months ended September 30, 2021.
+Added: 2027, or earlier, subject to the occurrence of certain events.
+Added: The Company was accreting its investment to its redemption value ratably, or on an accelerated basis if certain revenue thresholds were met by G5, from December 31, 2017 to December 31, 2027.
+Added: This investment was subject to currency translation from the Brazilian real to the U.S.
+Added: dollar, included in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations.
+Added: On June 25, 2021, G5 repaid its outstanding debentures with the Company in full.
Investments in Private Equity
5 unchanged sentences
("Trilantic V") and Trilantic Capital Partners VI (North America), L.P.
−Removed: ("Trilantic VI").
+Added: ("Trilantic VI", through January 1, 2022).
Portfolio holdings of the private equity funds are carried at fair value.
1 unchanged sentence
Additionally, the Company reflects its pro rata share of realized gains, losses and carried interest associated with any investment realizations.
−Removed: A summary of the Company's investments in the private equity funds as of September 30, 2021 and December 31, 2020 was as follows:
−Removed: September 30, 2021 December 31, 2020
+Added: A summary of the Company's investments in the private equity funds as of March 31, 2022 and December 31, 2021 was as follows:
+Added: March 31, 2022 December 31, 2021
Glisco II, Glisco III and Glisco IV $ 3,519 $ 3,479
1 unchanged sentence
Total Private Equity Funds $ 6,292 $ 15,689
−Removed: Net realized and unrealized gains (losses) on private equity fund investments were ($ 460 ) and ($ 438 ) for the three and nine months ended September 30, 2021, respectively, and $ 697 and ($ 1,646 ) for the three and nine months ended September 30, 2020, respectively.
+Added: Net realized and unrealized gains (losses) on private equity fund investments were ($ 83 ) and $ 39 for the three months ended March 31, 2022 and 2021, respectively.
In the event the funds perform poorly, the Company may be obligated to repay certain carried interest previously distributed.
−Removed: As of September 30, 2021, $ 785 of previously distributed carried interest received from the funds was subject to repayment.
+Added: As of March 31, 2022, $ 696 of previously distributed carried interest received from the funds was subject to repayment.
+Added: On December 14, 2021, the Company entered into an agreement to sell its interests in Trilantic VI for $ 9,188 .
+Added: Consideration for this transaction was received in December 2021 and was reflected in Cash and Cash Equivalents and Other Current Liabilities on the Unaudited Condensed Consolidated Statement of Financial Condition at December 31, 2021.
+Added: This transaction closed on January 1, 2022 and as of that date, the Company has no further commitments to invest in Trilantic VI.
General Partners of Private Equity Funds which are VIEs
3 unchanged sentences
Further, as a limited partner in these entities, the Company does not possess substantive participating rights.
−Removed: The Company had assets of $ 3,617 and $ 3,083 included in its Unaudited Condensed Consolidated Statements of Financial Condition at September 30, 2021 and December 31, 2020, respectively, related to these unconsolidated VIEs, representing the carrying value of the Company's investments in the entities.
+Added: The Company had assets of $ 3,174 and $ 3,408 included in its Unaudited Condensed Consolidated Statements of Financial Condition at March 31, 2022 and December 31, 2021, respectively, related to these unconsolidated VIEs, representing the carrying value of the Company's investments in the entities.
The Company's exposure to the obligations of these VIEs is generally limited to its investments in these entities.
−Removed: The Company's maximum exposure to loss as of September 30, 2021 and December 31, 2020 was $ 5,980 and $ 5,572 , respectively, which represents the carrying value of the Company's investments in these VIEs, as well as any unfunded commitments to the current and future funds.
−Removed: Investment in Trilantic Capital Partners
−Removed: In 2010, the Company made a limited partnership investment in Trilantic in exchange for 500 Class A partnership units of Evercore LP ("Class A LP Units") having a fair value of $ 16,090 .
−Removed: This investment gave the Company the right to invest in Trilantic's current and future private equity funds, beginning with Trilantic Fund IV.
−Removed: The Company accounted for this investment at its cost minus impairment, if any, plus or minus changes resulting from observable price changes.
−Removed: The Company has a $ 5,000 commitment to invest in Trilantic Fund V, of which $ 348 was unfunded at September 30, 2021.
−Removed: The Company also has a $ 12,000 commitment to invest in Trilantic Fund VI, of which $ 5,762 was unfunded at September 30, 2021.
−Removed: During the third quarter of 2021, consistent with the Company's current investment strategy, the Company decided to wind down its investment relationship with Trilantic.
−Removed: Accordingly, the Company wrote-off its remaining carrying value of its investment in Trilantic Capital Partners as of September 30, 2021, as well as certain amounts allocated to fund investments exceeding net asset value at September 30, 2021.
−Removed: As a result, the Company recorded an aggregate charge of $ 8,554 within
+Added: The Company's maximum exposure to loss as of March 31, 2022 and December 31, 2021 was $ 5,473 and $ 5,715 , respectively, which represents the carrying value of the Company's investments in these VIEs, as well as any unfunded commitments to the current and future funds.
+Added: Other Investments
+Added: In certain instances, the Company receives equity securities in private companies in exchange for advisory services.
+Added: These investments, which had a balance of $ 656 and $ 676 as of March 31, 2022 and December 31, 2021, respectively, are accounted for at their cost minus impairment, if any, plus or minus changes resulting from observable price changes.
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: Special Charges, Including Business Realignment Costs, for the three and nine months ended September 30, 2021.
−Removed: See above in "Investments in Private Equity" for further information.
−Removed: Other Investments
−Removed: In certain instances, the Company receives equity securities in private companies in exchange for advisory services.
−Removed: These investments, which had a balance of $ 673 and $ 683 as of September 30, 2021 and December 31, 2020, respectively, are accounted for at their cost minus impairment, if any, plus or minus changes resulting from observable price changes.
Following the Glisco transaction in 2016, the Company recorded an investment in Glisco Manager Holdings LP representing the fair value of the deferred consideration resulting from this transaction.
1 unchanged sentence
The Company amortizes the balance of its investment as distributions are received related to the deferred consideration.
−Removed: This investment had a balance of $ 221 and $ 387 as of September 30, 2021 and December 31, 2020, respectively.
+Added: This investment was fully amortized as of March 31, 2022 and had a balance of $ 221 as of December 31, 2021.
Note 8 – Leases
4 unchanged sentences
The Company does not have any leases with variable lease payments.
−Removed: Occupancy and Equipment Rental on the Unaudited Condensed Consolidated Statements of Operations includes operating lease cost for office space of $ 12,563 and $ 37,063 for the three and nine months ended September 30, 2021, respectively, and $ 12,248 and $ 36,272 for the three and nine months ended September 30, 2020, respectively, and variable lease cost of $ 1,502 and $ 5,120 for the three and nine months ended September 30, 2021, respectively, and $ 1,841 and $ 4,696 for the three and nine months ended September 30, 2020, respectively.
−Removed: On June 10, 2021, the Company entered into lease agreements to take on an additional 14 rentable square feet at its 1 Stanhope Gate office in London, U.K.
−Removed: The approximate additional annual expense under these lease agreements, net of certain lease incentives, is £ 1,081 and the lease term is June 10, 2021 through March 24, 2027.
−Removed: In conjunction with the lease of office space, the Company has entered into letters of credit in the amounts of $ 5,616 and $ 5,550 as of September 30, 2021 and December 31, 2020, respectively, which are secured by cash that is included in Other Assets on the Unaudited Condensed Consolidated Statements of Financial Condition.
+Added: Occupancy and Equipment Rental on the Unaudited Condensed Consolidated Statements of Operations includes operating lease cost for office space of $ 12,840 and $ 12,166 for the three months ended March 31, 2022 and 2021, respectively, and variable lease cost, which principally include costs for real estate taxes, common area maintenance and other operating expenses, of $ 1,900 and $ 1,852 for the three months ended March 31, 2022 and 2021, respectively.
+Added: In conjunction with the lease of office space, the Company has entered into letters of credit in the amount of $ 5,616 as of March 31, 2022 and December 31, 2021, which are secured by cash that is included in Other Assets on the Unaudited Condensed Consolidated Statements of Financial Condition.
The Company has entered into various operating leases for the use of office equipment (primarily computers, printers, copiers and other information technology related equipment).
−Removed: Occupancy and Equipment Rental on the Unaudited Condensed Consolidated Statements of Operations includes operating lease cost for office equipment of $ 1,332 and $ 3,983 for the three and nine months ended September 30, 2021, respectively, and $ 1,170 and $ 3,497 for the three and nine months ended September 30, 2020, respectively.
+Added: Occupancy and Equipment Rental on the Unaudited Condensed Consolidated Statements of Operations includes operating lease cost for office equipment of $ 1,243 and $ 1,507 for the three months ended March 31, 2022 and 2021, respectively.
The Company uses its secured incremental borrowing rate to determine the present value of its right-of-use assets and lease liabilities.
2 unchanged sentences
The Company scales the rates appropriately depending on the life of the leases.
−Removed: The Company incurred net operating cash outflows of $ 31,714 and $ 22,469 for the nine months ended September 30, 2021 and 2020, respectively, related to its operating leases, which was net of cash received from lease incentives of $ 8,924 and $ 10,267 for the nine months ended September 30, 2021 and 2020, respectively.
+Added: The Company incurred net operating cash outflows of $ 14,811 and $ 10,091 for the three months ended March 31, 2022 and 2021, respectively, related to its operating leases, which was net of cash received from lease incentives of $ 332 and $ 3,441 for the three months ended March 31, 2022 and 2021, respectively.
Other information as it relates to the Company's operating leases is as follows:
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
New Right-of-Use Assets obtained in exchange for new operating lease liabilities $ 5,589 $ 1,864
−Removed: September 30, 2021 September 30, 2020
+Added: March 31, 2022 March 31, 2021
Weighted-average remaining lease term - operating leases 10.7 years 11.4 years
Weighted-average discount rate - operating leases 3.90 % 4.06 %
−Removed: As of September 30, 2021, the maturities of the undiscounted operating lease liabilities for which the Company has commenced use are as follows:
−Removed: 2021 (October 1 through December 31) $ 14,377
+Added: As of March 31, 2022, the maturities of the undiscounted operating lease liabilities for which the Company has commenced use are as follows:
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
+Added: 2022 (April 1 through December 31) $ 45,562
Thereafter 216,838
8 unchanged sentences
These spaces will have lease terms of 3 to 13 years once the Company has taken possession.
−Removed: The additional future payments under these arrangements are $ 199,237 as of September 30, 2021.
−Removed: In conjunction with its lease agreements at 55 East 52nd St., New York, New York, the Company has an option, subject to definitive documentation, to take on an additional 30 rentable square feet of office space, which it exercised during October 2021.
−Removed: The Company anticipates that it will take possession of this space during 2023.
−Removed: The expected approximate additional annual expense under this lease agreement, net of certain lease incentives, is $ 2,200 and the lease term will end on December 31, 2035.
+Added: The additional future payments under these arrangements are $ 228,349 as of March 31, 2022.
Note 9 – Fair Value Measurements
5 unchanged sentences
The type of investments included in Level 1 include listed equities, listed derivatives and treasury bills.
−Removed: As required by ASC 820, the
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: Company does not adjust the quoted price for these investments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price.
+Added: As required by ASC 820, the Company does not adjust the quoted price for these investments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price.
Level 2 – Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies.
−Removed: The estimated fair values of corporate bonds, municipal bonds and other debt securities held at September 30, 2021 and December 31, 2020 are based on prices provided by external pricing services.
+Added: Periodically, the Company holds investments in corporate bonds, municipal bonds and other debt securities, the estimated fair values of which are based on prices provided by external pricing services.
Level 3 – Pricing inputs are unobservable for the investment and includes situations where there is little, if any, market activity for the investment.
The inputs into the determination of fair value require significant management judgment or estimation.
−Removed: The following table presents the categorization of investments and certain other financial assets measured at fair value on a recurring basis as of September 30, 2021 and December 31, 2020:
−Removed: September 30, 2021
+Added: The following table presents the categorization of investments and certain other financial assets measured at fair value on a recurring basis as of March 31, 2022 and December 31, 2021:
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
+Added: March 31, 2022
Level 1 Level 2 Level 3 Total
−Removed: Debt Securities Carried by Broker-Dealers $ 564,877 $ — $ — $ 564,877
+Added: Debt Securities Carried by EGL $ 489,590 $ — $ — $ 489,590
Other Debt and Equity Securities (1)
4 unchanged sentences
Level 1 Level 2 Level 3 Total
−Removed: Debt Securities Carried by Broker-Dealers $ 550,026 $ — $ — $ 550,026
+Added: Debt Securities Carried by EGL $ 784,842 $ — $ — $ 784,842
Other Debt and Equity Securities (1)
2 unchanged sentences
Total Assets Measured At Fair Value $ 1,646,421 $ — $ — $ 1,646,421
−Removed: (1) Includes $ 6,900 and $ 7,000 of treasury bills and notes classified within Cash and Cash Equivalents on the Unaudited Condensed Consolidated Statements of Financial Condition as of September 30, 2021 and December 31, 2020, respectively.
+Added: (1) Includes $ 2,897 and $ 3,000 of treasury bills and notes classified within Cash and Cash Equivalents on the Unaudited Condensed Consolidated Statements of Financial Condition as of March 31, 2022 and December 31, 2021, respectively.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.
5 unchanged sentences
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: September 30, 2021
+Added: March 31, 2022
Carrying Estimated Fair Value
13 unchanged sentences
Notes Payable (3)
+Added: 375,361 — 364,821 — 364,821
December 31, 2021
3 unchanged sentences
Cash and Cash Equivalents $ 575,317 $ 575,317 $ — $ — $ 575,317
−Removed: Debt Security Investment 7,385 — — 7,385 7,385
+Added: Certificates of Deposit 141,218 — 141,218 — 141,218
Receivables (1)
8 unchanged sentences
Notes Payable 376,243 — 390,288 — 390,288
−Removed: 376,492 — 409,682 — 409,682
(1) Includes Accounts Receivable, as well as long-term receivables, which are included in Other Assets on the Unaudited Condensed Consolidated Statements of Financial Condition.
2 unchanged sentences
Note 10 – Notes Payable
+Added: 2016 Private Placement Notes
On March 30, 2016, the Company issued an aggregate of $ 170,000 of senior notes, including:
7 unchanged sentences
The 2016 Note Purchase Agreement contains customary covenants, including financial covenants requiring compliance with a maximum leverage ratio, a minimum tangible net worth and a minimum interest coverage ratio, and customary events of default.
−Removed: As of September 30, 2021, the Company was in compliance with all of these covenants.
+Added: As of March 31, 2022, the Company was in compliance with all of these covenants.
+Added: 2019 Private Placement Notes
On August 1, 2019, the Company issued $ 175,000 and £ 25,000 of senior unsecured notes through private placement.
5 unchanged sentences
The 2019 Note Purchase Agreement contains customary covenants, including financial covenants requiring compliance with a maximum leverage ratio and a minimum tangible net worth, and customary events of default.
−Removed: As of September 30, 2021, the Company was in compliance with all of these covenants.
+Added: As of March 31, 2022, the Company was in compliance with all of these covenants.
+Added: 2021 Private Placement Notes
On March 29, 2021, the Company issued an aggregate of $ 38,000 of senior notes, comprised of $ 38,000 aggregate principal amount of its 1.97 % Series I senior notes due August 1, 2025 (the "Series I Notes" or the "2021 Private Placement Notes"), pursuant to a note purchase agreement (the "2021 Note Purchase Agreement") dated as of March 29, 2021, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933.
2 unchanged sentences
The 2021 Note Purchase Agreement contains customary covenants, including financial covenants requiring compliance with a maximum leverage ratio and a minimum tangible net worth, and customary events of default.
−Removed: As of September 30, 2021, the Company was in compliance with all of these covenants.
−Removed: Notes Payable is comprised of the following as of September 30, 2021 and December 31, 2020:
+Added: As of March 31, 2022, the Company was in compliance with all of these covenants.
+Added: Notes Payable is comprised of the following as of March 31, 2022 and December 31, 2021:
EVERCORE INC.
2 unchanged sentences
Carrying Value (a)
−Removed: Note Maturity Date Effective Annual Interest Rate September 30, 2021 December 31, 2020
−Removed: Evercore Inc.
−Removed: 4.88 % Series A Senior Notes
−Removed: 3/30/2021 5.16 % $ — $ 37,974
+Added: Note Maturity Date Effective Annual Interest Rate March 31, 2022 December 31, 2021
Evercore Inc.
28 unchanged sentences
Stockholders' Equity
−Removed: Dividends – The Company's Board of Directors declared on October 26, 2021, a quarterly cash dividend of $ 0.68 per share, to the holders of record of shares of Class A common stock ("Class A Shares") as of November 26, 2021, which will be paid on December 10, 2021.
−Removed: During the three and nine months ended September 30, 2021, the Company declared and paid dividends of $ 0.68 and $ 1.97 per share, respectively, totaling $ 26,656 and $ 79,584 , respectively, and accrued deferred cash dividends on unvested restricted stock units ("RSUs"), totaling $ 3,622 and $ 10,718 , respectively.
−Removed: The Company also paid deferred cash dividends of $ 126 and $ 12,338 during the three and nine months ended September 30, 2021, respectively.
−Removed: During the three and nine months ended September 30, 2020, the Company declared and paid dividends of $ 0.58 and $ 1.74 per share, respectively, totaling $ 23,586 and $ 70,348 , respectively, and accrued deferred cash dividends on unvested RSUs, totaling $ 3,348 and $ 10,266 , respectively.
−Removed: The Company also paid deferred cash dividends of $ 182 and $ 10,949 during the three and nine months ended September 30, 2020, respectively.
−Removed: Treasury Stock – During the three months ended September 30, 2021, the Company purchased 21 Class A Shares from employees at an average cost per share of $ 137.39 , primarily for the net settlement of stock-based compensation awards, and 772 Class A Shares at an average cost per share of $ 132.52 pursuant to the Company's share repurchase program.
−Removed: The aggregate 793 Class A Shares were purchased at an average cost per share of $ 132.64 , and the result of these purchases was an increase in Treasury Stock of $ 105,147 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
−Removed: During the nine months ended September 30, 2021, the Company purchased 955 Class A Shares from employees at an average cost per share of $ 117.46 , primarily for the net settlement of stock-based compensation awards, and 3,146 Class A Shares at an average cost per share of $ 132.79 pursuant to the Company's share repurchase program.
−Removed: The aggregate 4,101 Class A Shares were purchased at an average cost per share of $ 129.22 , and the result of these purchases was an increase in Treasury Stock of $ 529,953 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
−Removed: LP Units – During the three and nine months ended September 30, 2021, 0.3 and 141 Evercore LP partnership units ("LP Units"), respectively, were exchanged for Class A Shares, resulting in increases to Common Stock of $ 1 for the nine months ended September 30, 2021, and Additional Paid-In-Capital of $ 13 and $ 6,759 for the three and nine months ended September 30, 2021, respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
−Removed: Accumulated Other Comprehensive Income (Loss) – As of September 30, 2021, Accumulated Other Comprehensive Income (Loss) on the Company's Unaudited Condensed Consolidated Statement of Financial Condition includes an
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: accumulated Unrealized Gain (Loss) on Securities and Investments, net, and Foreign Currency Translation Adjustment Gain (Loss), net, of ($ 5,594 ) and ($ 8,131 ), respectively.
+Added: Dividends – The Company's Board of Directors declared on April 26, 2022, a quarterly cash dividend of $ 0.72 per share, to the holders of record of shares of Class A common stock ("Class A Shares") as of May 27, 2022, which will be paid on June 10, 2022.
+Added: During the three months ended March 31, 2022, the Company declared and paid dividends of $ 0.68 per share, totaling $ 27,505 , and accrued deferred cash dividends on unvested restricted stock units ("RSUs"), totaling $ 4,128 .
+Added: During the three months ended March 31, 2022, the Company also paid deferred cash dividends of $ 14,114 .
+Added: Treasury Stock – During the three months ended March 31, 2022, the Company purchased 915 Class A Shares from employees at an average cost per share of $ 129.04 , primarily for the net settlement of stock-based compensation awards, and 1,076 Class A Shares at an average cost per share of $ 127.37 pursuant to the Company's share repurchase program.
+Added: The aggregate 1,991 Class A Shares were purchased at an average cost per share of $ 128.14 , and the result of these purchases was an increase in Treasury Stock of $ 255,141 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2022.
+Added: LP Units – During the three months ended March 31, 2022, 2,546 Evercore LP partnership units ("LP Units") were exchanged for Class A Shares, resulting in an increase to Class A Common Stock and Additional Paid-In-Capital of $ 26 and $ 157,751 , respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2022.
+Added: See Note 12 for further information.
+Added: Accumulated Other Comprehensive Income (Loss) – As of March 31, 2022, Accumulated Other Comprehensive Income (Loss) on the Company's Unaudited Condensed Consolidated Statement of Financial Condition includes an accumulated Unrealized Gain (Loss) on Securities and Investments, net, and Foreign Currency Translation Adjustment Gain (Loss), net, of ($ 5,538 ) and ($ 9,292 ), respectively.
Note 12 – Noncontrolling Interest
1 unchanged sentence
In circumstances where the governing documents of the entity to which the noncontrolling interest relates require special allocations of profits or losses to the controlling and noncontrolling interest holders, the net income or loss of these entities is allocated based on these special allocations.
−Removed: September 30,
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
Evercore LP 6 % 11 %
3 unchanged sentences
(2) Noncontrolling Interests represent the Class R Interests of Private Capital Advisory L.P.
−Removed: The Noncontrolling Interests for Evercore LP, EWM and RECA have rights, in certain circumstances, to convert into Class A Shares.
−Removed: Changes in Noncontrolling Interest for the three and nine months ended September 30, 2021 and 2020 were as follows:
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: The Noncontrolling Interests for Evercore LP and EWM have rights, in certain circumstances, to convert into Class A Shares.
+Added: During the period January 1, 2023 through December 31, 2023, the Company has the option to purchase, at fair value, a portion of the outstanding EWM Class A Units such that the noncontrolling interest holders would continue to hold no less than 25 % of the outstanding units following the transaction.
+Added: This transaction may be settled in cash, Evercore LP Units or Class A shares of the Company, at the Company’s discretion.
+Added: If the Company has not exercised its option prior to the end of the option period, or the noncontrolling interest holders continue to hold greater than 25 % of the outstanding units following the transaction, the noncontrolling interest holders may exchange their interests for Evercore LP Units, at fair value, sufficient to reduce their outstanding interest to 25 %.
+Added: As of March 31, 2022, the EWM members held 25 % of the outstanding EWM Units.
+Added: Changes in Noncontrolling Interest for the three months ended March 31, 2022 and 2021 were as follows:
+Added: For the Three Months Ended March 31,
Beginning balance $ 314,910 $ 258,428
10 unchanged sentences
Ending balance $ 177,632 $ 265,089
−Removed: Other Comprehensive Income – Other Comprehensive Income (Loss) Attributed to Noncontrolling Interest includes Unrealized Gain (Loss) on Securities and Investments, net, of ($ 125 ) and ($ 57 ) for the three and nine months ended September 30, 2021, respectively, and ($ 3 ) and ($ 254 ) for the three and nine months ended September 30, 2020, respectively, and Foreign
+Added: Other Comprehensive Income – Other Comprehensive Income (Loss) Attributed to Noncontrolling Interest includes unrealized gains on securities and investments, net, of $ 6 for the three months ended March 31, 2021, and foreign currency translation adjustment gains (losses), net, of ($ 273 ) and $ 228 for the three months ended March 31, 2022 and 2021, respectively.
+Added: LP Units Exchanged – On February 24, 2022, the Company entered into an agreement (the "Exchange Agreement") with ISI Holding, Inc.
+Added: ("ISI Holding"), the principal stockholder of which is Ed Hyman, an executive officer of the Company.
+Added: Pursuant to the Exchange Agreement, ISI Holding exercised its existing conversion rights under the terms of the partnership agreement of Evercore LP to exchange (the "Exchange") all 2,545 of the Class E limited partnership units of Evercore LP ("Class E LP Units") owned by it for 2,545 Class A Shares.
+Added: Following the Exchange, ISI Holding liquidated and distributed the
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: Currency Translation Adjustment Gain (Loss), net, of ($ 984 ) and ($ 649 ) for the three and nine months ended September 30, 2021, respectively, and $ 989 and ($ 527 ) for the three and nine months ended September 30, 2020, respectively.
−Removed: LP Units Exchanged – During the three and nine months ended September 30, 2021, 0.3 and 141 LP Units, respectively, were exchanged for Class A Shares.
−Removed: This resulted in a decrease to Noncontrolling Interest of $ 13 and $ 6,760 for the three and nine months ended September 30, 2021, respectively, and an increase to Additional-Paid-In-Capital of $ 13 and $ 6,759 for the three and nine months ended September 30, 2021, respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
+Added: Class A Shares received in the Exchange to its stockholders in accordance with their ownership interests in ISI Holding.
+Added: The parties have relied on the exemption from the registration requirements of the Securities Act of 1933 under Section 4(a)(2) thereof for the Exchange.
+Added: During the three months ended March 31, 2022, an aggregate of 2,546 LP Units were exchanged for Class A Shares, including the Class E LP Units described above.
+Added: These exchanges resulted in a decrease to Noncontrolling Interest of $ 157,777 and an increase to Additional-Paid-In-Capital and Class A Common Stock of $ 157,751 and $ 26 , respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2022.
See Note 11 for further information.
−Removed: Interests Issued – During the first quarter and third quarter of 2021, certain employees of EWM purchased EWM Class A Units, at fair value, resulting in an increase to Noncontrolling Interest of $ 975 and $ 200 , respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
−Removed: During the third quarter of 2021, certain employees of RECA purchased Class R Interests of Private Capital Advisory L.P., at fair value, resulting in an increase to Noncontrolling Interest of $ 872 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
−Removed: Interests Purchased – During the first quarter of 2021, the Company purchased, at fair value, an additional 1 % of the EWM Class A Units for $ 3,170 , which was settled in cash during the nine months ended September 30, 2021.
−Removed: This purchase resulted in a decrease to Noncontrolling Interest of $ 344 and a decrease to Additional Paid-In-Capital of $ 2,826 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
−Removed: During the first quarter of 2020, the Company purchased, at fair value, an additional 1 % of the EWM Class A Units for $ 1,703 (which was paid in cash of $ 851 and $ 852 during the nine months ended September 30, 2021 and 2020, respectively).
−Removed: This purchase resulted in a decrease to Noncontrolling Interest of $ 138 and a decrease to Additional Paid-In-Capital of $ 1,565 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2020.
+Added: Interests Issued – During the first quarter of 2021, certain employees of EWM purchased EWM Class A Units, at fair value, resulting in an increase to Noncontrolling Interest of $ 975 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2021.
+Added: Interests Purchased – During the first quarter of 2022, the Company purchased, at fair value, an additional 0.4 % of the EWM Class A Units for $ 1,448 , which was included within Other Current Liabilities on the Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2022.
+Added: This purchase resulted in a decrease to Noncontrolling Interest of $ 87 and a decrease to Additional-Paid-In-Capital of $ 1,361 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2022.
+Added: During the first quarter of 2021, the Company purchased, at fair value, an additional 1 % of the EWM Class A Units for $ 3,170 (which was paid in cash in April 2021 and was included within Other Current Liabilities on the Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2021).
+Added: This purchase resulted in a decrease to Noncontrolling Interest of $ 344 and a decrease to Additional Paid-In-Capital of $ 2,826 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2021.
+Added: On December 31, 2021, the Company purchased, at fair value, all of the outstanding Class R Interests of Private Capital Advisory L.P.
+Added: from employees of the RECA business for $ 54,297 .
+Added: Consideration for this transaction included the payment of $ 6,000 of cash in 2021, $ 27,710 of cash during the three months ended March 31, 2022, and contingent cash consideration which will be settled in early 2024.
+Added: As of March 31, 2022 and December 31, 2021, the fair value of the contingent consideration is $ 20,010 and $ 20,587 , respectively, and is included within Other Long-term Liabilities on the Company's Unaudited Condensed Consolidated Statement of Financial Condition.
+Added: The amount of contingent consideration to be paid is dependent on the RECA business achieving certain revenue performance targets.
+Added: The fair value of the contingent consideration reflects the present value of the expected payment due based on the current expectation for the business meeting the revenue performance targets.
+Added: This purchase resulted in a decrease to Noncontrolling Interest of $ 7,137 and a decrease to Additional Paid-In-Capital of $ 47,160 on the Company’s Unaudited Condensed Consolidated Statement of Financial Condition on December 31, 2021.
+Added: In conjunction with this transaction, the Company will also issue two separate payments in early 2023 and 2024, contingent on continued employment with the Company, and accordingly, will be treated as compensation expense for accounting purposes in the periods earned.
+Added: These payments will also be dependent on the RECA business achieving certain revenue performance targets.
Note 13 – Net Income Per Share Attributable to Evercore Inc.
1 unchanged sentence
The calculations of basic and diluted net income per share attributable to Evercore Inc.
−Removed: common shareholders for the three and nine months ended September 30, 2021 and 2020 are described and presented below.
+Added: common shareholders for the three months ended March 31, 2022 and 2021 are described and presented below.
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
Basic Net Income Per Share Attributable to Evercore Inc.
9 unchanged sentences
common shareholders $ 158,016 $ 144,352
−Removed: Noncontrolling interest related to the assumed exchange of LP Units for Class A Shares (b) (b) (b) (b)
−Removed: Associated corporate taxes related to the assumed elimination of Noncontrolling Interest described above (b) (b) (b) (b)
+Added: Noncontrolling interest related to the assumed exchange of LP Units for Class A Shares (a) (a)
+Added: Associated corporate taxes related to the assumed elimination of Noncontrolling Interest described above (a) (a)
Diluted net income attributable to Evercore Inc.
2 unchanged sentences
Weighted average Class A Shares outstanding, including vested RSUs 39,176 41,364
−Removed: Assumed exchange of LP Units for Class A Shares (a)(b)
−Removed: Additional shares of the Company's common stock assumed to be issued pursuant to non-vested RSUs and deferred consideration, as calculated using the Treasury Stock Method 2,750 1,249 2,625 1,248
−Removed: Shares that are contingently issuable (c)
−Removed: 480 400 480 400
+Added: Assumed exchange of LP Units for Class A Shares (a)
+Added: Additional shares of the Company's common stock assumed to be issued pursuant to non-vested RSUs, as calculated using the Treasury Stock Method 2,117 2,612
+Added: Shares that are contingently issuable (b)
Diluted weighted average Class A Shares outstanding 41,708 44,456
1 unchanged sentence
common shareholders $ 3.79 $ 3.25
−Removed: (a) The Company previously had outstanding Class J limited partnership units of Evercore LP ("Class J LP Units"), which converted into Class E limited partnership units of Evercore LP ("Class E LP Units") and ultimately became exchangeable into Class A Shares on a one -for-one basis.
−Removed: As of September 30, 2021 and 2020, no Class J LP Units remained issued or outstanding.
−Removed: See Note 15 for further information.
−Removed: During the nine months ended September 30, 2020, the Class J LP Units were dilutive and consequently the effect of their exchange into Class A Shares has been included in the calculation of diluted net income per share attributable to Evercore Inc.
−Removed: common shareholders under the if-converted method.
−Removed: In computing this adjustment, the Company assumes that all Class J LP Units are converted into Class A Shares.
−Removed: (b) The Company has outstanding Class A and E LP Units, which give the holders the right to receive Class A Shares upon exchange on a one -for-one basis.
−Removed: During the three and nine months ended September 30, 2021 and 2020, the Class A and E LP Units were antidilutive and consequently the effect of their exchange into Class A Shares has been excluded from the calculation of diluted net income per share attributable to Evercore Inc.
+Added: (a) The Company has outstanding Class A and E LP Units, Class K limited partnership units of Evercore LP ("Class K LP Units") and Class I limited partnership units of Evercore LP ("Class I LP Units"), which give the holders the right to receive Class A Shares upon exchange on a one -for-one basis.
+Added: During the three months ended March 31, 2022 and 2021, the Class A, E, K and I LP Units were antidilutive and consequently the effect of their exchange into Class A Shares has been excluded from the calculation of diluted net income per share attributable to Evercore Inc.
common shareholders.
The units that would have been included in the denominator of the computation of diluted net income per share attributable to Evercore Inc.
−Removed: common shareholders if the effect would have been dilutive were 4,840 and 4,871 for the three and nine months ended September 30, 2021, respectively, and 5,070 and 5,161 for the three and nine months ended September 30, 2020, respectively.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: adjustment to the numerator, diluted net income attributable to Class A common shareholders, if the effect would have been dilutive, would have been $ 19,925 and $ 54,096 for the three and nine months ended September 30, 2021, respectively, and $ 6,560 and $ 18,990 for the three and nine months ended September 30, 2020, respectively.
−Removed: In computing this adjustment, the Company assumes that all vested Class A LP Units and all Class E LP Units are converted into Class A Shares, that all earnings attributable to those shares are attributed to Evercore Inc.
+Added: common shareholders if the effect would have been dilutive were 3,943 and 4,926 for the three months ended March 31, 2022 and 2021, respectively.
+Added: The adjustment to the numerator, diluted net income attributable to Class A common shareholders, if the effect would have been dilutive, would have been $ 15,066 and $ 17,012 for the three months ended March 31, 2022 and 2021, respectively.
+Added: In computing this adjustment, the Company assumes that all Class A, E, K and I LP Units are converted into Class A Shares, that all earnings attributable to those shares are attributed to Evercore Inc.
and that the Company is subject to the statutory tax rates of a C-Corporation under a conventional corporate tax structure in the U.S.
at prevailing corporate tax rates.
−Removed: The Company does not anticipate that the Class A and E LP Units will result in a dilutive computation in future periods.
−Removed: (c) The Company has outstanding Class I-P units of Evercore LP ("Class I-P Units") which are contingently exchangeable into Class I limited partnership units of Evercore LP ("Class I LP Units"), and ultimately Class A Shares, and outstanding Class K-P units of Evercore LP ("Class K-P Units") which are contingently exchangeable into Class K limited partnership units of Evercore LP ("Class K LP Units"), and ultimately Class A Shares, as they are subject to certain performance thresholds being achieved.
+Added: The Company does not anticipate that the Class A, E, K and I LP Units will result in a dilutive computation in future periods.
+Added: (b) The Company previously had outstanding Class I-P units of Evercore LP ("Class I-P Units") which were contingently exchangeable into Class I LP Units, and ultimately Class A Shares, and has outstanding Class K-P units of Evercore LP ("Class K-P Units") which are contingently exchangeable into Class K LP Units, and ultimately Class A Shares, as they are subject to certain performance thresholds being achieved.
+Added: On March 1, 2022, all of the Class I-P Units converted to Class I LP Units.
+Added: See Note 14 for further information.
For the purposes of calculating diluted net income per share attributable to Evercore Inc.
common shareholders, the Company's Class I-P Units and Class K-P Units are included in diluted weighted average Class A Shares outstanding as of the beginning of the period in which all necessary performance conditions have been satisfied.
−Removed: If all necessary performance conditions have not been satisfied by the end of the period, the number of shares that are included in diluted weighted average Class A Shares outstanding is based on the number of shares that would be issuable if the end of the reporting period were the end of the performance period.
+Added: If all necessary performance conditions have not been satisfied by the end of the period, the number of
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
+Added: shares that are included in diluted weighted average Class A Shares outstanding is based on the number of shares that would be issuable if the end of the reporting period were the end of the performance period.
The units that were assumed to be converted to an equal number of Class A Shares for purposes of computing diluted net income per share attributable to Evercore Inc.
−Removed: common shareholders were 480 for each of the three and nine months ended September 30, 2021, and 400 for each of the three and nine months ended September 30, 2020.
+Added: common shareholders were 415 and 480 for the three months ended March 31, 2022 and 2021, respectively.
The shares of Class B common stock have no right to receive dividends or a distribution on liquidation or winding up of the Company.
2 unchanged sentences
Note 14 – Share-Based and Other Deferred Compensation
−Removed: Equities business – In conjunction with the acquisition of the operating businesses of International Strategy & Investment ("ISI") in 2014, the Company issued Evercore LP units and interests which have been treated as compensation.
−Removed: In July 2017, the Company exchanged all of the previously outstanding 4,148 Class H limited partnership interests of Evercore LP ("Class H LP Interests") for 1,012 vested ( 963 of which were subject to certain liquidated damages and continued employment provisions) and 938 unvested Class J LP Units.
−Removed: These units converted into an equal amount of Class E LP Units, and became exchangeable into Class A Shares of the Company, ratably on February 15, 2018, 2019 and 2020.
−Removed: These Class J LP Units had the same vesting and delivery schedule, acceleration and forfeiture triggers, and distribution rights as the Class H LP Interests.
−Removed: In connection with this exchange, one share of Class B common stock has been issued to each holder of Class J LP Units, which entitles each holder to one vote on all matters submitted generally to holders of Class A and Class B common stock for each Class E LP Unit and Class J LP Unit held.
−Removed: As the number of Class J LP Units exchanged was within the number of Class H LP Interests that the Company determined were probable of being exchanged on the date of modification, the Company expensed the previously unrecognized grant date fair value of the Class H LP Interests ratably over the remaining vesting period of the Class J LP Units.
−Removed: Compensation expense related to the Class J LP Units was $ 1,067 for the nine months ended September 30, 2020.
−Removed: On February 15, 2020, 223 Class J LP Units vested and were converted to an equal amount of Class E LP Units.
−Removed: Following the conversion, no Class J LP Units remain issued and outstanding.
−Removed: Class I-P Units – In November 2016, the Company issued 400 Class I-P Units in conjunction with the appointment of a current Co-Chief Executive Officer (then Executive Chairman).
−Removed: These Class I-P Units convert into a specified number of Class I LP Units, which are exchangeable on a one -for-one basis to Class A Shares, contingent on the achievement of certain market and service conditions, subject to vesting upon specified termination events (including retirement, upon satisfying certain eligibility criteria, on or following January 15, 2022, subject to a one year prior written notice requirement) or a change in control.
−Removed: These Class I-P Units are segregated into two groups of 200 units each, with share price threshold vesting conditions which are required to exceed a certain level for 20 consecutive trading days (which were met as of March 31, 2017).
−Removed: The Company determined the fair value of the award to be $ 24,412 and is expensing the award ratably over the implied service
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: period, which ends on March 1, 2022.
−Removed: As the award contains market-based conditions, the entire expense will be recognized if the award does not vest for any reason other than the service conditions.
−Removed: Compensation expense related to this award was $ 1,130 and $ 3,495 for the three and nine months ended September 30, 2021, respectively, and $ 1,164 and $ 3,468 for the three and nine months ended September 30, 2020, respectively .
+Added: Class I-P Units – In November 2016, the Company issued 400 Class I-P Units in conjunction with the appointment of the Chief Executive Officer (then Executive Chairman).
+Added: These Class I-P Units converted into 400 Class I LP Units (which are exchangeable on a one -for-one basis to Class A Shares), upon on the achievement of certain market and service conditions through March 1, 2022.
+Added: Compensation expense related to this award was $ 753 and $ 1,236 for the three months ended March 31, 2022 and 2021, respectively .
Class K-P Units – In November 2017, the Company issued 64 Class K-P Units to an employee of the Company.
−Removed: These Class K-P Units convert into a specified number of Class K LP Units (which are exchangeable on a one -for-one basis to Class A Shares), contingent upon the achievement of certain defined benchmark results and continued service through December 31, 2021.
+Added: These Class K-P Units converted into 80 Class K LP Units (which are exchangeable on a one -for-one basis to Class A Shares), upon the achievement of certain defined benchmark results relating to the employee's business and continued service through December 31, 2021.
In June 2019, the Company issued 220 Class K-P Units to an employee of the Company.
−Removed: These Class K-P Units convert into a number of Class K LP Units (which are exchangeable on a one -for-one basis to Class A Shares), contingent and based upon the achievement of certain defined benchmark results and continued service through February 4, 2023 for the first tranche, which consists of 120 Class K-P Units, and February 4, 2028 for the second tranche, which consists of 100 Class K-P Units.
−Removed: These Class K-P Units may convert into a maximum of 460 Class K LP Units, contingent upon the achievement of certain defined benchmarks and continued service, as described above.
−Removed: The Company determined the grant date fair value of these awards probable to vest as of September 30, 2021 to be $ 34,548 , related to 401 Class K LP Units which were probable of achievement, and recognizes expense for these units over the respective service periods.
−Removed: Compensation expense related to the Class K-P Units was $ 1,816 and $ 5,557 for the three and nine months ended September 30, 2021, respectively, and $ 3,066 and $ 5,392 for the three and nine months ended September 30, 2020, respectively.
−Removed: Class L Interests – In April 2021, the Company's Board of Directors approved the issuance of Class L Interests in Evercore LP ("Class L Interests") to named executive officers of the Company, pursuant to which the named executive officers may receive a discretionary distribution of profits from Evercore LP, to be paid in the first quarter of 2022.
−Removed: Distributions pursuant to these interests are anticipated to be made in lieu of any cash incentive compensation payments which may otherwise have been made to the named executive officers of the Company in respect of their service for 2021.
+Added: These Class K-P Units convert into a number of Class K LP Units (which are exchangeable on a one -for-one basis to Class A Shares), contingent and based upon the achievement of certain defined benchmark results relating to the employee's business and continued service through February 4, 2023 for the first tranche, which consists of 120 Class K-P Units, and February 4, 2028 for the second tranche, which consists of 100 Class K-P Units.
+Added: In December 2021, the Company issued 400 Class K-P Units to certain employees of the Company.
+Added: These Class K-P Units convert into a number of Class K LP Units (which are exchangeable on a one -for-one basis to Class A Shares), contingent and based upon the achievement of certain market conditions, defined benchmark results and continued service through December 31, 2025.
+Added: As this award contains market, performance and service conditions, the expense for this award will reflect the fair value of the underlying units as determined at the award's grant date, taking into account the probable outcome of the market condition being achieved, as well as the probable outcome of the performance and service conditions.
+Added: These Class K-P Units in the aggregate may convert into a maximum of 1,180 Class K LP Units, contingent upon the achievement of certain defined benchmarks and continued service, as described above.
+Added: The Company determined the grant date fair value of these awards probable to vest as of March 31, 2022 to be $ 96,174 , related to 876 Class K LP Units which were probable of achievement, and recognizes expense for these units over the respective service periods.
+Added: Aggregate compensation expense related to the Class K-P Units was $ 5,468 and $ 1,860 for the three months ended March 31, 2022 and 2021, respectively.
+Added: Class L Interests – In April 2021, the Company's Board of Directors approved the issuance of Class L Interests in Evercore LP ("Class L Interests") to certain of the named executive officers of the Company, pursuant to which the named executive officers received a discretionary distribution of profits from Evercore LP, which was paid in the first quarter of 2022.
+Added: Distributions pursuant to these interests were made in lieu of any cash incentive compensation payments which may otherwise have been made to the named executive officers of the Company in respect of their service for 2021.
+Added: Following the distribution, these Class L Interests were cancelled pursuant to their terms.
+Added: In January 2022, the Company issued Class L Interests to certain of the named executive officers of the Company, pursuant to which the named executive officers may receive a discretionary distribution of profits from Evercore LP, to be paid in the first quarter of 2023.
The Company records expense related to these interests as part of its accrual for incentive compensation within Employee Compensation and Benefits on the Unaudited Condensed Consolidated Statements of Operations.
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
Stock Incentive Plan
6 unchanged sentences
Class A Shares underlying any award granted under the Amended 2016 Plan that expire, terminate or are canceled or satisfied for any reason without being settled in stock again become available for awards under the plan.
−Removed: The total shares available to be granted in the future under the Amended 2016 Plan was 5,103 as of September 30, 2021.
−Removed: The Company also grants, at its discretion, dividend equivalents, in the form of unvested RSU awards, or deferred cash dividends, concurrently with the payment of dividends to the holders of Class A Shares, on all unvested RSU grants awarded in conjunction with annual bonuses, as well as new hire awards.
+Added: The total shares available to be granted in the future under the Amended 2016 Plan was 1,480 as of March 31, 2022.
+Added: The Company also grants, at its discretion, dividend equivalents, in the form of unvested RSU awards, or deferred cash dividends, concurrently with the payment of dividends to the holders of Class A Shares, on all unvested RSU grants.
The dividend equivalents have the same vesting and delivery terms as the underlying RSU award.
2 unchanged sentences
A change in estimated forfeitures is recognized through a cumulative adjustment in the period of the change.
−Removed: Equity Grants – During the nine months ended September 30, 2021, pursuant to the Amended 2016 Plan, the Company granted employees 2,108 RSUs that are Service-based Awards.
−Removed: Service-based Awards granted during the nine months ended September 30, 2021 had grant date fair values of $ 111.03 to $ 141.07 per share, with an average value of $ 119.32 per share, for an aggregate fair value of $ 251,500 , and generally vest ratably over four years .
−Removed: During the nine months ended September 30, 2021, 2,174 Service-based Awards vested and 164 Service-based Awards were forfeited.
−Removed: Compensation expense related to Service-based Awards was $ 52,578 and $ 162,341 for the three and nine months ended September 30, 2021, respectively, and $ 46,880 and $ 147,352 for the three and nine months ended September 30, 2020, respectively.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
+Added: Equity Grants
+Added: During the three months ended March 31, 2022, pursuant to the Amended 2016 Plan, the Company granted employees 2,619 RSUs that are Service-based Awards.
+Added: Service-based Awards granted during the three months ended March 31, 2022 had grant date fair values of $ 114.45 to $ 137.59 per share, with an average value of $ 126.76 per share, for an aggregate fair value of $ 332,010 , and generally vest ratably over four years .
+Added: During the three months ended March 31, 2022, 2,079 Service-based Awards vested and 27 Service-based Awards were forfeited.
+Added: Compensation expense related to Service-based Awards was $ 60,247 and $ 51,708 for the three months ended March 31, 2022 and 2021, respectively.
Deferred Cash
−Removed: Deferred Cash Compensation Program – The Company's deferred cash compensation program provides participants the ability to elect to receive a portion of their deferred compensation in cash, which is indexed to notional investment portfolios selected by the participant and vests ratably over four years and requires payment upon vesting.
+Added: Deferred Cash Compensation Program – The Company's deferred cash compensation program provides participants the ability to elect to receive a portion of their deferred compensation in cash, which is indexed to notional investment portfolios selected by the participant and generally vests ratably over four years and requires payment upon vesting.
The Company granted $ 123,729 of deferred cash awards pursuant to the deferred cash compensation program during the first quarter of 2022.
−Removed: Compensation expense related to the Company's deferred cash compensation program was $ 31,576 and $ 97,322 for the three and nine months ended September 30, 2021, respectively, and $ 27,193 and $ 85,054 for the three and nine months ended September 30, 2020, respectively .
−Removed: As of September 30, 2021, the Company expects to pay an aggregate of $ 324,682 related to the Company's deferred cash compensation program at various dates through 2025 and total compensation expense related to these awards not yet recognized was $ 193,440 .
+Added: Compensation expense related to the Company's deferred cash compensation program was $ 30,537 and $ 30,889 for the three months ended March 31, 2022 and 2021, respectively.
+Added: As of March 31, 2022, the Company expects to pay an aggregate of $ 330,137 related to the Company's deferred cash compensation program at various dates through 2026 and total compensation expense related to these awards not yet recognized was $ 259,530 .
The weighted-average period over which this compensation cost is expected to be recognized is 29 months.
−Removed: Amounts due pursuant to this program are expensed over the service period of the award and are reflected in Accrued Compensation and Benefits, a component of current liabilities, on the Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021.
−Removed: Other Deferred Cash Awards – In November 2016, the Company granted a restricted cash award in conjunction with the appointment of a current Co-Chief Executive Officer (then Executive Chairman) with a target payment amount of $ 35,000 , of which $ 11,000 vested on March 1, 2019, $ 6,000 vested on each of March 1, 2020 and 2021, and $ 6,000 is scheduled to vest on each of the next two anniversaries of March 1, 2021, provided that the current Co-Chief Executive Officer continues to remain employed through each such vesting date, subject to vesting upon specified termination events (including retirement, upon satisfying certain eligibility criteria, on or following May 1, 2019, subject to a six month prior written notice requirement) or a change in control.
+Added: Amounts due pursuant to this program are expensed over the service period of the award and are reflected in Accrued Compensation and Benefits on the Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2022.
+Added: Other Deferred Cash Awards – In November 2016, the Company granted a restricted cash award in conjunction with the appointment of the Chief Executive Officer (then Executive Chairman) with a target payment amount of $ 35,000 , of which $ 11,000 vested on March 1, 2019, $ 6,000 vested on each of March 1, 2020, 2021 and 2022, and $ 6,000 is scheduled to vest on March 1, 2023, provided that the Chief Executive Officer continues to remain employed through such vesting date, subject to vesting upon specified termination events (including retirement, upon satisfying certain eligibility criteria, on or following May 1, 2019, subject to a six month prior written notice requirement) or a change in control.
The Company had the discretion to increase (by an amount up to $ 35,000 ) or decrease (by an amount up to $ 8,750 ) the total amount payable under this award.
2 unchanged sentences
The Company recognizes expense for these awards ratably over the vesting period.
−Removed: In addition, the Company periodically grants deferred cash awards to certain employees.
+Added: During the first quarter of 2022, the Company granted $ 19,861 of deferred cash awards to certain employees.
+Added: These awards vest ratably over one to two years .
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
+Added: In addition, the Company periodically grants other deferred cash awards to certain employees.
The Company recognizes expense for these awards ratably over the vesting period.
−Removed: Compensation expense related to other deferred cash awards was $ 2,555 and $ 8,076 for the three and nine months ended September 30, 2021, respectively, and $ 2,971 and $ 10,124 for the three and nine months ended September 30, 2020, respectively.
+Added: Compensation expense related to other deferred cash awards was $ 4,820 and $ 3,341 for the three months ended March 31, 2022 and 2021, respectively.
Long-term Incentive Plan
The Company's Long-term Incentive Plan provides for incentive compensation awards to Advisory Senior Managing Directors, excluding executive officers of the Company, who exceed defined benchmark results over four-year performance periods beginning January 1, 2017 (the "2017 Long-term Incentive Plan") and January 1, 2021 (the "2021 Long-term Incentive Plan", which was approved by the Company's Board of Directors in April 2021 and modified in July 2021).
−Removed: Remaining amounts due pursuant to the 2017 and 2021 Long-term Incentive Plans, which aggregate $ 48,455 of current liabilities and $ 52,218 of long-term liabilities on the Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2021, are due to be paid, in cash or Class A Shares, at the Company's discretion, in equal installments in the first quarter of 2022 and 2023 (for the 2017 Long-term Incentive Plan), and in the first quarter of 2025, 2026 and 2027 (for the 2021 Long-term Incentive Plan), subject to employment at the time of payment.
−Removed: The performance period for the 2017 Long-term Incentive Plan ended on December 31, 2020 and the first cash distribution pursuant to this plan of $ 48,461 was made in March 2021.
+Added: Remaining amounts due pursuant to the 2017 and 2021 Long-term Incentive Plans, which aggregate $ 48,404 of current liabilities and $ 43,088 of long-term liabilities on the Unaudited Condensed Consolidated Statement of Financial Condition as of March 31, 2022, are due to be paid, in cash or Class A Shares, at the Company's discretion, in the first quarter of 2023 (for the 2017 Long-term Incentive Plan), and in the first quarter of 2025, 2026 and 2027 (for the 2021 Long-term Incentive Plan), subject to employment at the time of payment.
+Added: The performance period for the 2017 Long-term Incentive Plan ended on December 31, 2020.
+Added: In conjunction with this plan, the Company distributed cash payments of $ 3,940 in the three months ended March 31, 2022, and $ 92,938 in the year ended December 31, 2021 (including the first cash distribution made in March 2021 pursuant to the 2017 Long-term Incentive Plan of $ 48,461 , and an additional cash distribution made in December 2021 of $ 44,477 , related to the acceleration of certain amounts due in the first quarter of 2022).
Awards issued under the 2017 Long-term Incentive Plan are subject to retirement eligibility requirements after the performance criteria has been achieved.
The Company periodically assesses the probability of the benchmarks being achieved and expenses the probable payout over the requisite service period of the award.
−Removed: During the first half of 2020, in assessing the potential impact of the COVID-19 pandemic on the Company's full year 2020 results, management determined it would be appropriate to decrease its expectation for the probable payout of the 2017 Long-term Incentive Plan, which included a review of both historical and projected performance for those eligible under the plan.
−Removed: As markets continued to stabilize during the third quarter of 2020 and Advisory activity increased, management determined it would be appropriate to increase its expectation for the probable payout of the plan.
−Removed: The Company recorded $ 16,877 and $ 29,979 of compensation expense for the three and nine months ended September 30, 2021, respectively, and $ 9,160 and $ 5,339 of compensation expense for the three and nine months ended September 30, 2020, respectively.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: As of September 30, 2021, the total remaining expense to be recognized for the 2017 Long-term Incentive Plan over the future vesting period ending March 15, 2023 is $ 13,411 .
−Removed: As of September 30, 2021, the total remaining expense to be recognized for the 2021 Long-term Incentive Plan over the future vesting period ending March 15, 2027, based on the current anticipated probable payout for the plan, is $ 181,888 .
+Added: The Company recorded $ 15,285 and $ 4,893 of compensation expense for the three months ended March 31, 2022 and 2021, respectively.
+Added: As of March 31, 2022, the total remaining expense to be recognized for the 2017 Long-term Incentive Plan over the future vesting period ending March 15, 2023 is $ 6,418 .
+Added: As of March 31, 2022, the total remaining expense to be recognized for the 2021 Long-term Incentive Plan over the future vesting period ending March 15, 2027, based on the current anticipated probable payout for the plan, is $ 208,652 .
Employee Loans Receivable
Periodically, the Company provides new and existing employees with cash payments in the form of loans and/or other cash awards which are subject to ratable vesting terms with service requirements ranging from one to five years and in certain circumstances, subject to the achievement of performance requirements.
−Removed: Generally, the terms of these awards include a requirement of either full or partial repayment of these awards based on the terms of their employment agreements with the Company.
+Added: Generally, these awards, based on the terms, include a requirement of either full or partial repayment by the employee if the service or other requirements of the agreements with the Company are not achieved.
In circumstances where the employee meets the Company's minimum credit standards, the Company amortizes these awards to compensation expense over the relevant service period, which is generally the period they are subject to forfeiture.
−Removed: Compensation expense related to these awards was $ 7,279 and $ 17,725 for the three and nine months ended September 30, 2021, respectively, and $ 8,101 and $ 16,516 for the three and nine months ended September 30, 2020, respectively.
−Removed: The remaining unamortized amount of these awards was $ 26,718 as of September 30, 2021.
+Added: Compensation expense related to these awards was $ 5,452 and $ 4,149 for the three months ended March 31, 2022 and 2021, respectively.
+Added: The remaining unamortized amount of these awards was $ 41,364 as of March 31, 2022.
Separation and Transition Benefits
−Removed: In 2020, the Company completed a review of operations focused on markets, sectors and people which delivered lower levels of productivity in an effort to attain greater flexibility of operations and better position itself for future growth.
−Removed: This review generated reductions of approximately 8 % of the Company's headcount.
−Removed: In conjunction with the employment reductions, for the three and nine months ended September 30, 2020, the Company incurred expenses related to separation benefits, stay arrangements and accelerated deferred cash compensation (together, the "Termination Costs") of $ 4,151 and $ 26,967 , respectively, and the acceleration of the amortization of share-based payments previously granted to affected employees of $ 3,102 and $ 10,437 , respectively, (related to 150 RSUs) each recorded in Special Charges, Including Business Realignment Costs, primarily within the Investment Banking segment, on the Company's Unaudited Condensed Consolidated Statements of Operations.
−Removed: The following table presents the change in the Company's Termination Costs liability for the nine months ended September 30, 2021 and 2020:
−Removed: For the Nine Months Ended September 30,
+Added: The following table presents the change in the Company's Termination Costs liability for the three months ended March 31, 2022 and 2021:
+Added: For the Three Months Ended March 31,
Beginning Balance $ 675 $ 4,589
3 unchanged sentences
Ending Balance $ 215 $ 2,379
−Removed: In addition to the above Termination Costs incurred, for the three and nine months ended September 30, 2021, the Company also incurred expenses related to the acceleration of the amortization of share-based payments previously granted to affected employees of $ 486 and $ 2,434 , respectively, (related to 34 RSUs) recorded in Employee Compensation and Benefits, within the Investment Banking segment, on the Company's Unaudited Condensed Consolidated Statements of Operations.
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
+Added: In addition to the above Termination Costs incurred, for the three months ended March 31, 2022 and 2021, the Company also incurred expenses related to the acceleration of the amortization of share-based payments previously granted to affected employees of $ 414 and $ 284 , respectively, (related to 7 and 3 RSUs, respectively) recorded in Employee Compensation and Benefits, within the Investment Banking segment, on the Company's Unaudited Condensed Consolidated Statements of Operations.
Note 15 – Commitments and Contingencies
For a further discussion of the Company's commitments, refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2021.
−Removed: Private Equity – As of September 30, 2021, the Company had unfunded commitments for capital contributions of $ 8,533 to private equity funds.
+Added: Private Equity – As of March 31, 2022, the Company had unfunded commitments for capital contributions of $ 2,695 to private equity funds.
These commitments will be funded as required through the end of each private equity fund's investment period, subject to certain conditions.
1 unchanged sentence
Lines of Credit – On June 24, 2016, Evercore Partners Services East L.L.C.
−Removed: ("East") entered into a loan agreement with PNC Bank, National Association ("PNC") for a revolving credit facility in an aggregate principal amount of up to $ 30,000 , to
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: be used for working capital and other corporate activities.
+Added: ("East") entered into a loan agreement with PNC Bank, National Association ("PNC") for a revolving credit facility in an aggregate principal amount of up to $ 30,000 , to be used for working capital and other corporate activities.
This facility is secured by East's accounts receivable and the proceeds therefrom, as well as certain assets of EGL, including certain of EGL's accounts receivable.
In addition, the agreement contains certain reporting covenants, as well as certain debt covenants that prohibit East and the Company from incurring other indebtedness, subject to specified exceptions.
−Removed: The Company and its consolidated subsidiaries were in compliance with these covenants as of September 30, 2021.
+Added: The Company and its consolidated subsidiaries were in compliance with these covenants as of March 31, 2022.
East amended this facility on October 29, 2021 such that, among other things, the interest rate provisions were LIBOR (or an applicable benchmark replacement) plus 150 basis points and the maturity date was extended to October 28, 2023 (as amended, the "Existing PNC Facility").
+Added: There were no drawings under this facility at March 31, 2022.
On July 26, 2019, East entered into an additional loan agreement with PNC for a revolving credit facility in an aggregate principal amount, as amended on October 30, 2020, of up to $ 30,000 , to be used for working capital and other corporate activities.
1 unchanged sentence
In addition, the agreement contains certain reporting requirements and debt covenants consistent with the Existing PNC Facility.
−Removed: The Company and its consolidated subsidiaries were in compliance with these covenants as of September 30, 2021.
+Added: The Company and its consolidated subsidiaries were in compliance with these covenants as of March 31, 2022.
East amended this facility on October 29, 2021 such that, among other things, the revolving credit facility has increased to an aggregate principal amount of $ 55,000 .
1 unchanged sentence
East is only permitted to borrow under this facility if there is no undrawn availability under the Existing PNC Facility and must repay indebtedness under this facility prior to repaying indebtedness under the Existing PNC Facility.
−Removed: There have been no drawings under this facility as of September 30, 2021.
+Added: There were no drawings under this facility at March 31, 2022.
On October 29, 2021, EGL entered into a subordinated revolving credit facility with PNC in an aggregate principal amount of up to $ 75,000 , to be used as needed in support of capital requirements from time to time of EGL.
1 unchanged sentence
Drawings under this facility will bear interest at LIBOR (or an applicable benchmark replacement) plus 180 basis points and the maturity date will be October 28, 2023, unless prepayment is otherwise approved earlier by FINRA.
+Added: There were no drawings under this facility at March 31, 2022.
In addition, EGL's clearing broker provides temporary funding for the settlement of securities transactions.
−Removed: Other Commitments – The Company enters into commitments to pay contingent consideration related to certain of its acquisitions.
−Removed: The Company paid $ 270 and $ 81 of its commitment for contingent consideration related to its acquisition of Kuna & Co, KG during the nine months ended September 30, 2021 and 2020, respectively.
−Removed: The contingent consideration was fully paid as of September 30, 2021.
+Added: Other Commitments – The Company has a commitment for contingent consideration related to the purchase of the outstanding Class R Interests of Private Capital Advisory L.P.
+Added: from employees of the RECA business in 2021.
+Added: The Company’s consideration for this transaction included contingent cash consideration which will be settled in 2024.
+Added: The contingent consideration has a fair value of $ 20,010 as of March 31, 2022, and is included within Other Long-term Liabilities on the Unaudited Condensed Consolidated Statement of Financial Condition.
+Added: The amount of contingent consideration to be paid is dependent on the RECA business achieving certain revenue performance targets.
+Added: See Note 12 for further information.
+Added: The Company enters into commitments to pay contingent consideration related to certain of its acquisitions.
+Added: The Company paid $ 270 of its commitment for contingent consideration related to its acquisition of Kuna & Co, KG during the three months ended March 31, 2021.
+Added: The contingent consideration was fully paid as of March 31, 2021.
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
Restricted Cash – The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the statements of financial condition that sum to the total of amounts shown in the Unaudited Condensed Consolidated Statements of Cash Flows:
−Removed: September 30,
Cash and Cash Equivalents $ 454,768 $ 410,848
3 unchanged sentences
The restrictions will lapse when the leases end.
−Removed: Futures Contracts – In February 2020, the Company entered into four-month futures contracts on a stock index fund with a notional amount of $ 38,908 , as an economic hedge against the Company's deferred cash compensation program.
−Removed: These contracts settled in June 2020.
−Removed: In accordance with ASC 815, "Derivatives and Hedging" ("ASC 815"), these contracts were carried at fair value, with changes in fair value recorded in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations.
−Removed: The Company had net realized losses of ($ 3,998 ) for the nine months ended September 30, 2020.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: Foreign Exchange – On occasion, the Company enters into foreign currency exchange forward contracts as an economic hedge against exchange rate risk for foreign currency denominated accounts receivable in EGL.
−Removed: There were no foreign currency exchange forward contracts outstanding as of September 30, 2021.
Contingencies
9 unchanged sentences
Under the Alternative Net Capital Requirement, EGL's minimum net capital requirement is $ 250 .
−Removed: EGL's regulatory net capital as of September 30, 2021 and December 31, 2020 was $ 435,481 and $ 586,814 , respectively, which exceeded the minimum net capital requirement by $ 435,231 and $ 586,564 , respectively.
+Added: EGL's regulatory net capital as of March 31, 2022 and December 31, 2021 was $ 412,184 and $ 660,032 , respectively, which exceeded the minimum net capital requirement by $ 411,934 and $ 659,782 , respectively.
Certain other non-U.S.
subsidiaries are subject to various securities and banking regulations and capital adequacy requirements promulgated by the regulatory and exchange authorities of the countries in which they operate.
−Removed: These subsidiaries are in excess of their local capital adequacy requirements at September 30, 2021.
+Added: These subsidiaries are in excess of their local capital adequacy requirements at March 31, 2022.
Evercore Trust Company, N.A.
1 unchanged sentence
The Company, Evercore LP and ETC are subject to written agreements with the OCC that, among other things, require the Company and Evercore LP to maintain at least $ 5,000 in Tier 1 capital in ETC (or such other amount as the OCC may require) and maintain liquid assets in ETC in an amount at least equal to the greater of $ 3,500 or 180 days coverage of ETC's operating expenses.
−Removed: The Company was in compliance with the aforementioned agreements as of September 30, 2021.
+Added: The Company was in compliance with the aforementioned agreements as of March 31, 2022.
Note 17 – Income Taxes
−Removed: The Company's Provision for Income Taxes was $ 59,712 and $ 137,871 for the three and nine months ended September 30, 2021, respectively, and $ 15,677 and $ 51,042 for the three and nine months ended September 30, 2020, respectively.
−Removed: The effective tax rate was 24.0 % and 21.0 % for the three and nine months ended September 30, 2021, respectively, and 23.5 % and 24.5 % for the three and nine months ended September 30, 2020, respectively.
−Removed: The effective tax rate reflects net excess tax benefits and deficiencies associated with the appreciation or depreciation of the Company's share price upon vesting of employee share-based awards above or below the original grant price.
−Removed: The Company's Provision for Income Taxes for the nine months ended September 30, 2021 reflects an additional deduction of $ 17,422 and resulted in a reduction in the effective tax rate of 3 percentage points, and for the nine months ended September 30, 2020, reflects an additional tax expense of $ 100 and resulted in an increase in the effective tax rate of 0.05 percentage points related to the effect of share price changes upon vesting of share-based awards.
−Removed: The effective tax rate for 2021 and 2020 also reflects the effect of certain nondeductible expenses, including expenses related to Class J LP Units and Class I-P and K-P Units, as well as the noncontrolling interest associated with LP Units and other adjustments.
−Removed: Additionally, the Company is subject to the income tax effects associated with the global intangible low-taxed income ("GILTI") provisions in the period incurred.
−Removed: For the three and nine months ended September 30, 2021 and 2020, no additional
+Added: The Company's Provision for Income Taxes was $ 34,782 and $ 31,681 for the three months ended March 31, 2022 and 2021, respectively.
+Added: The effective tax rate was 16.4 % and 16.1 % for the three months ended March 31, 2022 and 2021, respectively.
+Added: The effective tax rate reflects net excess tax benefits associated with the appreciation in the Company's share price
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: income tax expense associated with the GILTI provisions has been recognized and it is not expected to be material to the Company’s effective tax rate for the year.
−Removed: The Company reported an increase in deferred tax assets of $ 111 associated with changes in Unrealized Gain (Loss) on Securities and Investments and an increase of $ 1,345 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the nine months ended September 30, 2021.
−Removed: The Company reported an increase in deferred tax assets of $ 525 associated with changes in Unrealized Gain (Loss) on Securities and Investments and an increase of $ 1,244 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the nine months ended September 30, 2020.
+Added: upon vesting of employee share-based awards above the original grant price of $ 19,036 and $ 16,669 being recognized in the Company's Provision for Income Taxes for the three months ended March 31, 2022 and 2021, respectively, and resulted in a reduction in the effective tax rate of 9.0 and 8.5 percentage points for the three months ended March 31, 2022 and 2021, respectively.
+Added: The effective tax rate for the three months ended March 31, 2022 and 2021 also reflects the effect of certain nondeductible expenses, including expenses related to Class I-P and K-P Units, as well as the noncontrolling interest associated with LP Units and other adjustments.
+Added: Additionally, the Company is subject to the income tax effects associated with the global intangible low-taxed income ("GILTI") provisions in the period incurred.
+Added: For the three months ended March 31, 2022 and 2021 , no additional income tax expense associated with the GILTI provisions has been recognized and it is not expected to be material to the Company's effective tax rate for the year.
+Added: The Company recorded a decrease in deferred tax assets of $ 1 associated with changes in Unrealized Gain (Loss) on Securities and Investments and an increase of $ 965 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the three months ended March 31, 2022.
+Added: The Company recorded a decrease in deferred tax assets of $ 13 associated with changes in Unrealized Gain (Loss) on Securities and Investments and a decrease of $ 638 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the three months ended March 31, 2021.
The Company classifies interest relating to tax matters and tax penalties as a component of income tax expense in its Unaudited Condensed Consolidated Statements of Operations.
−Removed: As of September 30, 2021, there were $ 254 of unrecognized tax benefits that, if recognized, $ 206 would affect the effective tax rate.
−Removed: Related to the unrecognized tax benefits, the Company accrued interest and penalties of $ 10 and $ 1 , respectively, during the three months ended September 30, 2021.
−Removed: In addition, during the three months ended September 30, 2021, $ 122 of unrecognized tax benefits were recognized by the Company as a result of a lapse in the statute of limitations, of which $ 99 affected the effective tax rate.
−Removed: In addition, the Company also recognized a tax benefit for accrued interest and penalties of $ 43 and $ 3 , respectively, associated with the lapse in the statute of limitations .
+Added: As of March 31, 2022, there were $ 254 of unrecognized tax benefits that, if recognized, $ 206 would affect the effective tax rate.
+Added: Related to the unrecognized tax benefits, the Company accrued interest and penalties of $ 7 and $ 1 , respectively, during the three months ended March 31, 2022.
Note 18 – Segment Operating Results
2 unchanged sentences
Investment Banking includes providing advice to clients on significant mergers, acquisitions, divestitures and other strategic corporate transactions, as well as services related to securities underwriting, private placement services and commissions for agency-based equity trading services and equity research.
−Removed: Investment Management includes Wealth Management and interests in private equity funds which are not managed by the Company, and the historical results include Institutional Asset Management.
−Removed: The Company completed the sales of its ECB businesses in 2020.
−Removed: In addition, in 2020, the Company completed the transition of its advisory presence in Mexico to a strategic alliance relationship with a newly-formed independent strategic advisory firm founded by certain former employees.
−Removed: The Company's segment information for the three and nine months ended September 30, 2021 and 2020 is prepared using the following methodology:
+Added: Investment Management includes Wealth Management and interests in private equity funds which are not managed by the Company.
+Added: The Company's segment information for the three months ended March 31, 2022 and 2021 is prepared using the following methodology:
• Revenue, expenses and income (loss) from equity method investments directly associated with each segment are included in determining pre-tax income.
3 unchanged sentences
Other Revenue, net, included in each segment's Net Revenues includes the following:
−Removed: • Interest income and income (losses) earned on investment securities, including the Company's investment funds and futures contracts which are used as an economic hedge against the Company's deferred cash compensation program, certificates of deposit, cash and cash equivalents and on the Company’s debt security investment in G5 (through June 25, 2021, the date G5 repaid its outstanding debentures with the Company in full.
+Added: • Interest income and income (losses) on investment securities, including the Company's investment funds which are used as an economic hedge against the Company's deferred cash compensation program, certificates of deposit, cash and cash equivalents, long-term accounts receivable and on the Company’s debt security investment in G5 (through June 25, 2021, the date G5 repaid its outstanding debentures with the Company in full.
See Note 7 for further information.)
−Removed: • Adjustments to amounts due pursuant to the Company’s tax receivable agreement, subsequent to its initial establishment, related to changes in enacted tax rates
+Added: • A gain on the sale of a portion of the Company's interests in ABS in the first quarter of 2022.
+Added: See Note 7 for further information
• Gains (losses) resulting from foreign currency fluctuations
• Realized and unrealized gains and losses on interests in private equity funds which are not managed by the Company
−Removed: • Interest expense associated with the Company’s Notes Payable and lines of credit, as well as revenue and expenses associated with repurchase or resale transactions (prior to the sale of the Company's ECB business in December 2020)
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: • A gain on the sale of the ECB Trust Business in 2020.
−Removed: See Note 5 for further information.
+Added: • Interest expense associated with the Company’s Notes Payable and lines of credit
+Added: • Adjustments to amounts due pursuant to the Company’s tax receivable agreement, subsequent to its initial establishment, related to changes in enacted tax rates
Each segment's Operating Expenses include:
1 unchanged sentence
Such administrative services include, but are not limited to, accounting, tax, legal, technology, human capital, facilities management and senior management activities.
−Removed: Other Expenses include the following:
−Removed: • Amortization of LP Units and Certain Other Awards – Includes amortization costs associated with the vesting of Class J LP Units issued in conjunction with the acquisition of ISI.
−Removed: • Special Charges, Including Business Realignment Costs – Includes expenses in 2021 related to the write-down of certain assets associated with a legacy private equity investment relationship which, consistent with the Company's current investment strategy, the Company decided to wind down during the third quarter.
−Removed: Includes expenses in 2020 related to separation and transition benefits and related costs as a result of the Company's review of its operations and the acceleration of depreciation expense for leasehold improvements and certain other fixed assets in conjunction with the expansion of the Company's headquarters in New York and the Company's business realignment initiatives.
−Removed: • Acquisition and Transition Costs – Includes costs incurred in connection with acquisitions, divestitures and other ongoing business development initiatives, primarily comprised of professional fees for legal and other services.
−Removed: • Intangible Asset and Other Amortization – Includes amortization of intangible assets associated with certain acquisitions.
+Added: Other Expenses includes Acquisition and Transition Costs incurred in connection with acquisitions, divestitures and other ongoing business development initiatives, primarily comprised of professional fees for legal and other services.
The Company evaluates segment results based on net revenues and pre-tax income, both including and excluding the impact of the Other Expenses.
−Removed: No client accounted for more than 10% of the Company's Consolidated Net Revenues for the three and nine months ended September 30, 2021.
+Added: No client accounted for more than 10% of the Company's Consolidated Net Revenues for the three months ended March 31, 2022.
The following information presents each segment's contribution.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
Investment Banking
3 unchanged sentences
Other Expenses (2)
−Removed: — 7,703 7 42,092
Operating Income 203,729 190,752
6 unchanged sentences
Operating Expenses 12,918 11,569
−Removed: Other Expenses (2)
−Removed: 8,554 300 8,554 332
−Removed: Operating Income (Loss) ( 5,488 ) 4,581 2,321 5,243
+Added: Operating Income 5,635 3,456
Income from Equity Method Investments 2,138 2,855
−Removed: Pre-Tax Income (Loss) $ ( 2,371 ) $ 7,122 $ 11,138 $ 12,624
+Added: Pre-Tax Income $ 7,773 $ 6,311
Identifiable Segment Assets $ 150,745 $ 149,315
3 unchanged sentences
Other Expenses (2)
−Removed: 8,554 8,003 8,561 42,424
Operating Income 209,364 194,208
6 unchanged sentences
(1) Net Revenues include Other Revenue, net, allocated to the segments as follows:
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
Investment Banking (A)
2 unchanged sentences
Total Other Revenue, net $ ( 6,029 ) $ 2,660
−Removed: (A) Other Revenue, net, from Investment Banking includes interest expense on the Notes Payable and lines of credit of $ 4,393 and $ 13,269 for the three and nine months ended September 30, 2021, respectively, and $ 4,218 and $ 13,594 for the three and nine months ended September 30, 2020, respectively.
+Added: (A) Other Revenue, net, from Investment Banking includes interest expense on the Notes Payable and lines of credit of $ 4,250 and $ 4,570 for the three months ended March 31, 2022 and 2021, respectively.
(2) Other Expenses are as follows:
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
Investment Banking
−Removed: Amortization of LP Units $ — $ — $ — $ 1,067
−Removed: Special Charges, Including Business Realignment Costs — 7,380 — 39,582
Acquisition and Transition Costs $ — $ 7
−Removed: Intangible Asset Amortization — 169 — 1,183
Total Investment Banking — 7
Investment Management
−Removed: Special Charges, Including Business Realignment Costs 8,554 — 8,554 32
−Removed: Acquisition and Transition Costs — 300 — 300
Total Investment Management — —
2 unchanged sentences
The Company's revenues were derived from clients located and managed in the following geographical areas:
−Removed: For the Three Months Ended September 30, For the Nine Months Ended September 30,
−Removed: 2021 2020 2021 2020
+Added: For the Three Months Ended March 31,
Net Revenues:
5 unchanged sentences
The Company's total assets are located in the following geographical areas:
−Removed: September 30, 2021 December 31, 2020
+Added: March 31, 2022 December 31, 2021
Total Assets:
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.