1 unchanged sentence
Condensed Consolidated Financial Statements (Unaudited) Page
−Removed: Condensed Consolidated Statements of Financial Condition as of June 3 0 , 2023 and December 31, 2022
−Removed: Condensed Consolidated Statements of Operations for the three and six months ended June 3 0 , 2023 and 2022
−Removed: Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 3 0 , 2023 and 2022
−Removed: Condensed Consolidated Statements of Changes in Equity for the three and six months ended June 3 0 , 2023 and 2022
−Removed: Condensed Consolidated Statements of Cash Flows for the six months ended June 3 0 , 2023 and 2022
+Added: Condensed Consolidated Statements of Financial Condition as of September 30, 2023 and December 31, 2022
+Added: Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2023 and 2022
+Added: Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2023 and 2022
+Added: Condensed Consolidated Statements of Changes in Equity for the three and nine months ended September 30, 2023 and 2022
+Added: Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022
Notes to Unaudited Condensed Consolidated Financial Statements
2 unchanged sentences
(dollars in thousands, except share data)
−Removed: June 30, 2023 December 31, 2022
+Added: September 30, 2023 December 31, 2022
Current Assets
Cash and Cash Equivalents $ 492,590 $ 663,400
−Removed: Investment Securities and Certificates of Deposit (includes available-for-sale debt securities with an amortized cost of $ 328,994 and $ 802,652 at June 30, 2023 and December 31, 2022, respectively)
+Added: Investment Securities and Certificates of Deposit (includes available-for-sale debt securities with an amortized cost of $ 433,476 and $ 802,652 at September 30, 2023 and December 31, 2022, respectively)
1,137,620 1,432,716
−Removed: Accounts Receivable (net of allowances of $ 8,712 and $ 4,683 at June 30, 2023 and December 31, 2022, respectively)
+Added: Accounts Receivable (net of allowances of $ 5,154 and $ 4,683 at September 30, 2023 and December 31, 2022, respectively)
332,993 385,131
5 unchanged sentences
Operating Lease Right-of-Use Assets 387,426 237,561
−Removed: Furniture, Equipment and Leasehold Improvements (net of accumulated depreciation and amortization of $ 201,647 and $ 187,077 at June 30, 2023 and December 31, 2022, respectively)
+Added: Furniture, Equipment and Leasehold Improvements (net of accumulated depreciation and amortization of $ 205,636 and $ 187,077 at September 30, 2023 and December 31, 2022, respectively)
142,500 143,268
19 unchanged sentences
Stockholders' Equity
−Removed: Class A, par value $ 0.01 per share ( 1,000,000,000 shares authorized, 81,914,589 and 79,686,375 issued at June 30, 2023 and December 31, 2022, respectively, and 37,886,311 and 38,347,262 outstanding at June 30, 2023 and December 31, 2022, respectively)
−Removed: Class B, par value $ 0.01 per share ( 1,000,000 shares authorized, 45 and 50 issued and outstanding at June 30, 2023 and December 31, 2022, respectively)
+Added: Class A, par value $ 0.01 per share ( 1,000,000,000 shares authorized, 81,987,589 and 79,686,375 issued at September 30, 2023 and December 31, 2022, respectively, and 37,662,786 and 38,347,262 outstanding at September 30, 2023 and December 31, 2022, respectively)
+Added: Class B, par value $ 0.01 per share ( 1,000,000 shares authorized, 45 and 50 issued and outstanding at September 30, 2023 and December 31, 2022, respectively)
Additional Paid-In Capital 3,088,014 2,861,775
1 unchanged sentence
Retained Earnings 1,842,910 1,768,098
−Removed: Treasury Stock at Cost ( 44,028,278 and 41,339,113 shares at June 30, 2023 and December 31, 2022, respectively)
+Added: Treasury Stock at Cost ( 44,324,803 and 41,339,113 shares at September 30, 2023 and December 31, 2022, respectively)
( 3,450,970 ) ( 3,065,917 )
8 unchanged sentences
(dollars and share amounts in thousands, except per share data)
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
39 unchanged sentences
(dollars in thousands)
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
12 unchanged sentences
(dollars in thousands, except share data)
−Removed: For the Three Months Ended June 30, 2023
+Added: For the Three Months Ended September 30, 2023
Additional Other
1 unchanged sentence
Shares Dollars Capital Income (Loss) Earnings Shares Dollars Interest Equity
−Removed: Balance at March 31, 2023 81,836,929 $ 818 $ 2,931,682 $ ( 25,683 ) $ 1,819,599 ( 43,491,694 ) $ ( 3,350,483 ) $ 193,278 $ 1,569,211
+Added: Balance at June 30, 2023 81,914,589 $ 819 $ 3,011,969 $ ( 20,392 ) $ 1,823,412 ( 44,028,278 ) $ ( 3,410,153 ) $ 198,925 $ 1,604,580
Net Income — — — — 52,148 — — 6,625 58,773
−Removed: Other Comprehensive Income — — — 5,291 — — — 498 5,789
+Added: Other Comprehensive Income (Loss) — — — ( 7,533 ) — — — ( 747 ) ( 8,280 )
Treasury Stock Purchases — — — — — ( 296,525 ) ( 40,817 ) — ( 40,817 )
3 unchanged sentences
Noncontrolling Interest (Note 12) — — — — — — — ( 7,368 ) ( 7,368 )
−Removed: Balance at June 30, 2023 81,914,589 $ 819 $ 3,011,969 $ ( 20,392 ) $ 1,823,412 ( 44,028,278 ) $ ( 3,410,153 ) $ 198,925 $ 1,604,580
−Removed: For the Six Months Ended June 30, 2023
+Added: Balance at September 30, 2023 81,987,589 $ 820 $ 3,088,014 $ ( 27,925 ) $ 1,842,910 ( 44,324,803 ) $ ( 3,450,970 ) $ 201,619 $ 1,654,468
+Added: For the Nine Months Ended September 30, 2023
Additional Other
3 unchanged sentences
Net Income — — — — 172,731 — — 20,444 193,175
−Removed: Other Comprehensive Income — — — 7,550 — — — 714 8,264
+Added: Other Comprehensive Income (Loss) — — — 17 — — — ( 33 ) ( 16 )
Treasury Stock Purchases — — — — — ( 2,985,690 ) ( 385,053 ) — ( 385,053 )
3 unchanged sentences
Noncontrolling Interest (Note 12) — — ( 1,844 ) — — — — ( 22,444 ) ( 24,288 )
−Removed: Balance at June 30, 2023 81,914,589 $ 819 $ 3,011,969 $ ( 20,392 ) $ 1,823,412 ( 44,028,278 ) $ ( 3,410,153 ) $ 198,925 $ 1,604,580
−Removed: For the Three Months Ended June 30, 2022
+Added: Balance at September 30, 2023 81,987,589 $ 820 $ 3,088,014 $ ( 27,925 ) $ 1,842,910 ( 44,324,803 ) $ ( 3,450,970 ) $ 201,619 $ 1,654,468
+Added: For the Three Months Ended September 30, 2022
Additional Other
1 unchanged sentence
Shares Dollars Capital Income (Loss) Earnings Shares Dollars Interest Equity
−Removed: 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: Balance at June 30, 2022 79,597,763 $ 796 $ 2,746,245 $ ( 31,371 ) $ 1,607,976 ( 40,460,685 ) $ ( 2,973,087 ) $ 170,150 $ 1,520,709
Net Income — — — — 82,438 — — 9,198 91,636
5 unchanged sentences
Noncontrolling Interest (Note 12) — — ( 1,598 ) — — — — ( 6,641 ) ( 8,239 )
−Removed: Balance at June 30, 2022 79,597,763 $ 796 $ 2,746,245 $ ( 31,371 ) $ 1,607,976 ( 40,460,685 ) $ ( 2,973,087 ) $ 170,150 $ 1,520,709
−Removed: For the Six Months Ended June 30, 2022
+Added: Balance at September 30, 2022 79,632,356 $ 796 $ 2,808,533 $ ( 50,794 ) $ 1,659,479 ( 40,796,624 ) $ ( 3,006,249 ) $ 176,075 $ 1,587,840
+Added: For the Nine Months Ended September 30, 2022
Additional Other
9 unchanged sentences
Noncontrolling Interest (Note 12) — — ( 2,959 ) — — — — ( 36,021 ) ( 38,980 )
−Removed: Balance at June 30, 2022 79,597,763 $ 796 $ 2,746,245 $ ( 31,371 ) $ 1,607,976 ( 40,460,685 ) $ ( 2,973,087 ) $ 170,150 $ 1,520,709
+Added: Balance at September 30, 2022 79,632,356 $ 796 $ 2,808,533 $ ( 50,794 ) $ 1,659,479 ( 40,796,624 ) $ ( 3,006,249 ) $ 176,075 $ 1,587,840
See Notes to Unaudited Condensed Consolidated Financial Statements.
2 unchanged sentences
(dollars in thousands)
−Removed: For the Six Months Ended June 30,
+Added: For the Nine Months Ended September 30,
Cash Flows From Operating Activities
Net Income $ 193,175 $ 378,624
−Removed: Adjustments to Reconcile Net Income to Net Cash Provided by (Used In) Operating Activities:
+Added: Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Net (Gains) Losses on Investments, Investment Securities and Contingent Consideration ( 18,160 ) 27,305
16 unchanged sentences
Other Liabilities ( 16,926 ) ( 27,560 )
−Removed: Net Cash Provided by (Used in) Operating Activities ( 205,549 ) ( 168,620 )
+Added: Net Cash Provided by Operating Activities 42,324 157,173
Cash Flows From Investing Activities
27 unchanged sentences
Settlement of Sale of Trilantic VI $ — $ 9,188
−Removed: Debt Issuance Costs Accrued $ — $ 185
+Added: Settlement of Contingent Consideration $ — $ 1,083
See Notes to Unaudited Condensed Consolidated Financial Statements.
37 unchanged sentences
("Evercore Japan"), Evercore Consulting (Beijing) Co.
−Removed: ("Evercore Beijing") and Evercore Partners Canada Ltd.
−Removed: ("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, 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: ("Evercore Beijing"), Evercore Partners Canada Ltd.
+Added: ("Evercore Canada") and Evercore Asia Limited ("Evercore Hong Kong") are also VIEs, and the Company is the primary beneficiary of these VIEs.
+Added: Specifically for Evercore ISI U.K., Evercore Japan, Evercore Beijing, Evercore Canada and Evercore Hong Kong (as of September 30, 2023 for Evercore Hong Kong), 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 $ 354,842 and liabilities of $ 174,350 at June 30, 2023 and assets of $ 584,192 and liabilities of $ 247,884 at December 31, 2022.
+Added: The Company included in its Unaudited Condensed Consolidated Statements of Financial Condition Evercore ISI U.K., Evercore U.K., Evercore Japan, Evercore Beijing, Evercore Canada and Evercore Hong Kong assets of $ 374,966 and liabilities of $ 164,010 at September 30, 2023 and assets of $ 584,192 and liabilities of $ 247,884 at December 31, 2022.
All intercompany balances and transactions with the Company's subsidiaries have been eliminated upon consolidation.
Note 3 – Recent Accounting Pronouncements
−Removed: The Company did not adopt any new accounting standards that had a material impact on the Company's unaudited condensed consolidated financial statements during the three and six months ended June 30, 2023.
+Added: The Company did not adopt any new accounting standards that had a material impact on the Company's unaudited condensed consolidated financial statements during the three and nine months ended September 30, 2023.
The Company continues to monitor recently issued accounting standards to assess the impact on our unaudited condensed consolidated financial statements.
Note 4 – Revenue and Accounts Receivable
−Removed: The following table presents revenue recognized by the Company for the three and six months ended June 30, 2023 and 2022:
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: The following table presents revenue recognized by the Company for the three and nine months ended September 30, 2023 and 2022:
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
11 unchanged sentences
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 six months ended June 30, 2023 and 2022 are as follows:
+Added: The Company’s receivables, contract assets and deferred revenue (contract liabilities) for the nine months ended September 30, 2023 and 2022 are as follows:
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: For the Six Months Ended June 30, 2023
+Added: For the Nine Months Ended September 30, 2023
(Current) (1)
8 unchanged sentences
Increase (Decrease) ( 52,138 ) 14,878 ( 67,412 ) ( 622 ) 3,092 —
−Removed: Balance at June 30, 2023 $ 322,819 $ 63,764 $ 52,954 $ 17,938 $ 6,028 $ —
−Removed: For the Six Months Ended June 30, 2022
+Added: Balance at September 30, 2023 $ 332,993 $ 79,017 $ 43,056 $ 7,406 $ 8,163 $ —
+Added: For the Nine Months Ended September 30, 2022
(Current) (1)
8 unchanged sentences
Increase (Decrease) ( 47,943 ) ( 30,723 ) 15,992 ( 8,963 ) ( 776 ) —
−Removed: Balance at June 30, 2022 $ 317,990 $ 63,346 $ 65,269 $ 1,538 $ 9,623 $ 147
+Added: Balance at September 30, 2022 $ 303,725 $ 57,041 $ 30,084 $ 3,982 $ 8,481 $ 147
(1) Included in Accounts Receivable on the Unaudited Condensed Consolidated Statements of Financial Condition.
5 unchanged sentences
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.
−Removed: The Company recognized revenue of $ 4,643 and $ 8,190 on the Unaudited Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2023, respectively, and $ 6,297 and $ 10,505 for the three and six months ended June 30, 2022, respectively, that was initially included in deferred revenue within Other Current Liabilities on the Company’s Unaudited Condensed Consolidated Statements of Financial Condition.
+Added: The Company recognized revenue of $ 6,284 and $ 14,474 on the Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2023, respectively, and $ 6,079 and $ 16,584 for the three and nine months ended September 30, 2022, 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 six months ended June 30, 2023 and 2022 is as follows:
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: The allowance for credit losses for the three and nine months ended September 30, 2023 and 2022 is as follows:
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
3 unchanged sentences
Ending Balance $ 5,154 $ 4,352 $ 5,154 $ 4,352
−Removed: The change in the balance during the three and six months ended June 30, 2023 is primarily related an increase in the Company's reserve for credit losses and the write-off of aged receivables.
+Added: The change in the balance during the three months ended September 30, 2023 is primarily related to the write-off of aged receivables.
+Added: The change in the balance during the nine months ended September 30, 2023 is primarily related an increase in the Company's reserve for credit losses and 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 and long-term contract assets from the Company's private and secondary fund advisory businesses as of June 30, 2023, by year of origination:
+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 September 30, 2023, by year of origination:
EVERCORE INC.
5 unchanged sentences
Note 5 – Related Parties
−Removed: Advisory Fees includes 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 $ 2,209 and $ 3,877 for the three and six months ended June 30, 2023, respectively, and $ 4,251 and $ 7,111 for the three and six months ended June 30, 2022, 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 $ 16,866 and $ 16,928 as of June 30, 2023 and December 31, 2022, respectively.
+Added: Advisory Fees includes 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 $ 277 and $ 4,217 for the three and nine months ended September 30, 2023, respectively, and $ 1,097 and $ 8,208 for the three and nine months ended September 30, 2022, 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 $ 22,113 and $ 16,928 as of September 30, 2023 and December 31, 2022, respectively.
See Note 14 for further information.
Note 6 – Investment Securities and Certificates of Deposit
−Removed: The Company's Investment Securities and Certificates of Deposit as of June 30, 2023 and December 31, 2022 were as follows:
−Removed: June 30, 2023 December 31, 2022
+Added: The Company's Investment Securities and Certificates of Deposit as of September 30, 2023 and December 31, 2022 were as follows:
+Added: September 30, 2023 December 31, 2022
Debt Securities $ 433,496 $ 807,135
8 unchanged sentences
These securities are stated at fair value with unrealized gains and losses included in Accumulated Other Comprehensive Income (Loss) on the Unaudited Condensed Consolidated Statements of Financial Condition and realized gains and losses included in Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statements of Operations, on a specific identification basis.
−Removed: Gross unrealized gains included in Accumulated Other Comprehensive Income (Loss) were $ 45 and $ 193 for the three and six months ended June 30, 2023, respectively, and $ 342 and $ 348 for the three and six months ended June 30, 2022, respectively.
−Removed: Gross unrealized losses included in Accumulated Other Comprehensive Income (Loss) were ($ 193 ) for the three and six months ended June 30, 2023 and ($ 6 ) and ($ 23 ) for the three and six months ended June 30, 2022, respectively.
−Removed: Gross realized losses included within Other Revenue, Including Interest and Investments, were ($ 110 ) and ($ 261 ) for the three and six months ended June 30, 2023, respectively, and ($ 34 ) for the six months ended June 30, 2022.
−Removed: Proceeds from the sales and maturities of available-for-sale securities, including interest, were $ 244,605 and $ 1,243,992 for the three and six months ended June 30, 2023, respectively, and $ 56,918 and $ 763,711 for the three and six months ended June 30, 2022, respectively.
+Added: Gross unrealized gains included in Accumulated Other Comprehensive Income (Loss) were $ 69 and $ 262 for the three and nine months ended September 30, 2023, respectively, and $ 1,936 and $ 2,284 for the three and nine months ended September 30, 2022, respectively.
+Added: Gross unrealized losses included in Accumulated Other Comprehensive Income (Loss) were ($ 48 ) and ($ 241 ) for the three and nine months ended September 30, 2023 and ($ 342 ) and ($ 365 ) for the three and nine months ended September 30, 2022, respectively.
+Added: Gross realized losses included within Other Revenue, Including Interest and Investments, were ($ 261 ) for the nine months ended September 30, 2023, and ($ 34 ) for the nine months ended September 30, 2022.
+Added: Proceeds from the sales and maturities of available-for-sale securities, including interest, were $ 250,000 and $ 1,493,992 for the three and nine months ended September 30, 2023, respectively, and $ 233,638 and $ 997,349 for the three and nine months ended September 30, 2022, respectively.
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: Scheduled maturities of the Company's available-for-sale debt securities as of June 30, 2023 and December 31, 2022 were as follows:
−Removed: June 30, 2023 December 31, 2022
+Added: Scheduled maturities of the Company's available-for-sale debt securities as of September 30, 2023 and December 31, 2022 were as follows:
+Added: September 30, 2023 December 31, 2022
Cost Fair Value Amortized
6 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 June 30, 2023 and has not recorded a credit allowance on these securities.
+Added: As such, the Company does not consider these securities to be impaired at September 30, 2023 and has not recorded a credit allowance on these securities.
Equity Securities
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 unrealized gains (losses) of $ 60 and $ 223 for the three and six months ended June 30, 2023, respectively, and ($ 459 ) and ($ 448 ) for the three and six months ended June 30, 2022, respectively.
+Added: The Company had net unrealized losses of ($ 286 ) and ($ 63 ) for the three and nine months ended September 30, 2023, respectively, and ($ 131 ) and ($ 579 ) for the three and nine months ended September 30, 2022, respectively.
Debt Securities Carried by EGL
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, as required for broker-dealers in securities.
−Removed: The Company had net realized and unrealized gains of $ 12 and $ 18 for the three and six months ended June 30, 2023, respectively, and $ 507 and $ 528 for the three and six months ended June 30, 2022, respectively.
+Added: The Company had net realized and unrealized gains of $ 129 and $ 147 for the three and nine months ended September 30, 2023, respectively, and $ 1,013 and $ 1,541 for the three and nine months ended September 30, 2022, 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 $ 11,615 and $ 21,056 for the three and six months ended June 30, 2023, respectively, (of which $ 11,570 and $ 16,250 , respectively, were net unrealized gains) and ($ 26,353 ) and ($ 31,516 ) for the three and six months ended June 30, 2022, respectively, (of which ($ 26,932 ) and ($ 47,216 ), respectively, were net unrealized losses).
+Added: The Company had net realized and unrealized gains (losses) of ($ 5,541 ) and $ 15,515 for the three and nine months ended September 30, 2023, respectively, (of which ($ 5,541 ) and $ 10,709 , respectively, were net unrealized gains (losses)) and ($ 7,454 ) and ($ 38,970 ) for the three and nine months ended September 30, 2022, respectively, (of which ($ 7,454 ) and ($ 54,670 ), respectively, were net unrealized losses).
Certificates of Deposit
−Removed: At June 30, 2023 and December 31, 2022, the Company held certificates of deposit of $ 54,380 and $ 122,890 , respectively, with certain banks with original maturities of four months or less when purchased.
+Added: At September 30, 2023 and December 31, 2022, the Company held certificates of deposit of $ 84,163 and $ 122,890 , respectively, with certain banks with original maturities of four months or less when purchased.
Note 7 – Investments
10 unchanged sentences
Equity Method Investments
−Removed: A summary of the Company's investments accounted for under the equity method of accounting as of June 30, 2023 and December 31, 2022 was as follows:
−Removed: June 30, 2023 December 31, 2022
+Added: A summary of the Company's investments accounted for under the equity method of accounting as of September 30, 2023 and December 31, 2022 was as follows:
+Added: September 30, 2023 December 31, 2022
ABS $ 18,277 $ 19,387
4 unchanged sentences
The Company has an investment accounted for under the equity method of accounting in ABS.
−Removed: At June 30, 2023, the Company's ownership interest in ABS was 26 %.
−Removed: This investment resulted in earnings of $ 1,064 and $ 2,070 for the three and six months ended June 30, 2023, respectively, and $ 1,171 and $ 2,370 for the three and six months ended June 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: At September 30, 2023, the Company's ownership interest in ABS was 26 %.
+Added: This investment resulted in earnings of $ 1,066 and $ 3,136 for the three and nine months ended September 30, 2023, respectively, and $ 1,043 and $ 3,413 for the three and nine months ended September 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
In January 2022, the Company entered into an agreement to sell a portion of its interest in ABS.
This transaction closed on March 28, 2022 and resulted in the reduction of the Company's ownership interest from 46 % to 26 %.
−Removed: The Company received cash of $ 18,300 as consideration for its interests sold and recorded a gain of $ 1,294 for the six months ended June 30, 2022, included within Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statement of Operations.
+Added: The Company received cash of $ 18,300 as consideration for its interests sold and recorded a gain of $ 1,294 for the nine months ended September 30, 2022, included within Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statement of Operations.
Atalanta Sosnoff
The Company has an investment accounted for under the equity method of accounting in Atalanta Sosnoff.
−Removed: At June 30, 2023, the Company's ownership interest in Atalanta Sosnoff was 49 %.
−Removed: This investment resulted in earnings of $ 335 and $ 726 for the three and six months ended June 30, 2023, respectively, and $ 939 and $ 1,878 for the three and six months ended June 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: At September 30, 2023, the Company's ownership interest in Atalanta Sosnoff was 49 %.
+Added: This investment resulted in earnings of $ 418 and $ 1,144 for the three and nine months ended September 30, 2023, respectively, and $ 533 and $ 2,411 for the three and nine months ended September 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
The Company has an investment accounted for under the equity method of accounting in Luminis.
−Removed: At June 30, 2023, the Company's ownership interest in Luminis was 20 %.
−Removed: This investment resulted in earnings of $ 135 and $ 297 for the three and six months ended June 30, 2023, respectively, and $ 102 and $ 390 for the three and six months ended June 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: At September 30, 2023, the Company's ownership interest in Luminis was 20 %.
+Added: This investment resulted in earnings of $ 53 and $ 350 for the three and nine months ended September 30, 2023, respectively, and $ 397 and $ 787 for the three and nine months ended September 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
This investment is subject to currency translation from the Australian dollar to the U.S.
2 unchanged sentences
The Company has an investment accounted for under the equity method of accounting in Seneca Evercore.
−Removed: At June 30, 2023, the Company's ownership interest in Seneca Evercore was 20 %.
−Removed: This investment resulted in earnings (losses) of $ 8 and ($ 83 ) for the three and six months ended June 30, 2023, respectively, and $ 62 and $ 148 for the three and six months ended June 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
+Added: At September 30, 2023, the Company's ownership interest in Seneca Evercore was 20 %.
+Added: This investment resulted in earnings of $ 127 and $ 44 for the three and nine months ended September 30, 2023, respectively, and $ 54 and $ 202 for the three and nine months ended September 30, 2022, respectively, included within Income from Equity Method Investments on the Unaudited Condensed Consolidated Statements of Operations.
This investment is subject to currency translation from the Brazilian real to the U.S.
4 unchanged sentences
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 for each of the three months ended June 30, 2023 and 2022 and $ 158 for each of the six months ended June 30, 2023 and 2022.
+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 September 30, 2023 and 2022 and $ 237 for each of the nine months ended September 30, 2023 and 2022.
The Company assesses its equity method investments for impairment annually, or more frequently if circumstances indicate impairment may have occurred.
10 unchanged sentences
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 June 30, 2023 and December 31, 2022 was as follows:
−Removed: June 30, 2023 December 31, 2022
+Added: A summary of the Company's investments in the private equity funds as of September 30, 2023 and December 31, 2022 was as follows:
+Added: September 30, 2023 December 31, 2022
Glisco II, Glisco III and Glisco IV $ 3,992 $ 3,602
1 unchanged sentence
Total Private Equity Funds $ 5,862 $ 5,541
−Removed: Net realized and unrealized gains (losses) on private equity fund investments were $ 318 and $ 640 for the three and six months ended June 30, 2023, respectively, and $ 19 and ($ 64 ) for the three and six months ended June 30, 2022, respectively.
+Added: Net realized and unrealized gains on private equity fund investments were $ 54 and $ 694 for the three and nine months ended September 30, 2023, respectively, and $ 308 and $ 244 for the three and nine months ended September 30, 2022, respectively.
In the event the funds perform poorly, the Company may be obligated to repay certain carried interest previously distributed.
−Removed: As of June 30, 2023, $ 353 of previously distributed carried interest received from the funds was subject to repayment.
+Added: As of September 30, 2023, $ 317 of previously distributed carried interest received from the funds was subject to repayment.
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 $ 3,430 and $ 3,166 included in its Unaudited Condensed Consolidated Statements of Financial Condition at June 30, 2023 and December 31, 2022, respectively, related to these unconsolidated VIEs, representing the carrying value of the Company's investments in the entities.
+Added: The Company had assets of $ 3,430 and $ 3,166 included in its Unaudited Condensed Consolidated Statements of Financial Condition at September 30, 2023 and December 31, 2022, 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 June 30, 2023 and December 31, 2022 was $ 5,613 and $ 5,385 , 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: The Company's maximum exposure to loss as of September 30, 2023 and December 31, 2022 was $ 5,613 and $ 5,385 , 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.
Other Investments
In certain instances, the Company receives equity securities in private companies in exchange for advisory services.
−Removed: These investments, which had a balance of $ 635 and $ 604 as of June 30, 2023 and December 31, 2022, respectively, are accounted for at their cost minus impairment, if any, plus or minus changes resulting from observable price changes.
+Added: These investments, which had a balance of $ 609 and $ 604 as of September 30, 2023 and December 31, 2022, respectively, are accounted for at their cost minus impairment, if any, plus or minus changes resulting from observable price changes.
EVERCORE INC.
7 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 $ 14,069 and $ 27,497 for the three and six months ended June 30, 2023, respectively, and $ 12,769 and $ 25,609 for the three and six months ended June 30, 2022, respectively, and variable lease cost, which principally include costs for real estate taxes, common area maintenance and other operating expenses of $ 1,703 and $ 2,889 for the three and six months ended June 30, 2023, respectively, and $ 1,744 and $ 3,644 for the three and six months ended June 30, 2022, respectively.
−Removed: In conjunction with the lease of office space, the Company has entered into letters of credit in the amount of $ 5,693 and $ 5,637 as of June 30, 2023 and December 31, 2022, 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 $ 14,320 and $ 41,817 for the three and nine months ended September 30, 2023, respectively, and $ 13,148 and $ 38,757 for the three and nine months ended September 30, 2022, respectively, and variable lease cost, which principally include costs for real estate taxes, common area maintenance and other operating expenses of $ 1,545 and $ 4,434 for the three and nine months ended September 30, 2023, respectively, and $ 1,781 and $ 5,425 for the three and nine months ended September 30, 2022, respectively.
+Added: In conjunction with the lease of office space, the Company has entered into letters of credit in the amount of $ 5,725 and $ 5,637 as of September 30, 2023 and December 31, 2022, respectively, 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 $ 1,335 and $ 2,785 for the three and six months ended June 30, 2023, respectively, and $ 1,258 and $ 2,501 for the three and six months ended June 30, 2022, respectively.
+Added: Occupancy and Equipment Rental on the Unaudited Condensed Consolidated Statements of Operations includes operating lease cost for office equipment of $ 1,416 and $ 4,201 for the three and nine months ended September 30, 2023, respectively, and $ 1,205 and $ 3,706 for the three and nine months ended September 30, 2022, 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 $ 27,953 and $ 30,201 for the six months ended June 30, 2023 and 2022, respectively, related to its operating leases, which was net of cash received from lease incentives of $ 621 and $ 332 for the six months ended June 30, 2023 and 2022, respectively.
+Added: The Company incurred net operating cash outflows of $ 37,282 and $ 44,718 for the nine months ended September 30, 2023 and 2022, respectively, related to its operating leases, which was net of cash received from lease incentives of $ 3,056 and $ 867 for the nine months ended September 30, 2023 and 2022, respectively.
Other information as it relates to the Company's operating leases is as follows:
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
New Right-of-Use Assets obtained in exchange for new operating lease liabilities $ 24,889 $ 4,538 $ 182,504 $ 11,743
−Removed: June 30, 2023 June 30, 2022
+Added: September 30, 2023 September 30, 2022
Weighted-average remaining lease term - operating leases 10.9 years 10.6 years
Weighted-average discount rate - operating leases 4.54 % 3.91 %
−Removed: In May 2023, the Company's lease for certain floors at 55 East 52nd St., New York, New York commenced.
+Added: In the second and third quarters of 2023, the Company's lease for certain floors at 55 East 52nd St., New York, New York commenced.
The lease term will end on December 31, 2035.
−Removed: New Right-of-Use Assets obtained in exchange for new operating lease liabilities above for the three and six months ended June 30, 2023 includes $ 135,602 related to this space.
+Added: New Right-of-Use Assets obtained in exchange for new operating lease liabilities above for the three and nine months ended September 30, 2023 includes $ 20,773 and $ 156,375 , respectively, related to this space.
In December 2022, the Company entered into a lease agreement to take on 38 rentable square feet in New York, New York.
3 unchanged sentences
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: As of June 30, 2023, the maturities of the undiscounted operating lease liabilities for which the Company has commenced use are as follows:
−Removed: 2023 (July 1 through December 31) $ 22,372
+Added: As of September 30, 2023, the maturities of the undiscounted operating lease liabilities for which the Company has commenced use are as follows:
+Added: 2023 (October 1 through December 31) $ 11,224
Thereafter 387,056
5 unchanged sentences
Long-term lease liabilities $ 438,146
−Removed: In conjunction with the lease agreement to expand its headquarters at 55 East 52nd St., New York, New York, and lease agreements at certain other locations, the Company entered into leases primarily for office space which have not yet commenced and thus are not yet included on the Company's Unaudited Condensed Consolidated Statements of Financial Condition as right-of-use assets and lease liabilities.
−Removed: The Company anticipates that it will take possession of these spaces by the end of 2023.
−Removed: These spaces will have lease terms of 1 to 13 years once the Company has taken possession.
−Removed: The additional future payments under these arrangements are $ 36,669 as of June 30, 2023.
+Added: The Company has entered into certain lease agreements which have not yet commenced and thus are not yet included on the Company's Unaudited Condensed Consolidated Statements of Financial Condition as right-of-use assets and lease liabilities.
+Added: The Company anticipates that these leases will commence by the end of 2023 and will have lease terms of 1 to 3 years once they have commenced.
+Added: The additional future payments under these arrangements are $ 197 as of September 30, 2023.
+Added: 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 three floors, which it exercised during October 2023.
+Added: The Company anticipates that it will take possession of this space by the end of 2024 and the lease term will end on December 31, 2035.
Note 9 – Fair Value Measurements
10 unchanged sentences
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 June 30, 2023 and December 31, 2022:
+Added: 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, 2023 and December 31, 2022:
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: June 30, 2023
+Added: September 30, 2023
Level 1 Level 2 Level 3 Total
3 unchanged sentences
Investment Funds 148,673 — — 148,673
−Removed: Other — 1,204 — 1,204
Total Assets Measured At Fair Value $ 1,057,227 $ — $ — $ 1,057,227
6 unchanged sentences
Total Assets Measured At Fair Value $ 1,317,765 $ — $ — $ 1,317,765
−Removed: (1) Includes $ 8,318 and $ 7,939 of treasury bills classified within Cash and Cash Equivalents on the Unaudited Condensed Consolidated Statements of Financial Condition as of June 30, 2023 and December 31, 2022, respectively.
+Added: (1) Includes $ 3,770 and $ 7,939 of treasury bills classified within Cash and Cash Equivalents on the Unaudited Condensed Consolidated Statements of Financial Condition as of September 30, 2023 and December 31, 2022, 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: June 30, 2023
+Added: September 30, 2023
Carrying Estimated Fair Value
7 unchanged sentences
50,462 — 49,896 — 49,896
−Removed: Receivable from Employees and Related Parties 18,889 — 18,889 — 18,889
Closely-held Equity Securities 609 — — 609 609
13 unchanged sentences
118,496 — 117,701 — 117,701
−Removed: Receivable from Employees and Related Parties 21,914 — 21,914 — 21,914
Closely-held Equity Securities 604 — — 604 604
10 unchanged sentences
Interest on the 2016 Private Placement Notes is payable semi-annually and the 2016 Private Placement Notes are guaranteed by certain of the Company's domestic subsidiaries.
−Removed: The Company may, at its option, prepay all, or from time to time
+Added: The Company may, at its option, prepay all, or from time to time any part of, the 2016 Private Placement Notes (without regard to Series), in an amount not less than 5 % of the aggregate principal amount of the 2016 Private Placement Notes then outstanding at 100 % of the principal amount thereof plus an applicable "make-whole amount." Upon the occurrence of a change of control, the holders of the 2016 Private Placement Notes will have the right to require the Company to prepay the entire unpaid principal amounts held by each holder of the 2016 Private Placement Notes plus accrued and unpaid interest to the prepayment date.
+Added: The 2016 Note Purchase Agreement contains
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: any part of, the 2016 Private Placement Notes (without regard to Series), in an amount not less than 5 % of the aggregate principal amount of the 2016 Private Placement Notes then outstanding at 100 % of the principal amount thereof plus an applicable "make-whole amount." Upon the occurrence of a change of control, the holders of the 2016 Private Placement Notes will have the right to require the Company to prepay the entire unpaid principal amounts held by each holder of the 2016 Private Placement Notes plus accrued and unpaid interest to the prepayment date.
−Removed: 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 June 30, 2023, the Company was in compliance with all of these covenants.
+Added: 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.
+Added: As of September 30, 2023, the Company was in compliance with all of these covenants.
On June 28, 2022, the Company prepaid the $ 67,000 aggregate principal amount of its Series B Notes plus the applicable make-whole amount.
−Removed: In conjunction with the June 2022 prepayment and the acceleration of the remaining debt issuance costs, the Company recorded a loss of $ 456 for the three and six months ended June 30, 2022, included within Special Charges, Including Business Realignment Costs, on the Unaudited Condensed Consolidated Statements of Operations.
+Added: In conjunction with the June 2022 prepayment and the acceleration of the remaining debt issuance costs, the Company recorded a loss of $ 456 for the nine months ended September 30, 2022, included within Special Charges, Including Business Realignment Costs, on the Unaudited Condensed Consolidated Statements of Operations.
2019 Private Placement Notes
6 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 June 30, 2023, the Company was in compliance with all of these covenants.
+Added: As of September 30, 2023, the Company was in compliance with all of these covenants.
2021 Private Placement Notes
3 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 June 30, 2023, the Company was in compliance with all of these covenants.
+Added: As of September 30, 2023, the Company was in compliance with all of these covenants.
+Added: 2022 Private Placement Notes
+Added: On June 28, 2022, the Company issued $ 67,000 aggregate principal amount of its 4.61 % Series J senior notes due November 15, 2028 (the "Series J Notes" or the "2022 Private Placement Notes"), pursuant to a note purchase agreement (the "2022 Note Purchase Agreement") dated as of June 28, 2022, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933.
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: 2022 Private Placement Notes
−Removed: On June 28, 2022, the Company issued $ 67,000 aggregate principal amount of its 4.61 % Series J senior notes due November 15, 2028 (the "Series J Notes" or the "2022 Private Placement Notes"), pursuant to a note purchase agreement (the "2022 Note Purchase Agreement") dated as of June 28, 2022, among the Company and the purchasers party thereto in a private placement exempt from registration under the Securities Act of 1933.
Interest on the 2022 Private Placement Notes is payable semi-annually and the 2022 Private Placement Notes are guaranteed by certain of the Company's domestic subsidiaries.
1 unchanged sentence
The 2022 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 June 30, 2023, the Company was in compliance with all of these covenants.
−Removed: Notes Payable is comprised of the following as of June 30, 2023 and December 31, 2022:
+Added: As of September 30, 2023, the Company was in compliance with all of these covenants.
+Added: Notes Payable is comprised of the following as of September 30, 2023 and December 31, 2022:
Carrying Value (1)
−Removed: Note Maturity Date Effective Annual Interest Rate June 30, 2023 December 31, 2022
+Added: Note Maturity Date Effective Annual Interest Rate September 30, 2023 December 31, 2022
Evercore Inc.
26 unchanged sentences
Stockholders' Equity
−Removed: Dividends – On July 25, 2023, the Company's Board of Directors declared a quarterly cash dividend of $ 0.76 per share to the holders of record of shares of Class A common stock ("Class A Shares") as of August 25, 2023, which will be paid on September 8, 2023.
−Removed: During the three and six months ended June 30, 2023, the Company declared and paid dividends of $ 0.76 and $ 1.48 per share, respectively, totaling $ 28,938 and $ 56,610 , respectively, and accrued deferred cash dividends on unvested restricted stock units ("RSUs") totaling $ 4,454 and $ 8,659 , respectively.
−Removed: The Company also paid deferred cash dividends of $ 148 and $ 13,669 during the three and six months ended June 30, 2023, respectively.
−Removed: During the three and six months ended June 30, 2022, the Company declared and paid dividends of $ 0.72 and $ 1.40 per share, respectively, totaling $ 28,182 and $ 55,687 , respectively, and accrued deferred cash dividends on unvested RSUs totaling $ 4,234 and $ 8,362 , respectively.
−Removed: The Company also paid deferred cash dividends of $ 1,067 and $ 15,181 during the three and six months ended June 30, 2022, respectively.
−Removed: Treasury Stock – During the three months ended June 30, 2023, the Company purchased 21 Class A Shares from employees at an average cost per share of $ 109.04 , primarily for the net settlement of stock-based compensation awards, and 516 Class A Shares at an average cost per share of $ 111.29 pursuant to the Company's share repurchase program.
−Removed: The aggregate 537 Class A Shares were purchased at an average cost per share of $ 111.20 and the result of these purchases was an increase in Treasury Stock of $ 59,670 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2023.
+Added: Dividends – On October 24, 2023, the Company's Board of Directors declared a quarterly cash dividend of $ 0.76 per share to the holders of record of shares of Class A common stock ("Class A Shares") as of November 24, 2023, which will be paid on December 8, 2023.
+Added: During the three and nine months ended September 30, 2023, the Company declared and paid dividends of $ 0.76 and $ 2.24 per share, respectively, totaling $ 28,592 and $ 85,202 , respectively, and accrued deferred cash dividends on unvested restricted stock units ("RSUs") totaling $ 4,058 and $ 12,717 , respectively.
+Added: The Company also paid deferred cash dividends of $ 185 and $ 13,854 during the three and nine months ended September 30, 2023, respectively.
+Added: During the three and nine months ended September 30, 2022, the Company declared and paid dividends of $ 0.72 and $ 2.12 per share, respectively, totaling $ 28,052 and $ 83,739 , respectively, and accrued deferred cash dividends on unvested RSUs totaling $ 2,883 and $ 11,245 , respectively.
+Added: The Company also paid deferred cash dividends of $ 166 and $ 15,347 during the three and nine months ended September 30, 2022, respectively.
+Added: Treasury Stock – During the three months ended September 30, 2023, the Company purchased 17 Class A Shares from employees at an average cost per share of $ 135.28 , primarily for the net settlement of stock-based compensation awards, and 280 Class A Shares at an average cost per share of $ 137.79 pursuant to the Company's share repurchase program.
+Added: The aggregate 297 Class A Shares were purchased at an average cost per share of $ 137.65 and the result of these purchases was an increase in Treasury Stock of $ 40,817 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2023.
+Added: During the nine months ended September 30, 2023, the Company purchased 953 Class A Shares from employees at an average cost per share of $ 131.34 , primarily for the net settlement of stock-based compensation awards, and 2,033 Class A Shares at an average cost per share of $ 127.85 pursuant to the Company's share repurchase program.
+Added: The aggregate 2,986 Class A Shares were purchased at an average cost per share of $ 128.97 and the result of these purchases was an increase in Treasury Stock of $ 385,053 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2023.
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: During the six months ended June 30, 2023, the Company purchased 937 Class A Shares from employees at an average cost per share of $ 131.27 , primarily for the net settlement of stock-based compensation awards, and 1,752 Class A Shares at an average cost per share of $ 126.27 pursuant to the Company's share repurchase program.
−Removed: The aggregate 2,689 Class A Shares were purchased at an average cost per share of $ 128.01 and the result of these purchases was an increase in Treasury Stock of $ 344,236 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2023.
−Removed: LP Units – During the three and six months ended June 30, 2023, 21 and 45 Evercore LP partnership units ("LP Units"), respectively, were exchanged for Class A Shares, resulting in an increase to Additional Paid-In-Capital of $ 1,296 and $ 2,774 for the three and six months ended June 30, 2023, respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2023.
+Added: LP Units – During the three and nine months ended September 30, 2023, 38 and 82 Evercore LP partnership units ("LP Units"), respectively, were exchanged for Class A Shares, resulting in an increase to Class A Common Stock of $ 1 for the three and nine months ended September 30, 2023, and an increase to Additional Paid-In Capital of $ 2,353 and $ 5,127 for the three and nine months ended September 30, 2023, respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2023.
See Note 12 for further information.
−Removed: Accumulated Other Comprehensive Income (Loss) – As of June 30, 2023, 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 ($ 5,417 ) and ($ 14,975 ), respectively.
+Added: Accumulated Other Comprehensive Income (Loss) – As of September 30, 2023, 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 ($ 5,398 ) and ($ 22,527 ), respectively.
Note 12 – Noncontrolling Interest
2 unchanged sentences
Noncontrolling ownership interests for the Company's subsidiaries were as follows:
−Removed: As of June 30,
+Added: As of September 30,
Evercore LP (1)
2 unchanged sentences
For further information see " LP Units Exchanged" below.
−Removed: (2) Noncontrolling Interests as of June 30, 2022 represent a blended rate for multiple classes of interests in EWM.
+Added: (2) Noncontrolling Interests as of September 30, 2022 represent a blended rate for multiple classes of interests in EWM.
The Noncontrolling Interests for Evercore LP and EWM have rights, in certain circumstances, to convert into Class A Shares.
4 unchanged sentences
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 %.
−Removed: As of June 30, 2023, the EWM members held 26 % of the outstanding EWM Units.
−Removed: Changes in Noncontrolling Interest for the three and six months ended June 30, 2023 and 2022 were as follows:
+Added: As of September 30, 2023, the EWM members held 26 % of the outstanding EWM Units.
+Added: Changes in Noncontrolling Interest for the three and nine months ended September 30, 2023 and 2022 were as follows:
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
11 unchanged sentences
Ending balance $ 201,619 $ 176,075 $ 201,619 $ 176,075
−Removed: Other Comprehensive Income – Other Comprehensive Income (Loss) Attributed to Noncontrolling Interest includes unrealized gains (losses) on securities and investments, net, of ($ 283 ) for the six months ended June 30, 2023 and $ 28 for the three and six months ended June 30, 2022, and foreign currency translation adjustment gains (losses), net, of $ 498 and $ 997 for the three and six months ended June 30, 2023, respectively, and ($ 1,702 ) and ($ 1,975 ) for the three and six months ended June 30, 2022, respectively.
+Added: Other Comprehensive Income – Other Comprehensive Income (Loss) Attributed to Noncontrolling Interest includes unrealized gains (losses) on securities and investments, net, of $ 2 and ($ 281 ) for the three and nine months ended September 30, 2023, respectively, and $ 109 and $ 137 for the three and nine months ended September 30, 2022, respectively, and foreign currency translation adjustment gains (losses), net, of ($ 749 ) and $ 248 for the three and nine months ended September 30, 2023, respectively, and ($ 2,097 ) and ($ 4,072 ) for the three and nine months ended September 30, 2022, respectively.
LP Units Exchanged – On February 24, 2022, the Company entered into an agreement (the "Exchange Agreement") with ISI Holding, Inc.
3 unchanged sentences
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.
−Removed: During the three and six months ended June 30, 2023, 21 and 45 LP Units, respectively, were exchanged for Class A Shares.
−Removed: This resulted in a decrease to Noncontrolling Interest of $ 1,296 and $ 2,774 for the three and six months ended June 30, 2023, respectively, and an increase to Additional-Paid-In-Capital of $ 1,296 and $ 2,774 for the three and six months ended June 30, 2023, respectively, on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2023.
+Added: During the three and nine months ended September 30, 2023, 38 and 82 LP Units, respectively, were exchanged for Class A Shares.
+Added: This resulted in a decrease to Noncontrolling Interest of $ 2,354 and $ 5,128 for the three and nine months ended September 30, 2023, respectively, an increase to Additional Paid-In Capital of $ 2,353 and $ 5,127 for the three and nine months ended September 30, 2023, respectively, and an increase to Class A Common Stock of $ 1 for the three and nine months ended September 30, 2023 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2023.
See Note 11 for further information.
Interests Purchased – During the second quarter of 2023, the Company purchased, at fair value, an additional 0.7 % of the EWM Class A Units for $ 2,002 .
−Removed: This purchase resulted in a decrease to Noncontrolling Interest of $ 158 and a decrease to Additional-Paid-In-Capital of $ 1,844 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2023.
−Removed: 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 settled in cash during the three months ended June 30, 2022.
−Removed: 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 June 30, 2022.
+Added: This purchase resulted in a decrease to Noncontrolling Interest of $ 158 and a decrease to Additional Paid-In Capital of $ 1,844 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2023.
+Added: During the third quarter of 2022, the Company purchased, at fair value, an additional 0.5 % of the EWM Class A Units for $ 1,706 .
+Added: This purchase resulted in a decrease to Noncontrolling Interest of $ 108 and a decrease to Additional Paid-In Capital of $ 1,598 on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2022.
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
+Added: 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 .
+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 September 30, 2022.
On December 31, 2021, the Company purchased, at fair value, all of the outstanding Class R Interests of Private Capital Advisory L.P.
from employees of the RECA business for $ 54,297 .
−Removed: Consideration for this transaction included the payment of $ 6,000 of cash in 2021, $ 27,710 of cash during the six months ended June 30, 2022, and contingent cash consideration which is due to be settled in early 2024.
−Removed: The Company paid $ 715 of this contingent cash consideration during the six months ended June 30, 2023.
−Removed: The fair value of the remaining contingent consideration is $ 2,577 as of June 30, 2023, $ 2,159 of which is included within Payable to Employees and Related Parties and the remainder of which is included within Other Current Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition, and $ 6,119 as of December 31, 2022, $ 1,083 of which was included within Other Current Liabilities and the remainder of which was included within Other Long-term Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition.
+Added: Consideration for this transaction included the payment of $ 6,000 of cash in 2021, $ 27,710 of cash during the nine months ended September 30, 2022, and contingent cash consideration which is due to be settled in early 2024.
+Added: The Company paid $ 181 and $ 896 of this contingent cash consideration during the three and nine months ended September 30, 2023, respectively.
+Added: The fair value of the remaining contingent consideration is $ 2,447 as of September 30, 2023, $ 1,980 of which is included within Payable to Employees and Related Parties and the remainder of which is included within Other Current Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition, and $ 6,119 as of December 31, 2022, $ 1,083 of which was included within Other Current Liabilities and the remainder of which was included within Other Long-term Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition.
The amount of contingent consideration to be paid is dependent on the RECA business achieving certain revenue performance targets.
−Removed: The decline in the fair value of contingent consideration reduced Other Operating Expenses by $ 2,545 and $ 2,459 for the three and six months ended June 30, 2023, respectively, and $ 2,701 and $ 3,278 for the three and six months ended June 30, 2022, respectively, on the Unaudited Condensed Consolidated Statements of Operations.
+Added: The change in the fair value of contingent consideration increased Other Operating Expenses by $ 51 for the three months ended September 30, 2023 and reduced Other Operating Expenses by $ 2,408 for the nine months ended September 30, 2023, and reduced Other Operating Expenses by $ 8,784 and $ 12,062 for the three and nine months ended September 30, 2022, respectively, on the Unaudited Condensed Consolidated Statements of Operations.
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.
1 unchanged sentence
Accordingly, these payments are treated as compensation expense for accounting purposes in the periods earned.
−Removed: These payments will also be dependent on the RECA business achieving certain revenue performance targets.
+Added: These payments are also 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 six months ended June 30, 2023 and 2022 are described and presented below.
+Added: common shareholders for the three and nine months ended September 30, 2023 and 2022 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 June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
25 unchanged sentences
(1) The Company has outstanding Class A, E, I and K 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 six months ended June 30, 2023 and 2022, these 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: During the three and nine months ended September 30, 2023 and 2022, these 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 2,815 and 2,785 for the three and six months ended June 30, 2023, respectively, and 2,656 and 3,296 for the three and six months ended June 30, 2022, respectively.
−Removed: The adjustment to the numerator, diluted net income attributable to Class A common shareholders, if the effect would have been dilutive, would have been $ 2,918 and $ 9,905 for the three and six months ended June 30, 2023, respectively, and $ 11,664 and $ 26,731 for the three and six months ended June 30, 2022, respectively.
+Added: common shareholders if the effect would have been dilutive were 2,790 and 2,787 for the three and nine months ended September 30, 2023, respectively, and 2,650 and 3,078 for the three and nine months ended September 30, 2022, 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 $ 4,422 and $ 14,326 for the three and nine months ended September 30, 2023, respectively, and $ 6,123 and $ 32,853 for the three and nine months ended September 30, 2022, respectively.
In computing this adjustment, the Company assumes that all Class A, E, I and K LP Units are converted into Class A Shares, that all earnings attributable to those shares are attributed to Evercore Inc.
5 unchanged sentences
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: (2) During the three and six months ended June 30, 2023 and 2022, certain shares of the Company's common stock assumed to be issued pursuant to non-vested RSUs, as calculated using the Treasury Stock Method, 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: (2) During the three and nine months ended September 30, 2022, certain shares of the Company's common stock assumed to be issued pursuant to non-vested RSUs, as calculated using the Treasury Stock Method, 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.
−Removed: The shares that would have been included in the treasury stock method calculation if the effect would have been dilutive were 3,080 and 1,775 for the three and six months ended June 30, 2023, respectively, and 3,188 and 2,183 for the three and six months ended June 30, 2022, respectively.
+Added: The shares that would have been included in the treasury stock method calculation if the effect would have been dilutive were 3,112 and 2,010 for the three and nine months ended September 30, 2022, respectively.
(3) 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.
11 unchanged sentences
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 the achievement of certain market and service conditions on March 1, 2022.
−Removed: Compensation expense related to this award was $ 753 for the six months ended June 30, 2022 .
+Added: Compensation expense related to this award was $ 753 for the nine months ended September 30, 2022 .
Class K-P Units – The Company has awarded the following Class K-P Units:
20 unchanged sentences
These Class K-P Units may convert into 60 Class K LP Units contingent upon the achievement of certain market conditions and continued service, while additional units may be received in conversion based on a multiple of certain revenues earned.
−Removed: The Company determined the grant date fair value of these awards probable to vest as of June 30, 2023 to be $ 108,833 , related to 980 Class K LP Units which were probable of achievement, and recognizes expense for these units over the respective service periods.
−Removed: Aggregate compensation expense related to the Class K-P Units was $ 6,127 and $ 12,534 for the three and six months ended June 30, 2023, respectively, and $ 6,308 and $ 11,776 for the three and six months ended June 30, 2022, respectively.
+Added: The Company determined the grant date fair value of these awards probable to vest as of September 30, 2023 to be $ 106,137 , related to 956 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 $ 6,467 and $ 19,001 for the three and nine months ended September 30, 2023, respectively, and $ 5,403 and $ 17,179 for the three and nine months ended September 30, 2022, respectively.
Class L Interests – In April 2021, January 2022 and January 2023, 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 receive a discretionary distribution of profits from Evercore LP, paid in the first quarters of 2022, 2023 and 2024, respectively.
10 unchanged sentences
Class A Shares underlying any award granted under the Second 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 Second Amended 2016 Plan was 5,114 as of June 30, 2023.
+Added: The total shares available to be granted in the future under the Second Amended 2016 Plan was 5,179 as of September 30, 2023.
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.
7 unchanged sentences
Equity Grants
−Removed: During the six months ended June 30, 2023, pursuant to the Second Amended 2016 Plan, the Company granted employees 2,420 RSUs that are Service-based Awards.
−Removed: Service-based Awards granted during the six months ended June 30, 2023 had grant date fair values of $ 107.89 to $ 136.02 per share, with an average value of $ 135.81 per share, for an aggregate fair value of $ 328,596 , and generally vest ratably over four years .
−Removed: During the six months ended June 30, 2023, 2,133 Service-based Awards vested and 63 Service-based Awards were forfeited.
−Removed: Compensation expense related to Service-based Awards was $ 79,307 and $ 145,795 for the three and six months ended June 30, 2023, respectively, and $ 67,597 and $ 127,844 for the three and six months ended June 30, 2022, respectively.
+Added: During the nine months ended September 30, 2023, pursuant to the Second Amended 2016 Plan, the Company granted employees 2,450 RSUs that are Service-based Awards.
+Added: Service-based Awards granted during the nine months ended September 30, 2023 had grant date fair values of $ 107.89 to $ 142.25 per share, with an average value of $ 135.70 per share, for an aggregate fair value of $ 332,488 , and generally vest ratably over four years .
+Added: During the nine months ended September 30, 2023, 2,187 Service-based Awards vested and 158 Service-based Awards were forfeited.
+Added: Compensation expense related to Service-based Awards was $ 70,458 and $ 216,253 for the three and nine months ended September 30, 2023, respectively, and $ 63,385 and $ 191,229 for the three and nine months ended September 30, 2022, respectively.
Deferred Cash
1 unchanged sentence
The Company granted $ 162,748 of deferred cash awards pursuant to the deferred cash compensation program during the first quarter of 2023.
−Removed: Compensation expense related to the Company's deferred cash compensation program was $ 42,905 and $ 82,667 for the three and six months ended June 30, 2023, respectively, and $ 28,448 and $ 58,985 for the three and six months ended June 30, 2022, respectively.
−Removed: As of June 30, 2023, the Company expects to pay an aggregate of $ 366,278 related to the Company's deferred cash compensation program at various dates through 2027 and total compensation expense not yet recognized related to these awards was $ 249,640 .
+Added: Compensation expense related to the Company's deferred cash compensation program was $ 32,323 and $ 114,990 for the three and nine months ended September 30, 2023, respectively, and $ 30,040 and $ 89,025 for the three and nine months ended September 30, 2022, respectively.
+Added: As of September 30, 2023, the Company expects to pay an aggregate of $ 350,188 related to the Company's deferred cash compensation program at various dates through 2027 and total compensation expense not yet recognized related to these awards was $ 200,933 .
The weighted-average period over which this compensation cost is expected to be recognized is 23 months.
8 unchanged sentences
The Company recognizes expense for these awards ratably over the vesting period.
−Removed: Compensation expense related to other deferred cash awards was $ 2,424 and $ 6,752 for the three and six months ended June 30, 2023, respectively, and $ 4,507 and $ 9,327 for the three and six months ended June 30, 2022, respectively.
+Added: Compensation expense related to other deferred cash awards was $ 2,374 and $ 9,126 for the three and nine months ended September 30, 2023, respectively, and $ 3,139 and $ 12,466 for the three and nine months ended September 30, 2022, respectively.
Long-term Incentive Plan
The Company's Long-term Incentive Plans provide 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", which ended on December 31, 2020) 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: The vesting period for the 2017 Long-term Incentive Plan ended on March 15, 2023 and in conjunction with this plan, the Company distributed cash payments of $ 48,331 in the six months ended June 30, 2023, $ 3,940 in the six months ended June 30, 2022 and $ 92,938 in the year ended December 31, 2021 (including the first cash distribution made in March 2021 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).
−Removed: Amounts due pursuant to the 2021 Long-term Incentive Plan of $ 110,916 are included within Other Long-Term Liabilities on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of June 30, 2023 and are due to be paid in cash or Class A Shares, at the Company's discretion, in the first quarter of 2025, 2026 and 2027, subject to employment at the time of payment.
−Removed: 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: The Company recorded compensation expense related to the 2017 Long-term Incentive Plan and 2021 Long-term Incentive Plan of $ 9,616 and
+Added: The vesting period for the 2017 Long-term Incentive Plan ended on March 15, 2023 and in conjunction with this plan, the Company distributed cash payments of $ 48,331 in the nine months ended September 30, 2023, $ 3,940 in the nine months ended September 30, 2022 and $ 92,938 in the year ended December 31, 2021 (including the first cash distribution made in March 2021 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).
+Added: Amounts accrued pursuant to the 2021 Long-term Incentive Plan of $ 117,790 are included within Other Long-Term Liabilities on the Company's Unaudited Condensed Consolidated Statement of Financial Condition as of September 30, 2023 and may be paid in cash or Class A Shares, at the Company's discretion, in the first quarter of 2025, 2026 and 2027, subject to employment at the time of payment.
+Added: The Company periodically assesses the probability of the benchmarks being achieved and expenses the probable payout over the requisite
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: $ 22,256 for the three and six months ended June 30, 2023, respectively, and $ 13,977 and $ 29,262 for the three and six months ended June 30, 2022, respectively.
−Removed: As of June 30, 2023, 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 $ 132,276 .
+Added: service period of the award.
+Added: The Company recorded compensation expense related to the 2017 Long-term Incentive Plan and 2021 Long-term Incentive Plan of $ 7,547 and $ 29,803 for the three and nine months ended September 30, 2023, respectively, and $ 16,152 and $ 45,414 for the three and nine months ended September 30, 2022, respectively.
+Added: As of September 30, 2023, 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 $ 113,459 .
Employee Loans Receivable
2 unchanged sentences
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 $ 7,069 and $ 11,715 for the three and six months ended June 30, 2023, respectively, and $ 7,987 and $ 13,439 for the three and six months ended June 30, 2022, respectively.
−Removed: As of June 30, 2023, the total compensation cost not yet recognized related to these awards was $ 35,181 .
+Added: Compensation expense related to these awards was $ 7,573 and $ 19,313 for the three and nine months ended September 30, 2023, respectively, and $ 8,229 and $ 21,668 for the three and nine months ended September 30, 2022, respectively.
+Added: As of September 30, 2023, the total compensation cost not yet recognized related to these awards was $ 47,823 .
Separation and Transition Benefits
−Removed: The following table presents the change in the Company's liability related to separation benefits, stay arrangements and accelerated deferred cash compensation (together, the "Termination Costs") for the six months ended June 30, 2023 and 2022:
−Removed: For the Six Months Ended June 30,
+Added: The following table presents the change in the Company's liability related to separation benefits, stay arrangements and accelerated deferred cash compensation (together, the "Termination Costs") for the nine months ended September 30, 2023 and 2022:
+Added: For the Nine Months Ended September 30,
Beginning Balance $ 4,997 $ 675
3 unchanged sentences
Ending Balance $ 1,993 $ 208
−Removed: In addition to the above Termination Costs incurred, the Company also incurred expenses related to the acceleration of the amortization of share-based payments previously granted to affected employees of $ 1,694 and $ 2,258 for the three and six months ended June 30, 2023, respectively, (related to 20 RSUs) and $ 280 and $ 694 for the three and six months ended June 30, 2022, respectively, (related to 10 RSUs) recorded in Employee Compensation and Benefits, within the Investment Banking & Equities segment, on the Company's Unaudited Condensed Consolidated Statements of Operations.
+Added: In addition to the above Termination Costs incurred, the Company also incurred expenses related to the acceleration of the amortization of share-based payments previously granted to affected employees of $ 2,030 and $ 4,288 for the three and nine months ended September 30, 2023, respectively, (related to 39 RSUs) and $ 641 and $ 1,335 for the three and nine months ended September 30, 2022, respectively, (related to 17 RSUs) recorded in Employee Compensation and Benefits, within the Investment Banking & Equities 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, 2022.
−Removed: Private Equity – As of June 30, 2023, the Company had unfunded commitments for capital contributions of $ 2,592 to private equity funds.
+Added: Private Equity – As of September 30, 2023, the Company had unfunded commitments for capital contributions of $ 2,592 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.
4 unchanged sentences
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 June 30, 2023.
−Removed: The interest rate provisions are Daily SOFR plus 161 basis points and the maturity date is October 27, 2024.
−Removed: There were no drawings under this facility at June 30, 2023.
+Added: The Company and its consolidated subsidiaries were in compliance with these covenants as of September 30, 2023.
+Added: The interest rate provisions are Daily SOFR
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
+Added: plus 161 basis points and the maturity date is October 27, 2024.
+Added: There were no drawings under this facility at September 30, 2023.
East entered into an additional loan agreement with PNC for a revolving credit facility, as amended on June 29, 2023, in an aggregate principal amount of up to $ 55,000 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 June 30, 2023.
+Added: The Company and its consolidated subsidiaries were in compliance with these covenants as of September 30, 2023.
The interest rate provisions are Daily SOFR plus 191 basis points and the maturity date is October 27, 2024.
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 were no drawings under this facility at June 30, 2023.
+Added: There were no drawings under this facility at September 30, 2023.
EGL entered into a subordinated revolving credit facility with PNC, as amended on October 31, 2022, 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
The interest rate provisions are Daily SOFR plus 191 basis points and the maturity date is October 27, 2024.
−Removed: There were no drawings under this facility at June 30, 2023.
+Added: There were no drawings under this facility at September 30, 2023.
In addition, EGL's clearing broker provides temporary funding for the settlement of securities transactions.
2 unchanged sentences
The Company’s consideration for this transaction included contingent cash consideration which is due to be settled in 2024.
−Removed: The Company paid $ 715 of this contingent cash consideration during the six months ended June 30, 2023.
−Removed: The fair value of the remaining contingent consideration is $ 2,577 as of June 30, 2023, $ 2,159 of which is included within Payable to Employees and Related Parties and the remainder of which is included within Other Current Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition, and $ 6,119 as of December 31, 2022, $ 1,083 of which was included within Other Current Liabilities and the remainder of which was included within Other Long-term Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition.
+Added: The Company paid $ 181 and $ 896 of this contingent cash consideration during the three and nine months ended September 30, 2023, respectively.
+Added: The fair value of the remaining contingent consideration is $ 2,447 as of September 30, 2023, $ 1,980 of which is included within Payable to Employees and Related Parties and the remainder of which is included within Other Current Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition, and $ 6,119 as of December 31, 2022, $ 1,083 of which was included within Other Current Liabilities and the remainder of which was included within Other Long-term Liabilities on the Company's Unaudited Condensed Consolidated Statements of Financial Condition.
The amount of contingent consideration to be paid is dependent on the RECA business achieving certain revenue performance targets.
1 unchanged sentence
Restricted Cash – The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Unaudited Condensed Consolidated Statements of Financial Condition that sum to the total of amounts shown in the Unaudited Condensed Consolidated Statements of Cash Flows:
+Added: September 30,
Cash and Cash Equivalents $ 492,590 $ 473,066
7 unchanged sentences
The Company also maintains stop-loss insurance for its medical plan to provide coverage for claims over a defined financial threshold.
−Removed: The estimated present value of incurred but not reported claims is $ 3,530 as of June 30, 2023, which is included within Accrued Compensation and Benefits on the Unaudited Condensed Consolidated Statement of Financial Condition.
−Removed: Foreign Exchange – Periodically, the Company enters into foreign currency exchange forward contracts as an economic hedge against exchange rate risk for foreign currency denominated accounts receivable or other commitments.
−Removed: The Company entered into a foreign currency exchange forward contract during the first quarter of 2023 to buy 30,000 British Pounds sterling for $ 36,903 , which will settle during the third quarter of 2023.
−Removed: The contract is recorded at its fair value of $ 1,204 as of June 30, 2023, and is included within Other Current Assets on the Unaudited Condensed Consolidated Statement of Financial Condition.
+Added: The estimated present value of incurred but not reported claims is $ 3,165 as of September 30, 2023, which is included within Accrued Compensation and Benefits on the Unaudited Condensed Consolidated Statement of Financial Condition.
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
+Added: Foreign Exchange – Periodically, the Company enters into foreign currency exchange forward contracts as an economic hedge against exchange rate risk for foreign currency denominated accounts receivable or other commitments.
+Added: The Company entered into a foreign currency exchange forward contract during the first quarter of 2023 to buy 30,000 British Pounds sterling for $ 36,903 , which settled during the third quarter of 2023.
+Added: The Company entered into a new foreign currency exchange forward contract during the third quarter of 2023, upon expiration of the above contract, to buy 30,000 British Pounds sterling for $ 36,675 , which will settle during the first quarter of 2024.
+Added: The contract is recorded at its fair value.
+Added: The Company recorded a loss of ($ 34 ) for the three and nine months ended September 30, 2023, which is included within Other Revenue, Including Interest and Investments, on the Unaudited Condensed Consolidated Statement of Operations.
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 June 30, 2023 and December 31, 2022 was $ 410,056 and $ 274,131 , respectively, which exceeded the minimum net capital requirement by $ 409,806 and $ 273,881 , respectively.
+Added: EGL's regulatory net capital as of September 30, 2023 and December 31, 2022 was $ 383,746 and $ 274,131 , respectively, which exceeded the minimum net capital requirement by $ 383,496 and $ 273,881 , 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 June 30, 2023.
+Added: These subsidiaries are in excess of their local capital adequacy requirements at September 30, 2023.
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 June 30, 2023.
+Added: The Company was in compliance with the aforementioned agreements as of September 30, 2023.
Note 17 – Income Taxes
−Removed: The Company's Provision for Income Taxes was $ 17,097 and $ 33,228 for the three and six months ended June 30, 2023, respectively, and $ 38,562 and $ 73,344 for the three and six months ended June 30, 2022, respectively.
−Removed: The effective tax rate was 28.9 % and 19.8 % for the three and six months ended June 30, 2023, respectively, and 26.0 % and 20.4 % for the three and six months ended June 30, 2022, respectively.
−Removed: The effective tax rate reflects the recognition of net excess tax benefits associated with appreciation in the Company's share price upon vesting of employee share-based awards above the original grant price of $ 13,809 and $ 19,782 for the six months ended June 30, 2023 and 2022, respectively, which resulted in a reduction in the effective tax rate of 8.2 and 5.5 percentage points for the six months ended June 30, 2023 and 2022, respectively.
−Removed: The effective tax rate for 2023 and 2022 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.
−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 six months ended June 30, 2023 and 2022, 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.
−Removed: The Company recorded an increase in deferred tax assets of $ 1,023 associated with changes in Unrealized Gain (Loss) on Securities and Investments and a decrease of $ 3,741 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the six months ended June 30, 2023.
−Removed: The Company recorded a decrease in deferred tax assets of $ 100 associated with changes in Unrealized Gain (Loss) on Securities and Investments and an
+Added: The Company's Provision for Income Taxes was $ 19,717 and $ 52,945 for the three and nine months ended September 30, 2023, respectively, and $ 40,790 and $ 114,134 for the three and nine months ended September 30, 2022, respectively.
+Added: The effective tax rate was 25.1 % and 21.5 % for the three and nine months ended September 30, 2023, respectively, and 30.8 % and 23.2 % for the three and nine months ended September 30, 2022, respectively.
+Added: The effective tax rate reflects the recognition of net excess tax benefits associated with appreciation in the Company's share price upon vesting of employee share-based awards above the original grant price of $ 14,071 and $ 19,657 for the nine months ended September 30, 2023 and 2022, respectively, which resulted in a reduction in the effective tax rate of 5.7 and 4.0 percentage points for the nine months ended September 30, 2023 and 2022, respectively.
+Added: The effective tax rate for 2023 and 2022 also reflects the effect of certain nondeductible expenses,
EVERCORE INC.
1 unchanged sentence
(amounts in thousands, except per share amounts, unless otherwise noted)
−Removed: increase of $ 7,033 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the six months ended June 30, 2022.
+Added: 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 and nine months ended September 30, 2023 and 2022, 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 an increase in deferred tax assets of $ 1,016 associated with changes in Unrealized Gain (Loss) on Securities and Investments and a decrease of $ 992 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the nine months ended September 30, 2023.
+Added: The Company recorded a decrease in deferred tax assets of $ 485 associated with changes in Unrealized Gain (Loss) on Securities and Investments and an increase of $ 14,722 associated with changes in Foreign Currency Translation Adjustment Gain (Loss), in Accumulated Other Comprehensive Income (Loss) for the nine months ended September 30, 2022.
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 June 30, 2023, there were $ 359 of unrecognized tax benefits that, if recognized, $ 292 would affect the effective tax rate.
−Removed: Related to the unrecognized tax benefits, the Company accrued interest and penalties of $ 31 and $ 1 , respectively, during the three months ended June 30, 2023.
+Added: As of September 30, 2023, there were $ 359 of unrecognized tax benefits that, if recognized, $ 292 would affect the effective tax rate.
+Added: Related to the unrecognized tax benefits, the Company accrued interest and penalties of $ 17 and $ 1 , respectively, during the three months ended September 30, 2023.
Note 18 – Segment Operating Results
3 unchanged sentences
The Investment Management segment includes Wealth Management and interests in private equity funds which are not managed by the Company.
−Removed: The Company's segment information for the three and six months ended June 30, 2023 and 2022 is prepared using the following methodology:
+Added: The Company's segment information for the three and nine months ended September 30, 2023 and 2022 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.
9 unchanged sentences
• Interest expense associated with the Company’s Notes Payable and lines of credit
+Added: EVERCORE INC.
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: (amounts in thousands, except per share amounts, unless otherwise noted)
• Adjustments to amounts due pursuant to the Company’s tax receivable agreement, subsequent to its initial establishment, related to changes in enacted tax rates
2 unchanged sentences
Such administrative services include, but are not limited to, accounting, tax, legal, technology, human capital, facilities management and senior management activities.
−Removed: EVERCORE INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (amounts in thousands, except per share amounts, unless otherwise noted)
Other Expenses relate to Special Charges, Including Business Realignment Costs, which include the following:
−Removed: • 2023 – Other Expenses for the six months ended June 30, 2023 include expenses related to the write-off of non-recoverable assets in connection with the wind-down of the Company's operations in Mexico
−Removed: • 2022 – Other Expenses for the three and six months ended June 30, 2022 include expenses related to charges associated with the prepayment of the Company's Series B Notes during the second quarter, as well as certain professional fees related to the wind-down of the Company's operations in Mexico
+Added: • 2023 – Other Expenses for the nine months ended September 30, 2023 include expenses related to the write-off of non-recoverable assets in connection with the wind-down of the Company's operations in Mexico
+Added: • 2022 – Other Expenses for the nine months ended September 30, 2022 include expenses related to charges associated with the prepayment of the Company's Series B Notes during the second quarter, as well as certain professional fees related to the wind-down of the Company's operations in Mexico
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 six months ended June 30, 2023.
−Removed: One client accounted for more than 10% of the Company's Consolidated Net Revenues for the three months ended June 30, 2022.
−Removed: No client accounted for more than 10% of the Company's Consolidated Net Revenues for the six months ended June 30, 2022.
+Added: No client accounted for more than 10% of the Company's Consolidated Net Revenues for the three and nine months ended September 30, 2023 and 2022.
The following information presents each segment's contribution.
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
28 unchanged sentences
(1) Net Revenues include Other Revenue, net, allocated to the segments as follows:
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
3 unchanged sentences
Total Other Revenue, net $ 6,004 $ ( 4,825 ) $ 48,719 $ ( 38,151 )
−Removed: (A) Other Revenue, net, from the Investment Banking & Equities segment includes interest expense on the Notes Payable and lines of credit of $ 4,181 and $ 8,352 for the three and six months ended June 30, 2023, respectively, and $ 4,258 and $ 8,508 for the three and six months ended June 30, 2022, respectively.
+Added: (A) Other Revenue, net, from the Investment Banking & Equities segment includes interest expense on the Notes Payable and lines of credit of $ 4,184 and $ 12,536 for the three and nine months ended September 30, 2023, respectively, and $ 4,188 and $ 12,696 for the three and nine months ended September 30, 2022, respectively.
Geographic Information – The Company manages its business based on the profitability of the enterprise as a whole.
The Company's revenues were derived from clients located and managed in the following geographical areas:
−Removed: For the Three Months Ended June 30, For the Six Months Ended June 30,
+Added: For the Three Months Ended September 30, For the Nine Months Ended September 30,
2023 2022 2023 2022
6 unchanged sentences
The Company's total assets are located in the following geographical areas:
−Removed: June 30, 2023 December 31, 2022
+Added: September 30, 2023 December 31, 2022
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.