Item 1. Financial Statements
Item 1. Financial Statements (Unaudited)
Page
Condensed Consolidated Statements of Financial Condition as of June 30, 2024 and December 31, 2023
2
Condensed Consolidated Statements of Operations for the three month and six month periods ended June 30, 2024 and 2023
4
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three month and six month periods ended June 30, 2024 and 2023
5
Condensed Consolidated Statements of Cash Flows for the six month periods ended June 30, 2024 and 2023
6
Condensed Consolidated Statements of Changes in Stockholders’ Equity and Redeemable Noncontrolling Interests for the three month and six month periods ended June 30, 2024 and 2023
8
Notes to Condensed Consolidated Financial Statements
12
1
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
JUNE 30, 2024 AND DECEMBER 31, 2023
(UNAUDITED)
(dollars in thousands, except for per share data)
June 30,
2024 December 31,
2023
ASSETS
Cash and cash equivalents $ 847,555 $ 971,316
Deposits with banks and short-term investments 203,809 219,576
Restricted cash 33,089 34,091
Receivables (net of allowance for credit losses of $ 29,686 and $ 28,503
at June 30, 2024 and December 31, 2023, respectively):
Fees 554,596 560,552
Customers and other 170,892 201,767
725,488 762,319
Investments 687,507 701,964
Property (net of accumulated amortization and depreciation of $ 424,128 and $ 414,547 at June 30, 2024 and December 31, 2023, respectively, including $ 70,002 and $ 72,921 of property held for sale at June 30, 2024 and December 31, 2023, respectively)
220,663 232,516
Operating lease right-of-use assets 451,707 407,213
Goodwill and other intangible assets (net of accumulated amortization
of $ 67,711 and $ 67,681 at June 30, 2024 and December 31, 2023, respectively)
393,967 394,928
Deferred tax assets 507,572 497,340
Other assets 455,837 414,518
Total Assets $ 4,527,194 $ 4,635,781
See notes to condensed consolidated financial statements.
2
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
JUNE 30, 2024 AND DECEMBER 31, 2023
(UNAUDITED)
(dollars in thousands, except for per share data)
June 30,
2024 December 31,
2023
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Liabilities:
Deposits and other customer payables $ 382,115 $ 443,262
Accrued compensation and benefits 550,189 781,375
Operating lease liabilities 522,864 485,191
Tax receivable agreement obligation 84,137 115,087
Senior debt 1,852,149 1,690,200
Deferred tax liabilities 3,944 3,857
Other liabilities 536,675 546,947
Total Liabilities 3,932,073 4,065,919
Commitments and contingencies
Redeemable noncontrolling interests 80,931 87,675
STOCKHOLDERS’ EQUITY
Preferred stock, par value $ .01 per share; 15,000,000 shares authorized; no shares
issued and outstanding at June 30, 2024 and December 31, 2023
– –
Common stock:
Par value $ 0.01 per share ( 500,000,000 shares authorized; 112,766,091 shares issued at June 30, 2024 and December 31, 2023, including shares held by subsidiaries)
1,128 1,128
Additional paid-in-capital 218,455 247,204
Retained earnings 1,382,703 1,402,636
Accumulated other comprehensive loss, net of tax ( 306,293 ) ( 289,950 )
1,295,993 1,361,018
Common stock held by subsidiaries, at cost ( 22,596,555 and 25,340,287
shares at June 30, 2024 and December 31, 2023, respectively)
( 837,338 ) ( 937,259 )
Total Lazard Stockholders’ Equity 458,655 423,759
Noncontrolling interests 55,535 58,428
Total Stockholders’ Equity 514,190 482,187
Total Liabilities, Redeemable Noncontrolling Interests and Stockholders’ Equity $ 4,527,194 $ 4,635,781
See notes to condensed consolidated financial statements.
3
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTH AND SIX MONTH PERIODS ENDED JUNE 30, 2024 AND 2023
(UNAUDITED)
(dollars in thousands, except for per share data)
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
REVENUE
Investment banking and other advisory fees $ 408,773 $ 350,104 $ 861,800 $ 627,512
Asset management fees 267,914 271,637 544,763 533,116
Interest income 12,854 10,946 24,325 23,553
Other 18,450 29,631 62,584 40,048
Total revenue 707,991 662,318 1,493,472 1,224,229
Interest expense 22,642 19,204 43,370 38,679
Net revenue 685,349 643,114 1,450,102 1,185,550
OPERATING EXPENSES
Compensation and benefits 452,560 572,231 1,003,384 1,022,198
Occupancy and equipment 32,031 32,800 64,888 64,573
Marketing and business development 25,493 28,582 49,092 51,344
Technology and information services 46,406 51,370 91,323 95,410
Professional services 23,734 21,402 43,614 45,728
Fund administration and outsourced services 27,114 28,968 53,254 55,544
Amortization and other acquisition-related costs 68 95 136 143
Benefit pursuant to tax receivable agreement – – – ( 40,435 )
Other 14,303 17,739 26,210 38,042
Total operating expenses 621,709 753,187 1,331,901 1,332,547
OPERATING INCOME (LOSS) 63,640 ( 110,073 ) 118,201 ( 146,997 )
Provision (benefit) for income taxes 11,587 10,303 25,924 ( 11,422 )
NET INCOME (LOSS) 52,053 ( 120,376 ) 92,277 ( 135,575 )
LESS - NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS 2,144 3,637 6,613 10,610
NET INCOME (LOSS) ATTRIBUTABLE TO LAZARD $ 49,909 $ ( 124,013 ) $ 85,664 $ ( 146,185 )
ATTRIBUTABLE TO LAZARD COMMON STOCKHOLDERS:
WEIGHTED AVERAGE SHARES OF COMMON STOCK OUTSTANDING:
Basic 92,886,364 88,729,654 92,073,414 88,160,753
Diluted 100,627,867 88,729,654 99,989,817 88,160,753
NET INCOME (LOSS) PER SHARE OF COMMON STOCK:
Basic $ 0.53 $ ( 1.41 ) $ 0.91 $ ( 1.68 )
Diluted $ 0.49 $ ( 1.41 ) $ 0.84 $ ( 1.68 )
See notes to condensed consolidated financial statements.
4
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR THE THREE MONTH AND SIX MONTH PERIODS ENDED JUNE 30, 2024 AND 2023
(UNAUDITED)
(dollars in thousands)
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
NET INCOME (LOSS) $ 52,053 $ ( 120,376 ) $ 92,277 $ ( 135,575 )
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:
Currency translation adjustments ( 4,572 ) 2,478 ( 20,834 ) 17,017
Employee benefit plans:
Actuarial gain (loss) (net of tax expense (benefit) of $ 371 and $( 479 ) for the three months ended June 30, 2024 and 2023, respectively, and $ 659 and $( 1,074 ) for the six months ended June 30, 2024 and 2023, respectively)
789 ( 2,585 ) 1,604 ( 5,386 )
Adjustment for items reclassified to earnings (net of tax expense of $ 455 and $ 385 for the three months ended June 30, 2024 and 2023, respectively, and $ 910 and $ 761 for the six months ended June 30, 2024 and 2023, respectively)
1,485 1,176 2,887 2,336
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX ( 2,298 ) 1,069 ( 16,343 ) 13,967
COMPREHENSIVE INCOME (LOSS) 49,755 ( 119,307 ) 75,934 ( 121,608 )
LESS - COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS 2,144 3,635 6,613 10,609
COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO LAZARD $ 47,611 $ ( 122,942 ) $ 69,321 $ ( 132,217 )
See notes to condensed consolidated financial statements.
5
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2024 AND 2023
(UNAUDITED)
(dollars in thousands)
Six Months Ended
June 30,
2024 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 92,277 $ ( 135,575 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization of property 18,319 21,660
Noncash lease expense 32,824 32,509
Amortization of deferred expenses and share-based incentive compensation 258,200 250,030
Amortization and other acquisition-related costs 136 143
Deferred tax benefit ( 14,675 ) ( 114,314 )
Benefit pursuant to tax receivable agreement – ( 40,435 )
Impairment of equity method investments and other receivables – 22,981
Impairment of assets associated with cost-saving initiatives – 7,490
Loss on LGAC liquidation – 17,929
(Increase) decrease in operating assets and increase (decrease) in operating liabilities:
Receivables-net 31,521 ( 18,079 )
Investments 90,016 ( 112,661 )
Other assets ( 100,124 ) ( 5,052 )
Accrued compensation and benefits and other liabilities ( 322,239 ) ( 137,048 )
Net cash provided by (used in) operating activities 86,255 ( 210,422 )
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property ( 13,061 ) ( 11,990 )
Disposals of property 1,928 100
Purchase of investments ( 98,350 ) –
Acquisition of business, net of cash acquired – ( 10,516 )
Net cash used in investing activities ( 109,483 ) ( 22,406 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from (payments for) customer deposits, net 10,840 ( 349,479 )
Proceeds from:
Issuance of senior debt, net of expenses 396,010 –
Contributions from noncontrolling interests 232 180
Payments for:
Extinguishment of senior debt ( 233,073 ) –
Distributions to noncontrolling interests ( 2,005 ) ( 4,061 )
Tax receivable agreement ( 30,950 ) ( 32,208 )
Distribution to redeemable noncontrolling interests in connection with LGAC redemption – ( 585,891 )
Purchase of common stock ( 40,816 ) ( 99,097 )
Common stock dividends ( 88,731 ) ( 85,925 )
Settlement of share-based incentive compensation in satisfaction of tax withholding requirements ( 61,593 ) ( 48,709 )
LFI Consolidated Funds redemptions ( 35,141 ) ( 31,789 )
Other financing activities ( 8,898 ) ( 7,209 )
Net cash used in financing activities ( 94,125 ) ( 1,244,188 )
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS AND RESTRICTED CASH ( 23,177 ) 17,517
NET DECREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH ( 140,530 ) ( 1,459,499 )
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH— January 1 1,224,983 2,639,400
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH—June 30 $ 1,084,453 $ 1,179,901
See notes to condensed consolidated financial statements.
6
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH WITHIN
THE CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION:
June 30,
2024 December 31,
2023
Cash and cash equivalents $ 847,555 $ 971,316
Deposits with banks and short-term investments 203,809 219,576
Restricted cash 33,089 34,091
TOTAL CASH AND CASH EQUIVALENTS AND RESTRICTED CASH $ 1,084,453 $ 1,224,983
See notes to condensed consolidated financial statements.
7
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS
FOR THE THREE MONTH PERIOD ENDED JUNE 30, 2024
(UNAUDITED)
(dollars in thousands)
Common Stock Additional
Paid-In-
Capital Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss),
Net of Tax Common Stock
Held By Subsidiaries Total
Lazard
Stockholders’
Equity Noncontrolling
Interests Total
Stockholders’
Equity Redeemable
Noncontrolling
Interests
Shares $ Shares $
Balance - April 1, 2024 112,766,091 $ 1,128 $ 134,573 $ 1,384,829 $ ( 303,995 ) 22,248,005 $ ( 823,821 ) $ 392,714 $ 55,817 $ 448,531 $ 88,475
Comprehensive income (loss):
Net income 49,909 49,909 1,683 51,592 461
Other comprehensive loss - net of tax ( 2,298 ) ( 2,298 ) – ( 2,298 )
Amortization of share-based incentive compensation 88,438 88,438 909 89,347
Dividend equivalents 6,822 ( 7,019 ) ( 197 ) ( 2,109 ) ( 2,306 )
Common stock dividends ($ 0.50 per share)
( 45,016 ) ( 45,016 ) ( 45,016 )
Purchase of common stock 491,221 ( 18,811 ) ( 18,811 ) ( 18,811 )
Delivery of common stock in connection with share-based incentive compensation and related tax expense of $ 117
( 11,378 ) ( 142,815 ) 5,300 ( 6,078 ) – ( 6,078 )
Distributions to noncontrolling
interests, net – ( 765 ) ( 765 )
LFI Consolidated Funds – – – ( 8,005 )
Other 144 ( 6 ) ( 6 ) ( 6 )
Balance - June 30, 2024 112,766,091 $ 1,128 $ 218,455 $ 1,382,703 $ ( 306,293 ) 22,596,555 $ ( 837,338 ) $ 458,655 $ 55,535 $ 514,190 $ 80,931
See notes to condensed consolidated financial statements.
8
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS
FOR THE SIX MONTH PERIOD ENDED JUNE 30, 2024
(UNAUDITED)
(dollars in thousands)
Common Stock Additional
Paid-In-
Capital Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss),
Net of Tax Common Stock
Held By Subsidiaries Total
Lazard, Inc.
Stockholders’
Equity Noncontrolling
Interests Total
Stockholders’
Equity Redeemable
Noncontrolling
Interests
Shares $ Shares $
Balance - January 1, 2024 112,766,091 $ 1,128 $ 247,204 $ 1,402,636 $ ( 289,950 ) 25,340,287 $ ( 937,259 ) $ 423,759 $ 58,428 $ 482,187 $ 87,675
Comprehensive income (loss):
Net income 85,664 85,664 3,535 89,199 3,078
Other comprehensive loss - net of tax ( 16,343 ) ( 16,343 ) – ( 16,343 )
Amortization of share-based incentive compensation 158,211 158,211 1,334 159,545
Dividend equivalents 16,263 ( 16,866 ) ( 603 ) ( 7,230 ) ( 7,833 )
Common stock dividends ($ 1.00 per share)
( 88,731 ) ( 88,731 ) ( 88,731 )
Purchase of common stock 1,055,913 ( 40,816 ) ( 40,816 ) ( 40,816 )
Delivery of common stock in connection with share-based incentive compensation and related tax expense of $ 881
( 204,458 ) ( 3,799,789 ) 140,743 ( 63,715 ) 1,241 ( 62,474 )
Business acquisitions and related equity transactions:
Common stock issuable 1,235 1,235 – 1,235 –
Distributions to noncontrolling interests, net – ( 1,773 ) ( 1,773 )
LFI Consolidated Funds – – – ( 9,822 )
Other 144 ( 6 ) ( 6 ) ( 6 )
Balance - June 30, 2024 112,766,091 $ 1,128 $ 218,455 $ 1,382,703 $ ( 306,293 ) 22,596,555 $ ( 837,338 ) $ 458,655 $ 55,535 $ 514,190 $ 80,931
See notes to condensed consolidated financial statements.
9
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS
FOR THE THREE MONTH PERIOD ENDED JUNE 30, 2023
(UNAUDITED)
(dollars in thousands)
Common Stock Additional
Paid-In-
Capital Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss),
Net of Tax Common Stock
Held By Subsidiaries Total
Lazard
Stockholders’
Equity Noncontrolling
Interests Total
Stockholders’
Equity Redeemable
Noncontrolling
Interests
Shares $ Shares $
Balance - April 1, 2023 112,766,091 $ 1,128 $ 94,312 $ 1,604,650 $ ( 282,957 ) 26,100,898 $ ( 965,707 ) $ 451,426 $ 56,983 $ 508,409 $ 89,472
Comprehensive income (loss):
Net income (loss) ( 124,013 ) ( 124,013 ) 1,034 ( 122,979 ) 2,603
Other comprehensive income (loss) - net of tax 1,071 1,071 ( 2 ) 1,069
Amortization of share-based incentive compensation 79,072 79,072 1,662 80,734
Dividend equivalents 5,842 ( 6,055 ) ( 213 ) ( 1,881 ) ( 2,094 )
Common stock dividends ($ 0.50 per share)
( 43,401 ) ( 43,401 ) ( 43,401 )
Purchase of common stock 5,466 ( 172 ) ( 172 ) ( 172 )
Delivery of common stock in connection with share-based incentive compensation and related tax benefit of $ 482
( 11,023 ) ( 214,903 ) 7,961 ( 3,062 ) – ( 3,062 )
Distributions to noncontrolling interests, net – ( 1,889 ) ( 1,889 )
LFI Consolidated Funds – – – ( 8,492 )
Other ( 581 ) 5,240 ( 149 ) ( 730 ) – ( 730 )
Balance - June 30, 2023 112,766,091 $ 1,128 $ 167,622 $ 1,431,181 $ ( 281,886 ) 25,896,701 $ ( 958,067 ) $ 359,978 $ 55,907 $ 415,885 $ 83,583
See notes to condensed consolidated financial statements.
10
LAZARD, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS
FOR THE SIX MONTH PERIOD ENDED JUNE 30, 2023
(UNAUDITED)
(dollars in thousands)
Common Stock Additional
Paid-In-
Capital Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss),
Net of Tax Common Stock
Held By Subsidiaries Total
Lazard, Inc.
Stockholders’
Equity Noncontrolling
Interests Total
Stockholders’
Equity Redeemable
Noncontrolling
Interests
Shares $ Shares $
Balance - January 1, 2023 112,766,091 $ 1,128 $ 167,890 $ 1,676,713 $ ( 295,854 ) 26,814,213 $ ( 993,414 ) $ 556,463 $ 118,936 $ 675,399 $ 583,471
Comprehensive income (loss):
Net income (loss) ( 146,185 ) ( 146,185 ) 1,810 ( 144,375 ) 8,800
Other comprehensive income (loss) - net of tax 13,968 13,968 ( 1 ) 13,967
Amortization of share-based incentive compensation 147,583 147,583 3,685 151,268
Dividend equivalents 12,961 ( 13,422 ) ( 461 ) ( 6,720 ) ( 7,181 )
Common stock dividends ($ 1.00 per share)
( 85,925 ) ( 85,925 ) ( 85,925 )
Purchase of common stock 2,697,627 ( 99,097 ) ( 99,097 ) ( 99,097 )
Delivery of Common stock in connection with share-based incentive compensation and related tax benefit of $ 90
( 187,343 ) ( 3,578,995 ) 133,060 ( 54,283 ) 5,664 ( 48,619 )
Business acquisitions and related equity transactions:
Common stock issuable 1,775 1,775 1,775
Delivery of common stock ( 1,533 ) ( 41,384 ) 1,533 – –
Distributions to noncontrolling interests, net – ( 3,881 ) ( 3,881 )
LFI Consolidated Funds – ( 74,164 ) ( 74,164 ) 76,614
Change in redemption value of redeemable noncontrolling interests ( 412 ) ( 412 ) ( 177 ) ( 589 ) 589
LGAC Liquidation:
Distribution to redeemable
noncontrolling interests ( 585,891 )
Reversal to net loss of amounts
previously charged to
additional paid-in-capital
and noncontrolling interests 13,195 13,195 4,734 17,929
Reversal of deferred offering
costs liability 14,087 14,087 6,038 20,125
Other ( 581 ) 5,240 ( 149 ) ( 730 ) ( 17 ) ( 747 )
Balance - June 30, 2023 112,766,091 $ 1,128 $ 167,622 $ 1,431,181 $ ( 281,886 ) $ 25,896,701 $ ( 958,067 ) $ 359,978 $ 55,907 $ 415,885 $ 83,583
See notes to condensed consolidated financial statements.
11
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
1. ORGANIZATION AND BASIS OF PRESENTATION
Organization
Lazard, Inc. is one of the world’s preeminent financial advisory and asset management firms, incorporated in Delaware, that specializes in crafting solutions to the complex financial and strategic challenges of our clients. We serve a diverse set of clients around the world, including corporations, governments, institutions, partnerships, family offices and individuals.
On January 1, 2024, Lazard completed its conversion (the “Conversion”) from an exempted company incorporated under the laws of Bermuda named Lazard Ltd to a U.S. C-Corporation named Lazard, Inc. Pursuant to the Conversion, each share of Lazard Ltd common stock was converted into one share of Lazard, Inc. common stock. References to “Lazard” or the “Company” refer to (i) Lazard, Inc. and its subsidiaries following the Conversion and (ii) Lazard Ltd and its subsidiaries prior to the Conversion. As the Conversion became effective on January 1, 2024, the accompanying financial statements and related notes as of December 31, 2023 and for the three month and six month periods ended June 30, 2023 reflect Lazard as an exempted company incorporated under the laws of Bermuda named Lazard Ltd.
Lazard, Inc. indirectly held 100 % of all outstanding common membership interests of Lazard Group LLC, a Delaware limited liability company (collectively referred to, together with its subsidiaries, as “Lazard Group”) as of June 30, 2024 and December 31, 2023. Lazard, Inc., through its control of the managing members of Lazard Group, controls Lazard Group, which is governed by an Amended and Restated Operating Agreement that is effective as of January 1, 2023 (the “Operating Agreement”).
Lazard, Inc.’s primary operating asset is its indirect ownership of the common membership interests of, and managing member interests in, Lazard Group, whose principal operating activities are included in two business segments:
• Financial Advisory, which offers corporate, partnership, institutional, government, sovereign and individual clients across the globe a wide array of financial advisory services regarding strategic and mergers and acquisitions (“M&A”) advisory, capital markets advisory, shareholder advisory, restructuring and liability management, sovereign advisory, geopolitical advisory and other strategic advisory matters and capital raising and placement, and
• Asset Management, which offers a broad range of global investment solutions and investment and wealth management services in equity and fixed income strategies, asset allocation strategies, alternative investments and private equity funds to corporations, public funds, sovereign entities, endowments and foundations, labor funds, financial intermediaries and private clients.
In addition, we record selected other activities in our Corporate segment, including management of cash, investments, deferred tax assets, outstanding indebtedness and certain contingent obligations.
Basis of Presentation
The accompanying condensed consolidated financial statements of Lazard have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in Lazard, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2023. The accompanying December 31, 2023 unaudited condensed consolidated statement of financial condition data was derived from audited consolidated financial statements, but does not include all disclosures required by U.S. GAAP for annual financial statement purposes. The accompanying condensed consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented.
12
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Preparing financial statements requires management to make estimates and assumptions that affect the amounts that are reported in the condensed consolidated financial statements and the accompanying disclosures. For example, discretionary compensation and benefits expense for interim periods is accrued based on the year-to-date amount of revenue earned, and an estimated annual ratio of compensation and benefits expense to revenue, with the applicable amounts adjusted for certain items. Although these estimates are based on management’s knowledge of current events and actions that Lazard may undertake in the future, actual results may differ materially from the estimates.
The condensed consolidated results of operations for the three month and six month periods ended June 30, 2024 are not indicative of the results to be expected for any future interim or annual period.
The condensed consolidated financial statements include Lazard, Inc. and its subsidiaries including Lazard Group and Lazard Group’s principal operating subsidiaries: Lazard Frères & Co. LLC (“LFNY”), a New York limited liability company, along with its subsidiaries, including Lazard Asset Management LLC and its subsidiaries (collectively referred to as “LAM”); the French limited liability companies Compagnie Financière Lazard Frères SAS (“CFLF”), along with its subsidiaries, Lazard Frères Banque SA (“LFB”) and Lazard Frères Gestion SAS (“LFG”), and Maison Lazard SAS and its subsidiaries; and Lazard & Co., Limited (“LCL”), through Lazard & Co., Holdings Limited (“LCH”), an English private limited company, together with their jointly owned affiliates and subsidiaries.
The Company’s policy is to consolidate entities in which it has a controlling financial interest. The Company consolidates:
• Voting interest entities (“VOEs”) where the Company holds a majority of the voting interest in such VOEs and
• Variable interest entities (“VIEs”) where the Company is the primary beneficiary having the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses of, or receive benefits from, the VIE that could be potentially significant to the VIE (see Note 21).
When the Company does not have a controlling interest in an entity, but exerts significant influence over such entity’s operating and financial decisions, the Company either (i) applies the equity method of accounting in which it records a proportionate share of the entity’s net earnings or losses or (ii) elects the option to measure its investment at fair value.
Intercompany transactions and balances have been eliminated.
2 . RECENT ACCOUNTING DEVELOPMENTS
Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures —In November 2023, the Financial Accounting Standards Board (“FASB”) issued an accounting standard update to improve the disclosures about a public entity’s reportable segments and address requests from investors for additional, more detailed information about each reportable segment’s expenses. The amendments include new annual and interim disclosure requirements primarily related to significant segment expenses, reportable segments’ profit or loss, and information on the chief operating decision maker. The new guidance is effective for annual periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024. The amendments shall be applied retrospectively to all prior periods presented in the consolidated financial statements. The Company is currently evaluating the new guidance.
Income Taxes (Topic 740): Improvements to Income Tax Disclosures —In December 2023, the FASB issued an accounting standard update to enhance the transparency and decision usefulness of income tax disclosures. The amendments include new annual disclosure requirements related to the rate reconciliation, information about income taxes paid, and disaggregated information on pre-tax income or loss and income tax expense from continuing operations. The amendments also eliminated certain disclosure requirements. The new guidance is effective for annual periods beginning after December 15, 2024, and shall be applied on a prospective basis. The Company is currently evaluating the new guidance.
13
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Compensation – Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards — In March 2024, the FASB issued an accounting standard update that provides guidance in determining whether profits interest and similar awards should be accounted for as share-based arrangements within the scope of Topic 718. The amendments are effective for annual periods beginning after December 15, 2024, and shall be applied either retrospectively or prospectively. The Company is currently evaluating the new guidance.
3. REVENUE RECOGNITION
The Company disaggregates revenue based on its business segment results and believes that the following information provides a reasonable representation of how performance obligations relate to the nature, amount, timing and uncertainty of revenue and cash flows:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Net Revenue:
Financial Advisory (a) $ 411,308 $ 352,477 $ 864,815 $ 630,051
Asset Management:
Management fees and other (b) $ 281,892 $ 282,335 $ 568,432 $ 560,933
Incentive fees (c) 3,595 5,978 12,531 11,424
Total Asset Management $ 285,487 $ 288,313 $ 580,963 $ 572,357
___________________________________
(a) Financial Advisory is comprised of a wide array of financial advisory services regarding M&A advisory, capital markets advisory, shareholder advisory, restructuring and liability management, sovereign advisory, geopolitical advisory and other strategic advisory and capital raising and placement work for clients. The benefits of these advisory services are generally transferred to the Company’s clients over time, and consideration for these advisory services typically includes transaction completion, transaction announcement and retainer fees. Retainer fees are generally fixed and recognized over the period in which the advisory services are performed. However, transaction announcement and transaction completion fees are variable and subject to constraints, and they are typically not recognized until there is an announcement date or a completion date, respectively, due to the uncertainty associated with those events. Therefore, in any given period, advisory fees recognized for certain transactions may relate to services performed in prior periods. The advisory fees that may be unrecognized as of the end of a reporting period, primarily comprised of fees associated with transaction announcements and transaction completions, generally remain unrecognized due to the uncertainty associated with those events.
(b) Management fees and other is primarily comprised of management services. The benefits of these management services are transferred to the Company’s clients over time. Consideration for these management services generally includes management fees, which are based on assets under management and recognized over the period in which the management services are performed. The selling or distribution of fund interests is a separate performance obligation within management fees and other, and the benefits of such services are transferred to the Company’s clients at the point in time that such fund interests are sold or distributed.
(c) Incentive fees is primarily comprised of management services. The benefits of these management services are transferred to the Company’s clients over time. Consideration for these management services is generally variable and includes performance or incentive fees. The fees allocated to these management services that are unrecognized as of the end of the reporting period are generally amounts that are subject to constraints due to the uncertainty associated with performance targets and clawbacks.
In addition to the above, contracts with clients include trade-based commission income, which is recognized at the point in time of execution and presented within other revenue. Such income may be earned by providing trade facilitation, execution, clearance and settlement, custody, and trade administration services to clients.
14
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
With regard to the disclosure requirement for remaining performance obligations, the Company elected the practical expedients permitted in the guidance to (i) exclude contracts with a duration of one year or less; and (ii) exclude variable consideration, such as transaction completion and transaction announcement fees, that is allocated entirely to unsatisfied performance obligations. Excluded variable consideration typically relates to contracts with a duration of one year or less, and is generally constrained due to uncertainties.
At June 30, 2024, the Company had deferred revenue of $ 135,286 included in “other liabilities” on the condensed consolidated statements of financial condition. During the three month and six month periods ended June 30, 2024, the Company recognized $ 4,892 and $ 10,568 in revenue, respectively, that was included in the deferred revenue balance as of December 31, 2023 of $ 140,417 .
4. RECEIVABLES AND ALLOWANCE FOR CREDIT LOSSES
The Company’s receivables represent fee receivables, amounts due from customers and other receivables. Where applicable, receivables are stated net of an estimated allowance for credit losses determined in accordance with the current expected credit losses (“CECL”) model.
Of the Company’s fee receivables at June 30, 2024 and December 31, 2023, $ 123,124 and $ 113,929 , respectively, represented financing receivables for our Private Capital Advisory fees.
At June 30, 2024 and December 31, 2023, customers and other receivables included $ 91,704 and $ 86,412 , respectively, of customer loans provided by LFB to high net worth individuals and families , which are fully collateralized and monitored for counterparty creditworthiness, with such collateral having a fair value in excess of the carrying amount of the loans as of both June 30, 2024 and December 31, 2023.
The aggregate carrying amount of other fees and customers and other receivables was $ 510,660 and $ 561,978 at June 30, 2024 and December 31, 2023, respectively.
Activity in the allowance for credit losses for the three month and six month periods ended June 30, 2024 and 2023 was as follows:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Beginning Balance $ 30,086 $ 24,929 $ 28,503 $ 17,738
Provision for credit losses, net of reversals ( 75 ) 3,194 4,923 11,019
Charge-offs ( 260 ) ( 1,044 ) ( 3,483 ) ( 1,886 )
Foreign currency translation and other adjustments ( 65 ) 16 ( 257 ) 224
Ending Balance $ 29,686 $ 27,095 $ 29,686 $ 27,095
The provision for credit losses, net of reversals represents the current period provision of expected credit losses and is included in “operating expenses-other” on the condensed consolidated statements of operations.
The allowance for credit losses is substantially all related to Financial Advisory fee receivables and other receivables.
15
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
5. INVESTMENTS
The Company’s investments consist of the following at June 30, 2024 and December 31, 2023:
June 30,
2024 December 31,
2023
Debt $ 99,254 $ 4,285
Equity 54,442 54,717
Funds:
Alternative investments (a) 57,679 61,680
Debt (a) 145,151 191,325
Equity (a) 282,782 343,139
Private equity 48,199 46,818
Total funds 533,811 642,962
Investments, at fair value $ 687,507 $ 701,964
___________________________________
(a) Interests in alternative investment funds, debt funds and equity funds include investments, including those held by LFI Consolidated Funds (see Note 21), with fair values of $ 22,807 , $ 128,916 and $ 225,225 , respectively, at June 30, 2024 and $ 27,454 , $ 175,449 and $ 284,099 , respectively, at December 31, 2023, held in order to satisfy the Company’s obligation upon vesting of previously granted Lazard Fund Interests (“LFI”) and other similar deferred compensation arrangements. LFI represent grants by the Company to eligible employees of interests in a number of Lazard-managed funds, subject to service-based vesting conditions (see Notes 7 and 13).
Debt securities primarily consists of U.S. Treasury securities with remaining maturities at time of purchase of greater than three months and less than one year and investments in government securities held within separately managed accounts in order to seed strategies in our Asset Management business.
Equity securities primarily consist of investments in marketable equity securities of large-, mid- and small-cap domestic, international and global companies held within separately managed accounts in order to seed strategies in our Asset Management business.
Alternative investment funds primarily consist of interests in various Lazard-managed hedge funds, funds of funds and mutual funds. Such amounts primarily consist of investments in funds in order to seed strategies in our Asset Management business, and amounts related to LFI discussed above.
Debt funds primarily consist of investments in debt securities in order to seed strategies in our Asset Management business and amounts related to LFI discussed above.
Equity funds primarily consist of investments in equity securities in order to seed strategies in our Asset Management business, and amounts related to LFI discussed above.
Private equity investments include those owned by Lazard and those consolidated but not owned by Lazard. Private equity investments owned by Lazard are primarily comprised of investments in private equity funds. Such investments primarily include (i) Edgewater Growth Capital Partners III, L.P. (“EGCP III”), a fund primarily making equity and buyout investments in middle market companies, (ii) a fund targeting significant noncontrolling-stake investments in established private companies and (iii) a seed investment in a fund that invests in sustainable private infrastructure opportunities.
Private equity investments consolidated but not owned by Lazard relate to the economic interests that are owned by the management team and other investors in the Edgewater Funds (“Edgewater”).
16
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
During the three month and six month periods ended June 30, 2024 and 2023, the Company reported in “revenue-other” on its condensed consolidated statements of operations net unrealized investment gains and losses pertaining to equity securities and trading debt securities still held as of the reporting date as follows:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Net unrealized investment gains (losses) $ ( 10,248 ) $ 13,643 $ 753 $ 38,430
6. FAIR VALUE MEASUREMENTS
Fair Value Hierarchy of Investments and Certain Other Assets and Liabilities —Lazard categorizes its investments and certain other assets and liabilities recorded at fair value into a three-level fair value hierarchy as follows:
Level 1. Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that Lazard has the ability to access.
Level 2. Assets and liabilities whose values are based on (i) quoted prices for similar assets or liabilities in an active market, or quoted prices for identical or similar assets or liabilities in non-active markets, or (ii) inputs other than quoted prices that are directly observable or derived principally from, or corroborated by, market data.
Level 3. Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect our own assumptions about the assumptions a market participant would use in pricing the asset or liability. Items included in Level 3 include securities or other financial assets whose trading volume and level of activity have significantly decreased when compared with normal market activity and there is no longer sufficient frequency or volume to provide pricing information on an ongoing basis.
The fair value of debt securities, including instruments reported as either cash and cash equivalents, deposits with banks and short-term investments, or investments, is classified as Level 1 when the fair values are based on unadjusted quoted prices in active markets, or Level 2 when based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
The fair value of equity securities is classified as Level 1 or Level 3 as follows: marketable equity securities are classified as Level 1 and are valued based on the last trade price on the primary exchange for that security as provided by external pricing services; equity interests in private companies are generally classified as Level 3.
The fair value of investments in alternative investment funds, debt funds and equity funds is classified as Level 1 when the fair values are based on the publicly reported closing price for the fund, or Level 2 when based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.
The fair value of investments in certain private equity funds is classified as Level 3 for (i) certain investments that are valued based on the potential transaction value and (ii) when the acquisition price is considered the best measure of fair value.
The fair value of securities sold, not yet purchased, is classified as Level 1 when the fair values are based on unadjusted quoted prices in active markets.
The fair value of the contingent consideration liability is classified as Level 3. The contingent consideration liability is initially recorded at fair value on the acquisition date and is included in “other liabilities” on the condensed consolidated statements of financial condition. The fair value of the contingent consideration liability is remeasured at each reporting period. The inputs used to derive the fair value of the contingent consideration include the application of probabilities when assessing certain performance thresholds for the relevant periods. Any change in the fair value is recognized in “amortization and other acquisition-related costs” in the condensed consolidated statements of operations.
17
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Our business acquisitions may involve the potential payment of contingent consideration upon the achievement of certain performance thresholds.
The fair value of derivatives classified as Level 2 is based on the values of the related underlying assets, indices or reference rates as follows: the fair value of forward foreign currency exchange rate contracts is a function of the spot rate and the interest rate differential of the two currencies from the trade date to settlement date; the fair value of total return swaps is based on the change in fair value of the related underlying equity security, financial instrument or index and a specified notional holding; the fair value of interest rate swaps is based on the interest rate yield curve; and the fair value of derivative liabilities related to LFI and other similar deferred compensation arrangements is based on the value of the underlying investments, adjusted for forfeitures. See Note 7.
Investments Measured at Net Asset Value (“NAV”) —As a practical expedient, the Company uses NAV or its equivalent to measure the fair value of certain investments. NAV is primarily determined based on information provided by external fund administrators. The Company’s investments valued at NAV as a practical expedient in (i) alternative investment funds, debt funds and equity funds are redeemable in the near term, and (ii) private equity funds are not redeemable in the near term as a result of redemption restrictions.
The following tables present, as of June 30, 2024 and December 31, 2023, the classification of (i) investments and certain other assets and liabilities measured at fair value on a recurring basis within the fair value hierarchy and (ii) investments measured at NAV or its equivalent as a practical expedient:
June 30, 2024
Level 1 Level 2 Level 3 NAV Total
Assets:
Cash and cash equivalents (a) $ 69,495 $ – $ – $ – $ 69,495
Deposits with banks and short-term
investments (a) 24,488 – – – 24,488
Investments:
Debt (a) 98,350 904 – – 99,254
Equity 53,831 – 611 – 54,442
Funds:
Alternative investments 10,540 – – 47,139 57,679
Debt 130,409 14,739 – 3 145,151
Equity 282,733 – – 49 282,782
Private equity – – 264 47,935 48,199
Derivatives – 4,879 – – 4,879
Total $ 669,846 $ 20,522 $ 875 $ 95,126 $ 786,369
Liabilities:
Securities sold, not yet purchased $ 5,235 $ – $ – $ – $ 5,235
Contingent consideration liability – – 4,389 – 4,389
Derivatives – 274,033 – – 274,033
Total $ 5,235 $ 274,033 $ 4,389 $ – $ 283,657
__________________________________
(a) Level 1 represents U.S. Treasury securities.
18
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
December 31, 2023
Level 1 Level 2 Level 3 NAV Total
Assets:
Investments:
Debt $ 4,285 $ – $ – $ – $ 4,285
Equity 54,224 – 493 – 54,717
Funds:
Alternative investments 15,676 – – 46,004 61,680
Debt 180,907 10,413 – 5 191,325
Equity 343,094 – – 45 343,139
Private equity – – 273 46,545 46,818
Derivatives – 2,789 – – 2,789
Total $ 598,186 $ 13,202 $ 766 $ 92,599 $ 704,753
Liabilities:
Securities sold, not yet purchased $ 4,809 $ – $ – $ – $ 4,809
Contingent consideration liability – – 6,583 – 6,583
Derivatives – 368,673 – – 368,673
Total $ 4,809 $ 368,673 $ 6,583 $ – $ 380,065
The following tables provide a summary of changes in fair value of the Company’s Level 3 assets and liabilities for the three month and six month periods ended June 30, 2024 and 2023:
Three Months Ended June 30, 2024
Beginning
Balance Net Unrealized/
Realized
Gains/Losses
Included In
Earnings (a) Purchases/
Issuances Sales/
Settlements Foreign
Currency
Translation
Adjustments Ending
Balance
Assets:
Investments:
Equity $ 475 $ 37 $ 109 $ – $ ( 10 ) $ 611
Private equity funds 267 – – – ( 3 ) 264
Total Level 3 assets $ 742 $ 37 $ 109 $ – $ ( 13 ) $ 875
Liabilities:
Contingent consideration
liability $ 4,336 $ 53 $ – $ – $ – $ 4,389
Total Level 3 liabilities $ 4,336 $ 53 $ – $ – $ – $ 4,389
19
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Six Months Ended June 30, 2024
Beginning
Balance Net Unrealized/
Realized
Gains/Losses
Included In
Earnings (a) Purchases/
Issuances Sales/
Settlements Foreign
Currency
Translation
Adjustments Ending
Balance
Assets:
Investments:
Equity $ 493 $ 37 $ 109 $ – $ ( 28 ) $ 611
Private equity funds 273 – – – ( 9 ) 264
Total Level 3 assets $ 766 $ 37 $ 109 $ – $ ( 37 ) $ 875
Liabilities:
Contingent consideration
liability (b) $ 6,583 $ 106 $ – $ ( 2,300 ) $ – $ 4,389
Total Level 3 liabilities $ 6,583 $ 106 $ – $ ( 2,300 ) $ – $ 4,389
Three Months Ended June 30, 2023
Beginning
Balance Net Unrealized/
Realized
Gains/Losses
Included In
Earnings (a) Purchases/
Issuances Sales/
Settlements/
Transfers (c) Foreign
Currency
Translation
Adjustments Ending
Balance
Assets:
Investments:
Equity $ 634 $ 13 $ – $ – $ ( 5 ) $ 642
Private equity funds 19,139 – – ( 18,508 ) ( 363 ) 268
Total Level 3 assets $ 19,773 $ 13 $ – $ ( 18,508 ) $ ( 368 ) $ 910
Liabilities:
Contingent consideration
liability $ 6,342 $ 80 $ – $ – $ – $ 6,422
Total Level 3 liabilities $ 6,342 $ 80 $ – $ – $ – $ 6,422
20
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Six Months Ended June 30, 2023
Beginning
Balance Net Unrealized/
Realized
Gains/Losses
Included In
Earnings (a) Purchases/Acquisitions/
Issuances Sales/
Settlements/
Transfers (c) Foreign
Currency
Translation
Adjustments Ending
Balance
Assets:
Investments:
Equities $ 646 $ 14 $ – $ – $ ( 18 ) $ 642
Private equity funds 18,772 – – ( 18,508 ) 4 268
Total Level 3 assets $ 19,418 $ 14 $ – $ ( 18,508 ) $ ( 14 ) $ 910
Liabilities:
Contingent consideration
liability (b) $ – $ 113 $ 7,754 $ ( 1,445 ) $ – $ 6,422
Total Level 3 liabilities $ – $ 113 $ 7,754 $ ( 1,445 ) $ – $ 6,422
__________________________________
(a) Earnings recorded in “ other revenue ” for investments in Level 3 assets for the three month and six month periods ended June 30, 2024 and 2023 include net unrealized gains of $ 37 , $ 37 , $ 13 and $ 14 , respectively. Unrealized losses of $ 53 , $ 106 , $ 80 and $ 113 were recorded in “ amortization and other acquisition-related costs ” for the contingent consideration liability for the three month and six month periods ended June 30, 2024 and 2023, respectively.
(b) For the six month period ended June 30, 2023, acquisitions represent the initial recognition of the contingent consideration liability (noncash transaction). Settlements for the six month periods ended June 30, 2024 and 2023 represent aggregate cash and noncash settlement of contingent consideration after the acquisition date.
(c) Transfers out of Level 3 private equity funds in the three month and six month periods ended June 30, 2023 reflect investments valued at NAV as of June 30, 2023 that were previously valued based on the acquisition price.
There were no other transfers into or out of Level 3 within the fair value hierarchy during the three month and six month periods ended June 30, 2024 and 2023.
The following tables present, at June 30, 2024 and December 31, 2023, certain investments that are valued using NAV or its equivalent as a practical expedient in determining fair value:
June 30, 2024
Investments Redeemable
NAV Unfunded
Commitments
% of
NAV
Not
Redeemable Redemption
Frequency
Redemption
Notice Period
Alternative investment funds:
Hedge funds $ 46,468 $ – NA (a) 30 - 60 days
Other 671 – NA (b) < 30 - 30 days
Debt funds 3 – NA (c) < 30 days
Equity funds 49 – NA (d) < 30 - 60 days
Private equity funds:
Equity growth 47,935 5,487 (e) 100 % (f) NA NA
Total $ 95,126 $ 5,487
___________________________________
(a) monthly ( 74 %) and quarterly ( 26 %)
(b) daily ( 4 %) and monthly ( 96 %)
21
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
(c) daily ( 100 %)
(d) monthly ( 32 %) and annually ( 68 %)
(e) Unfunded commitments to private equity investments consolidated but not owned by Lazard of $ 9,352 are excluded. Such commitments are required to be funded by capital contributions from noncontrolling interest holders.
(f) Distributions from each fund will be received as the underlying investments of the funds are liquidated.
December 31, 2023
Investments Redeemable
NAV Unfunded
Commitments % of
NAV
Not
Redeemable Redemption
Frequency Redemption
Notice Period
Alternative investment funds:
Hedge funds $ 45,324 $ – NA (a) 30 - 60 days
Other 680 – NA (b) < 30 - 30 days
Debt funds 5 – NA (c) < 30 days
Equity funds 45 – NA (d) < 30 - 60 days
Private equity funds:
Equity growth 46,545 5,505 (e) 100 % (f) NA NA
Total $ 92,599 $ 5,505
___________________________________
(a) monthly ( 74 %) and quarterly ( 26 %)
(b) daily ( 4 %) and monthly ( 96 %)
(c) daily ( 100 %)
(d) monthly ( 34 %) and annually ( 66 %)
(e) Unfunded commitments to private equity investments consolidated but not owned by Lazard of $ 9,605 are excluded. Such commitments are required to be funded by capital contributions from noncontrolling interest holders.
(f) Distributions from each fund will be received as the underlying investments of the funds are liquidated.
7. DERIVATIVES
The tables below present the fair value of the Company’s derivative instruments reported within “other assets” and “other liabilities” and the fair value of the Company’s derivative liabilities relating to its obligations pertaining to LFI and other similar deferred compensation arrangements reported within “accrued compensation and benefits” (see Note 13) on the accompanying condensed consolidated statements of financial condition as of June 30, 2024 and December 31, 2023. Notional amounts provide an indication of the volume of the Company's derivative activity.
Derivative assets and liabilities, as well as the related cash collateral from the same counterparty, have been netted on the condensed consolidated statements of financial condition where the Company has a right to set off under an enforceable master netting agreement.
In addition to the cash collateral received and transferred that is presented on a net basis with derivative assets and liabilities, the Company receives and transfers additional securities and cash collateral. These amounts mitigate
22
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
counterparty credit risk associated with the Company’s derivative instruments, but are not eligible for net presentation on the condensed consolidated statements of financial condition.
June 30, 2024
Derivative Assets Derivative Liabilities
Fair Value Notional Fair Value Notional
Forward foreign currency exchange rate contracts $ 4,955 $ 294,029 $ 1,739 $ 147,889
Total return swaps and other 132 13,994 11,081 122,971
LFI and other similar deferred compensation arrangements – – 270,217 259,074
Total gross derivatives 5,087 $ 308,023 283,037 $ 529,934
Counterparty and cash collateral netting:
Forward foreign currency exchange rate contracts ( 77 ) ( 77 )
Total return swaps and other ( 131 ) ( 8,927 )
Net derivatives in "other assets" and "other liabilities" 4,879 274,033
Amounts not netted on the statement of financial
condition (a):
Cash collateral – ( 546 )
Securities collateral – –
$ 4,879 $ 273,487
December 31, 2023
Derivative Assets Derivative Liabilities
Fair Value Notional Fair Value Notional
Forward foreign currency exchange rate contracts $ 3,400 $ 283,635 $ 1,847 $ 170,704
Total return swaps and other 133 4,478 12,290 117,139
LFI and other similar deferred compensation arrangements – – 365,420 352,891
Total gross derivatives 3,533 $ 288,113 379,557 $ 640,734
Counterparty and cash collateral netting:
Forward foreign currency exchange rate contracts ( 604 ) ( 603 )
Total return swaps and other ( 140 ) ( 10,281 )
Net derivatives in "other assets" and "other liabilities" 2,789 368,673
Amounts not netted on the statement of financial
condition (a):
Cash collateral – ( 243 )
Securities collateral – –
$ 2,789 $ 368,430
___________________________________
(a) Amounts are subject to master netting arrangements but do not meet the criteria for netting on the condensed consolidated statements of financial condition under U.S. GAAP. For some counterparties, the amounts of securities and cash collateral pledged may exceed the derivative assets and derivative liabilities balances. Where this is the case, the amount of collateral offset within net derivatives is limited to the net derivative assets and net derivative liabilities balances with that counterparty.
23
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Net gains (losses) with respect to derivative instruments (included in “revenue-other”) and the Company’s derivative liabilities relating to its obligations pertaining to LFI and other similar deferred compensation arrangements (included in “compensation and benefits” expense) as reflected on the accompanying condensed consolidated statements of operations for the three month and six month periods ended June 30, 2024 and 2023 were as follows:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Forward foreign currency exchange rate contracts $ 1,894 $ ( 794 ) $ 3,225 $ ( 700 )
LFI and other similar deferred compensation arrangements 1,201 ( 9,675 ) ( 8,172 ) ( 26,128 )
LGAC Warrants – – – 115
Total return swaps and other 421 ( 5,020 ) ( 5,943 ) ( 11,430 )
Total $ 3,516 $ ( 15,489 ) $ ( 10,890 ) $ ( 38,143 )
8. PROPERTY, NET
At June 30, 2024 and December 31, 2023, property consisted of the following:
Estimated
Depreciable
Life in Years June 30,
2024 December 31,
2023
Buildings (a) 33 $ 165,496 $ 170,830
Leasehold improvements (a) 3 - 20
233,598 233,732
Furniture and equipment 3 - 10
163,289 162,075
Computer software 3 - 5
68,474 68,638
Construction in progress 13,934 11,788
Total 644,791 647,063
Less - Accumulated depreciation and amortization (a) 424,128 414,547
Property, net $ 220,663 $ 232,516
________________________
(a) The Company classified assets relating to an owned office building as held for sale as of June 30, 2024 and December 31, 2023, the carrying amount of which was $ 70,002 and $ 72,921 (net of accumulated depreciation), respectively. The property held for sale is reported within the Corporate segment. Effective January 1, 2024, depreciation expense is no longer being recorded on this asset. In addition, a $ 6,550 receivable (included in “other assets”) related to operating lease income on the owned office building is classified as held for sale as of June 30, 2024 and December 31, 2023 . On July 22, 2024, the Company completed the sale of the owned office building, including rights to the operating lease income, for gross proceeds of approximately $ 193,000 which resulted in a net pre-tax gain of approximately $ 95,000 , which will be recognized in the three month and nine month periods ending September 30, 2024.
Effective June 30, 2024, in the table above, computer software is being reported separately. Computer software was previously included as a component of furniture and equipment. Prior year information has been recast to reflect the updated presentation.
24
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
9. GOODWILL AND OTHER INTANGIBLE ASSETS
The components of goodwill and other intangible assets at June 30, 2024 and December 31, 2023 are presented below:
June 30,
2024 December 31,
2023
Goodwill $ 393,967 $ 394,898
Other intangible assets (net of accumulated amortization) – 30
$ 393,967 $ 394,928
Changes in the carrying amount of goodwill for the six month periods ended June 30, 2024 and 2023 are as follows:
Six Months Ended June 30,
2024 2023
Financial Advisory Asset Management Total Financial Advisory Asset Management Total
Balance, January 1 $ 313,628 $ 81,270 $ 394,898 $ 312,699 $ 64,541 $ 377,240
Acquisition of business – – – – 16,706 16,706
Foreign currency translation adjustments ( 931 ) – ( 931 ) 676 – 676
Balance, June 30 $ 312,697 $ 81,270 $ 393,967 $ 313,375 $ 81,247 $ 394,622
10. SENIOR DEBT
Senior debt is comprised of the following as of June 30, 2024 and December 31, 2023:
Outstanding as of
June 30, 2024 December 31, 2023
Initial
Principal
Amount Maturity
Date Annual
Interest
Rate(b) Principal Unamortized
Debt Costs Carrying
Value Principal Unamortized
Debt Costs Carrying
Value
Lazard Group
2025 Senior
Notes (a) $ 400,000 2/13/25 3.75 % $ 164,347 $ 121 $ 164,226 $ 400,000 $ 531 $ 399,469
Lazard Group
2027 Senior
Notes 300,000 3/1/27 3.625 % 300,000 1,040 298,960 300,000 1,235 298,765
Lazard Group
2028 Senior
Notes 500,000 9/19/28 4.50 % 500,000 3,586 496,414 500,000 4,012 495,988
Lazard Group
2029 Senior
Notes 500,000 3/11/29 4.375 % 500,000 3,635 496,365 500,000 4,022 495,978
Lazard Group
2031 Senior
Notes (a) 400,000 3/15/31 6.00 % 400,000 3,816 396,184 – – –
Total $ 1,864,347 $ 12,198 $ 1,852,149 $ 1,700,000 $ 9,800 $ 1,690,200
__________________________
(a) In March 2024, Lazard Group completed an offering of $ 400,000 aggregate principal amount of 6.00 % senior notes due 2031. Interest on the 2031 Notes is payable semi-annually on March 15 and September 15 of each year, beginning
25
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
September 15, 2024. Lazard Group used a portion of the net proceeds from the 2031 Notes to purchase in a tender offer $ 235,653 aggregate principal amount of the 2025 Notes.
(b) The effective interest rates of the 2025 Notes, the 2027 Notes, the 2028 Notes, the 2029 Notes and the 2031 Notes are 3.78 %, 3.76 %, 4.67 %, 4.53 % and 6.14 %, respectively.
The Company’s senior debt is unsecured and is carried at its principal amount outstanding, net of unamortized debt costs. At June 30, 2024 and December 31, 2023, the fair value of such senior debt was approximately $ 1,823,000 and $ 1,652,000 , respectively. The fair value of the Company’s senior debt is based on market quotations. The Company’s senior debt would be categorized within Level 2 of the hierarchy of fair value measurements if carried at fair value.
On June 6, 2023 , Lazard Group entered into a Second Amended and Restated Credit Agreement with a group of lenders for a five-year , $ 200,000 senior revolving credit facility expiring in June 2028 (the “Second Amended and Restated Credit Agreement”). Borrowings under the Second Amended and Restated Credit Agreement generally will bear interest at adjusted term SOFR plus an applicable margin for specific interest periods determined based on Lazard Group’s highest credit rating from an internationally recognized credit agency. The Second Amended and Restated Credit Agreement contains certain covenants, events of default and other customary provisions, including customary benchmark-replacement mechanics.
As of June 30, 2024, the Company had approximately $ 209,100 in unused lines of credit available to it, including the credit facility provided under the Second Amended and Restated Credit Agreement.
The Second Amended and Restated Credit Agreement and the indenture and the supplemental indentures relating to Lazard Group’s senior notes contain certain covenants, events of default and other customary provisions, including a customary make-whole provision in the event of early redemption, where applicable.
11. COMMITMENTS AND CONTINGENCIES
Leases
In June 2024, the Company commenced a non-cancelable office lease with a lease term of approximately 15 years. Such lease has increased operating lease right-of-use assets and operating lease liabilities on the condensed consolidated statements of financial condition by $ 76,539 and $ 71,977 , respectively, as of June 30, 2024, the initial recognition being a noncash transaction.
In July 2024, the Company signed a lease agreement for additional office facilities, with lease commencement anticipated in 2027. The lease term is 10 years and has undiscounted future lease payments of approximately $ 110,000 .
Other Commitments
See Notes 6 and 14 for information regarding commitments relating to investment capital funding commitments and obligations to fund our pension plans, respectively.
The fulfillment of the commitments described herein should not have a material adverse effect on the Company’s condensed consolidated financial position or results of operations.
Legal —The Company is involved from time to time in judicial, governmental, regulatory and arbitration proceedings and inquiries concerning matters arising in connection with the conduct of our businesses, including proceedings initiated by former employees alleging wrongful termination. The Company reviews such matters on a case-by-case basis and establishes any required accrual if a loss is probable and the amount of such loss can be reasonably estimated. The Company may experience significant variation in its revenue and earnings on a quarterly basis. Accordingly, the results of any pending matter or matters could be significant when compared to the Company’s earnings in any particular quarter. The Company believes, however, based on currently available information, that the results of any pending matters, in the aggregate, will not have a material effect on its business or financial condition.
26
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
12. STOCKHOLDERS’ EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS
Share Repurchase Program — The Board of Directors of Lazard authorized the repurchase of Lazard, Inc. common stock (“common stock”) as set forth in the table below as of June 30, 2024:
Date Repurchase
Authorization Expiration
February 2022 $ 300,000 December 31, 2024
July 2022 $ 500,000 December 31, 2024
The Company’s purchases under the share repurchase program over time are used to offset dilution from the shares that have been or will be issued under Lazard’s 2018 Incentive Compensation Plan, as amended (the “2018 Plan”). Pursuant to the share repurchase program, purchases have been made in the open market or through privately negotiated transactions. The rate at which the Company purchases shares in connection with the share repurchase program may vary from period to period due to a variety of factors. Purchases with respect to such program are set forth in the table below:
Six Months Ended June 30: Number of
Shares
Purchased Average
Price Per
Share
2023 2,697,627 $ 36.73
2024 1,055,913 $ 38.66
During the six month periods ended June 30, 2024 and 2023, certain of our executive officers received common stock in connection with the vesting or settlement of previously-granted deferred equity incentive awards. The vesting or settlement of such equity awards gave rise to a tax payable by the executive officers, and, consistent with our past practice, the Company purchased shares of common stock from certain of our executive officers equal in value to all or a portion of the estimated amount of such tax. The aggregate value of all such purchases during the six month periods ended June 30, 2024 and 2023 was approximately $ 11,200 and $ 11,100 , respectively. Such shares of common stock are reported at cost, and are included in “common stock held by subsidiaries” on the accompanying condensed consolidated statements of financial condition.
As of June 30, 2024, a total of $ 159,278 of share repurchase authorization remaining available under Lazard, Inc.’s share repurchase program will expire on December 31, 2024 .
In addition, on July 24, 2024, the Board of Directors authorized the repurchase of up to $ 200,000 of additional shares of common stock, which authorization will expire on December 31, 2026 , bringing the total share repurchase authorization as of July 24, 2024 to approximately $ 360,000 .
During the six month period ended June 30, 2024, Lazard, Inc. had in place trading plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), pursuant to which it effected stock repurchases in the open market.
27
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Accumulated Other Comprehensive Income (Loss) (“AOCI”), Net of Tax — The tables below reflect the balances of each component of AOCI at June 30, 2024 and 2023 and activity during the three month and six month periods then ended:
Three Months Ended June 30, 2024
Currency
Translation
Adjustments Employee
Benefit
Plans Total
AOCI Amount
Attributable to
Noncontrolling
Interests Total
Lazard, Inc.
AOCI
Balance - April 1, 2024 $ ( 140,253 ) $ ( 163,741 ) $ ( 303,994 ) $ 1 $ ( 303,995 )
Activity:
Other comprehensive income (loss) before reclassifications ( 4,572 ) 789 ( 3,783 ) – ( 3,783 )
Adjustments for items reclassified to earnings, net of tax – 1,485 1,485 – 1,485
Net other comprehensive income (loss) ( 4,572 ) 2,274 ( 2,298 ) – ( 2,298 )
Balance, June 30, 2024 $ ( 144,825 ) $ ( 161,467 ) $ ( 306,292 ) $ 1 $ ( 306,293 )
Six Months Ended June 30, 2024
Currency
Translation
Adjustments Employee
Benefit
Plans Total
AOCI Amount
Attributable to
Noncontrolling
Interests Total
Lazard, Inc.
AOCI
Balance - January 1, 2024 $ ( 123,991 ) $ ( 165,958 ) $ ( 289,949 ) $ 1 $ ( 289,950 )
Activity:
Other comprehensive income (loss) before reclassifications ( 20,834 ) 1,604 ( 19,230 ) – ( 19,230 )
Adjustments for items reclassified to earnings, net of tax – 2,887 2,887 – 2,887
Net other comprehensive income (loss) ( 20,834 ) 4,491 ( 16,343 ) – ( 16,343 )
Balance, June 30, 2024 $ ( 144,825 ) $ ( 161,467 ) $ ( 306,292 ) $ 1 $ ( 306,293 )
Three Months Ended June 30, 2023
Currency
Translation
Adjustments Employee
Benefit
Plans Total
AOCI Amount
Attributable to
Noncontrolling
Interests Total
Lazard, Inc.
AOCI
Balance - April 1, 2023 $ ( 142,385 ) $ ( 140,571 ) $ ( 282,956 ) $ 1 $ ( 282,957 )
Activity:
Other comprehensive income (loss) before reclassifications 2,478 ( 2,585 ) ( 107 ) ( 2 ) ( 105 )
Adjustments for items reclassified to earnings, net of tax – 1,176 1,176 – 1,176
Net other comprehensive income (loss) 2,478 ( 1,409 ) 1,069 ( 2 ) 1,071
Balance, June 30, 2023 $ ( 139,907 ) $ ( 141,980 ) $ ( 281,887 ) $ ( 1 ) $ ( 281,886 )
28
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Six Months Ended June 30, 2023
Currency
Translation
Adjustments Employee
Benefit
Plans Total
AOCI Amount
Attributable to
Noncontrolling
Interests Total
Lazard, Inc.
AOCI
Balance - January 1, 2023 $ ( 156,924 ) $ ( 138,930 ) $ ( 295,854 ) $ – $ ( 295,854 )
Activity:
Other comprehensive income (loss) before reclassifications 17,017 ( 5,386 ) 11,631 ( 1 ) 11,632
Adjustments for items reclassified to earnings, net of tax – 2,336 2,336 – 2,336
Net other comprehensive income (loss) 17,017 ( 3,050 ) 13,967 ( 1 ) 13,968
Balance, June 30, 2023 $ ( 139,907 ) $ ( 141,980 ) $ ( 281,887 ) $ ( 1 ) $ ( 281,886 )
The table below reflects adjustments for items reclassified out of AOCI, by component, for the three month and six month periods ended June 30, 2024 and 2023:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Employee benefit plans:
Amortization relating to employee benefit plans (a) $ 1,940 $ 1,561 $ 3,797 $ 3,097
Less - related income taxes 455 385 910 761
Total reclassifications, net of tax $ 1,485 $ 1,176 $ 2,887 $ 2,336
__________________________
(a) Included in the computation of net periodic benefit cost (see Note 14). Such amounts are included in “operating expenses–other” on the condensed consolidated statements of operations.
Noncontrolling Interests —Noncontrolling interests principally represent (i) interests held in Edgewater’s management vehicles that the Company is deemed to control, but does not own, (ii) profits interest participation rights (see Note 13) and (iii) LGAC interests (see Note 21).
Redeemable Noncontrolling Interests —Redeemable noncontrolling interests principally represent consolidated VIE interests held by employees (vested LFI awards), which may be redeemed at any time at the option of the holder for cash, are recorded on the Company’s condensed consolidated statements of financial position at redemption value and classified as temporary equity. Changes in redemption value are recognized immediately as they occur and will adjust the carrying value of redeemable noncontrolling interests to equal the redemption value at the end of each reporting period (see Note 21).
Dividends Declared, July 24, 2024 —On July 24, 2024 , the Board of Directors of Lazard declared a quarterly dividend of $ 0.50 per share on our common stock. The dividend is payable on August 16, 2024 , to stockholders of record on August 5, 2024 .
13. INCENTIVE PLANS
Share-Based Incentive Plan Awards
Total shares available for issuance under incentive compensation plans are primarily from the 2018 Plan, which became effective on April 24, 2018 and was amended on May 9, 2024 to increase the aggregate number of shares authorized for issuance by 20,000,000 shares. The aggregate number of shares authorized for issuance under the 2018 Plan is 70,000,000 . Such shares may be issued pursuant to the grant or exercise of stock options; stock appreciation rights;
29
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
restricted stock units, restricted stock awards, and deferred stock units (collectively “RSUs”); performance-based restricted stock units (“PRSUs”); profits interest participation rights (“PIPRs”); and other share-based awards.
Expense
The following reflects the expense with respect to share-based incentive plans, which is primarily recorded within “compensation and benefits” expense in the Company’s accompanying condensed consolidated statements of operations for the three month and six month periods ended June 30, 2024 and 2023:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Share-based incentive awards:
RSUs $ 67,419 $ 61,972 $ 128,539 $ 112,655
PRSUs 314 562 719 1,351
PIPRs 21,614 18,200 30,287 37,262
Total $ 89,347 $ 80,734 $ 159,545 $ 151,268
Compensation and benefits expense relating to share-based awards with service and/or performance conditions is reversed if the awards are forfeited due to these conditions not being met. Compensation and benefits expense relating to share-based awards with market-based conditions is not reversed if these awards are forfeited based solely on failing to meet such market-based conditions.
The Company periodically assesses forfeiture rates, including as a result of any applicable performance conditions. A change in estimated forfeiture rates or performance results in a cumulative adjustment to compensation and benefits expense and also would cause the aggregate amount of compensation expense recognized in future periods to differ from the estimated unrecognized compensation expense described below.
The Company’s share-based incentive plans and awards are described below.
RSUs and PRSUs
RSUs generally require future service as a condition for vesting (unless the recipient is then eligible for retirement under the Company’s retirement policy or is a non-executive member of the Board of Directors) and convert into shares of common stock on a one-for-one basis after the stipulated vesting periods. The grant date fair value of the RSUs, net of an estimated forfeiture rate, is expensed over the requisite service periods (generally, one-third after two years and the remaining two-thirds after the third year), and is adjusted for actual forfeitures over such period.
RSUs generally include a dividend participation right during the applicable vesting period, which is payable in additional units. During the six month period ended June 30, 2024, dividend participation rights required the issuance of an aggregate 443,272 units of RSUs and the associated aggregate charge to “retained earnings” (with a corresponding credit to “additional paid-in-capital”) was $ 16,263 .
In connection with RSUs and PRSUs that settled during the six month period ended June 30, 2024, the Company satisfied its minimum statutory tax withholding requirements in lieu of delivering 1,561,290 and 29,690 shares, respectively, of common stock during such six month period. Accordingly, 2,169,708 and 33,479 shares, respectively, of common stock held by the Company were delivered during the six month period ended June 30, 2024.
PRSUs are a type of RSU that is incrementally subject to performance-based and service-based vesting conditions and a market-based condition. The number of shares of common stock that a recipient receives upon vesting of a PRSU is calculated by reference to certain performance-based and market-based metrics that relate to Lazard, Inc.’s performance over a three-year period. The target number of shares of common stock subject to each PRSU is one ; however, based on the achievement of both the performance-based and market-based conditions, the number of shares of common stock that may
30
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
be received will range from zero to 2.4 times the target number. PRSUs vest on a single date approximately three years following the date of the grant, provided the applicable service and performance conditions are satisfied. PRSUs include dividend participation rights that are subject to the same vesting restrictions (including performance conditions) as the underlying PRSUs to which they relate and are settled in cash at the same rate that dividends are paid on common stock. Compensation expense recognized for PRSU awards is determined by multiplying the number of shares of common stock underlying such awards that, based on the Company’s estimate, are considered probable of vesting, by the grant date fair value.
The following is a summary of activity relating to RSUs and PRSUs during the six month period ended June 30, 2024:
RSUs PRSUs
Units Weighted
Average
Grant Date
Fair Value Units Weighted
Average
Grant Date
Fair Value
Balance, January 1, 2024 12,633,027 $ 36.16 125,465 $ 41.07
Granted (including 443,272 RSUs relating to dividend participation)
8,351,633 $ 38.70 – $ –
Forfeited ( 718,942 ) $ 36.22 – $ –
Settled ( 3,730,998 ) $ 38.64 ( 63,169 ) $ 46.63
Balance, June 30, 2024 16,534,720 $ 36.88 62,296 $ 35.44
The weighted-average grant date fair value of RSUs granted in the six month period ended June 30, 2023 was $ 36.78 .
As of June 30, 2024, the total estimated unrecognized compensation expense related to RSUs and PRSUs was $ 292,538 and $ 390 , respectively. The Company expects to expense such amounts over weighted-average periods of approximately 1.0 and 0.2 years, respectively, subsequent to June 30, 2024.
Profits Interest Participation Rights
PIPRs are equity incentive awards that, subject to certain vesting and other conditions described below, may be exchanged for shares of common stock pursuant to the 2018 Plan. They are a class of membership interests in Lazard Group that are intended to qualify as “profits interests” for U.S. federal income tax purposes and are recorded as noncontrolling interests within stockholders’ equity in the Company’s condensed consolidated statements of financial condition until they are exchanged into common stock, at which time there is a reclassification to additional paid-in-capital.
PIPRs, with the exception of Stock Price PIPRs (“SP-PIPRs”), as explained below, generally provide for vesting approximately three years following the grant date, so long as applicable vesting and other conditions have been satisfied. PIPRs are subject to continued employment and other conditions and restrictions and are forfeited if those conditions and restrictions are not fulfilled.
A recipient generally realizes value from PIPRs only to the extent that applicable vesting and other conditions are satisfied, and an amount of economic appreciation in the assets of Lazard Group occurs as necessary to satisfy certain partnership tax rules (referred to as the “Minimum Value Condition”), otherwise the PIPRs will be forfeited. Upon satisfaction of such conditions, PIPRs that are in parity with the value of common stock will be exchanged on a one-for-one basis for shares of common stock. If forfeited based solely on failing to meet the Minimum Value Condition, or, if applicable, common stock price milestones as described below, the associated compensation expense would not be reversed.
All PIPR awards are subject to service-based vesting conditions. In addition to PIPR awards with only service based vesting conditions (“Ordinary PIPRs”) granted to certain of our executive officers and a limited number of
31
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
employees, the Company has granted the following types of PIPRs to certain of our executive officers, that are subject to additional vesting and market-based conditions:
• Performance PIPRs (“P-PIPRs”), which are subject to service-based and performance-based vesting conditions and incremental market-based conditions.
• SP-PIPRs, which are subject to service-based vesting conditions and common stock price milestones and are eligible to vest in three tranches.
The number of shares of common stock that a recipient will receive upon the exchange of a P-PIPR award is calculated by reference to applicable performance-based vesting conditions and, beginning with P-PIPRs granted in 2021, incremental market-based conditions and only result in value to the recipient to the extent the vesting and other conditions are satisfied. The target number of shares of common stock subject to each P-PIPR is one . Based on the achievement of performance conditions, as determined and approved by the Compensation Committee, the number of shares of common stock that may be received in connection with the P-PIPR awards granted prior to February 2021 will range from zero to two times the target number. For the P-PIPR awards granted beginning in February 2021, subject to both performance-based and incremental market-based conditions, the number of shares that may be received will range from zero to 2.4 times the target number. Unless applicable vesting and other conditions are satisfied during the three-year performance period, and the Minimum Value Condition is satisfied within five years following the grant date, all P-PIPRs will be forfeited.
SP-PIPRs are eligible to vest in three tranches (each, a “Tranche”) based on the achievement of service conditions and Tranche-specific common stock price milestones measured as of a specified anniversary of the date of grant, as described below. Their aggregate fair value at the grant date, which based on the estimated probability of achieving the common stock price milestones is approximately $ 33,900 , is expensed over the requisite service periods.
SP-PIPRs will vest:
• 20 % if, during the three years following the date of grant, the common stock price has appreciated 25 % above the average trailing 30 consecutive day stock price preceding the date of grant (the “Grant Date Stock Price”);
• 40 % if, during the five years following the date of grant, the common stock price has appreciated 50 % above the Grant Date Stock Price;
• 40 % if, during the seven years following the date of grant, the common stock price has appreciated 100 % above the Grant Date Stock Price.
Each Tranche is subject to the executive’s continued employment through the applicable anniversary of the date of grant and requires that the applicable common stock price milestone is sustained for any 30 consecutive day period prior to the anniversary of the date of grant of the applicable Tranche (the “Expiration Date”).
If the service conditions and common stock price milestones, as described above, are not achieved as of the Expiration Date, all SP-PIPRs in such Tranche will be forfeited.
The following is a summary of activity relating to all PIPRs during the six month period ended June 30, 2024:
Ordinary PIPRs (a) P-PIPRs SP-PIPRs
Units Weighted
Average
Grant Date
Fair Value Units Weighted
Average
Grant Date
Fair Value Units Weighted
Average
Grant Date
Fair Value
Balance, January 1, 2024 2,640,769 $ 36.19 1,958,829 $ 41.12 2,250,000 $ 15.06
Granted 1,368,964 $ 38.26 – $ – – $ –
Forfeited ( 61,878 ) $ 35.85 – $ – – $ –
Settled ( 601,433 ) $ 43.23 ( 995,169 ) $ 46.63 – $ –
Balance, June 30, 2024 3,346,422 $ 35.78 963,660 $ 35.44 2,250,000 $ 15.06
32
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
__________________________
(a) Includes PIPR awards with only service-based vesting conditions.
Fair values shown above represent the weighted average as of grant date. The weighted-average grant date fair value of ordinary PIPRs granted in the six month periods ended June 30, 2023 was $ 35.94 .
Compensation expense recognized for ordinary PIPRs and P-PIPRs is determined by multiplying the number of shares of common stock underlying such awards that, based on the Company’s estimate, are considered probable of vesting, by the grant date fair value. Compensation expense recognized for SP-PIPRs is determined by multiplying the number of shares of common stock underlying such awards by the grant date fair value. As of June 30, 2024, the total estimated unrecognized compensation expense of all profits interest participation rights was $ 76,635 and the Company expects to expense such amount over a weighted-average period of approximately 1.4 years subsequent to June 30, 2024.
LFI and Other Similar Deferred Compensation Arrangements
In connection with LFI and other similar deferred compensation arrangements, granted to eligible employees, which generally require future service as a condition for vesting, the Company records a prepaid compensation asset and a corresponding compensation liability on the grant date based upon the fair value of the award. The prepaid asset is amortized on a straight-line basis over the applicable requisite service periods (which are generally similar to the comparable periods for RSUs) and is charged to “compensation and benefits” expense within the Company’s condensed consolidated statements of operations. LFI and similar deferred compensation arrangements that do not require future service are expensed immediately. The related compensation liability is accounted for at fair value as a derivative liability, which contemplates the impact of estimated forfeitures, and is adjusted for changes in fair value primarily related to changes in value of the underlying investments.
The following is a summary of activity relating to LFI and other similar deferred compensation arrangements during the six month period ended June 30, 2024:
Prepaid
Compensation
Asset Compensation
Liability
Balance, January 1, 2024 $ 115,972 $ 365,420
Granted 40,227 40,227
Settled – ( 137,682 )
Amortization and the impact of forfeitures ( 62,348 ) ( 4,243 )
Change in fair value of underlying investments – 8,172
Other ( 77 ) ( 1,677 )
Balance, June 30, 2024 $ 93,774 $ 270,217
The amortization of the prepaid compensation asset will generally be recognized over a weighted average period of approximately 0.8 years subsequent to June 30, 2024.
33
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
The following is a summary of the impact of LFI and other similar deferred compensation arrangements on “compensation and benefits” expense within the accompanying condensed consolidated statements of operations for the three month and six month periods ended June 30, 2024 and 2023:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Amortization and the impact of forfeitures $ 22,406 $ 57,558 $ 58,105 $ 92,086
Change in the fair value of underlying investments ( 1,201 ) 9,675 8,172 26,128
Total $ 21,205 $ 67,233 $ 66,277 $ 118,214
Cash Retention Awards
In the first half of 2024, the Company granted and paid approximately $ 94,000 of cash retention awards that are subject to repayment in full in connection with a termination of employment for cause or resignation without good reason on or prior to the three-year service period.
In connection with these awards, the Company recorded a prepaid compensation asset on the grant date based upon the amount paid. The prepaid compensation asset is amortized over the requisite service period beginning on the grant date and is charged to “compensation and benefits” expense in the condensed consolidated statements of operations.
Amortization expense for the six months ended June 30, 2024 was approximately $ 32,000 . The remaining prepaid compensation asset was approximately $ 61,000 as of June 30, 2024.
14. EMPLOYEE BENEFIT PLANS
The Company provides retirement and other post-retirement benefits to certain of its employees through defined benefit pension plans (the “pension plans”). The Company also offers defined contribution plans to its employees. The pension plans generally provide benefits to participants based on average levels of compensation. Expenses related to the Company’s employee benefit plans are included in “compensation and benefits” expense for the service cost component, and “operating expenses-other” for the other components of benefit costs on the condensed consolidated statements of operations.
Employer Contributions to Pension Plans —The Company’s funding policy for its U.S. and non-U.S. pension plans is to fund when required or when applicable upon an agreement with the plans’ trustees. Management also evaluates from time to time whether to make voluntary contributions to the plans.
34
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
The following table summarizes the components of net periodic benefit cost (credit) related to the Company’s pension plans for the three month and six month periods ended June 30, 2024 and 2023:
Pension Plans
Three Months Ended June 30,
2024 2023
Components of Net Periodic Benefit Cost (Credit):
Service cost $ 245 $ 84
Interest cost 5,237 5,272
Expected return on plan assets ( 6,565 ) ( 6,032 )
Amortization of:
Prior service cost 131 27
Net actuarial loss (gain) 1,809 1,534
Settlement loss – 783
Net periodic benefit cost (credit) $ 857 $ 1,668
Pension Plans
Six Months Ended June 30,
2024 2023
Components of Net Periodic Benefit Cost (Credit):
Service cost $ 328 $ 182
Interest cost 10,429 10,424
Expected return on plan assets ( 13,076 ) ( 11,848 )
Amortization of:
Prior service cost 264 53
Net actuarial loss 3,533 3,044
Settlement loss – 1,542
Net periodic benefit cost (credit) $ 1,478 $ 3,397
15. COST-SAVING INITIATIVES
The Company conducted firm-wide cost-saving initiatives over the course of 2023, which were completed during the first quarter of 2024.
Expenses and losses associated with the cost-saving initiatives for the six month period ended June 30, 2024 and for the three month and six month periods ended June 30, 2023 consisted of the following:
Six Months Ended June 30, 2024
Financial Advisory Asset Management Corporate Total
Severance and other employee
termination expenses (included
in "compensation and benefits"
expense) $ 32,773 $ 11,545 $ 2,292 $ 46,610
Other 708 14 1,397 2,119
Total $ 33,481 $ 11,559 $ 3,689 $ 48,729
35
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
Three Months Ended June 30, 2023
Financial Advisory Asset Management Corporate Total
Severance and other employee
termination expenses (included
in "compensation and benefits"
expense) $ 81,266 $ 29,533 $ 25,809 $ 136,608
Technology asset impairments
(included in "technology and
information services") 88 7,297 – 7,385
Other 522 280 1,910 2,712
Total $ 81,876 $ 37,110 $ 27,719 $ 146,705
Six Months Ended June 30, 2023
Financial Advisory Asset Management Corporate Total
Severance and other employee
termination expenses (included
in "compensation and benefits"
expense) $ 90,043 $ 40,768 $ 26,537 $ 157,348
Technology asset impairments
(included in "technology and
information services") 88 7,297 – 7,385
Other 522 280 1,910 2,712
Total $ 90,653 $ 48,345 $ 28,447 $ 167,445
Activity related to the obligations pursuant to the cost-saving initiatives during the six month period ended June 30, 2024 was as follows:
Accrued Compensation and Benefits Other Total
Balance, January 1, 2024 $ 51,346 $ 952 $ 52,298
Total expenses 46,610 2,119 48,729
Less:
Noncash expenses (a) 9,428 3,000 12,428
Payments and settlements 75,609 53 75,662
Balance, June 30, 2024 $ 12,919 $ 18 $ 12,937
___________________________________
(a) Noncash expenses reflected in “accrued compensation and benefits” activity principally represents accelerated amortization of deferred incentive compensation awards. Noncash expenses reflected in “other” activity principally relates to impairments of certain operating lease right-of-use assets and certain foreign exchange related losses.
16. INCOME TAXES
Following the Conversion on January 1, 2024, Lazard, Inc. is subject to U.S. federal income taxes on all its operating income and, through its subsidiaries, is also subject to state and local taxes on its income apportioned to various state and local jurisdictions. Lazard Group operates principally through subsidiary corporations including those domiciled outside the U.S. that are subject to local income taxes in foreign jurisdictions. In addition, Lazard Group is subject to Unincorporated Business Tax (“UBT”) attributable to its operations apportioned to New York City.
36
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
The Company recorded income tax provisions of $ 11,587 and $ 25,924 for the three month and six month periods ended June 30, 2024, respectively, and an income tax provision (benefit) of $ 10,303 and $( 11,422 ) for the three month and six month periods ended June 30, 2023, respectively, representing effective tax rates of 18.2 %, 21.9 %, ( 9.4 )% and 7.8 %, respectively. The difference between the U.S. federal statutory rate of 21.0 % and the effective tax rates reflected above principally relates to (i) the tax impact of differences in the value of share based incentive compensation, changes in judgment relating to uncertain tax positions and other discrete items, (ii) foreign source income (loss) not subject to U.S. income taxes, (iii) taxes payable to foreign jurisdictions that are not offset against U.S. income taxes, (iv) change in the U.S. federal valuation allowance affecting the provision for income taxes and (v) U.S. state and local taxes, which are incremental to the U.S. federal statutory tax rate.
17. NET INCOME (LOSS) PER SHARE OF COMMON STOCK
The Company is required to utilize the “two-class” method of computing basic and diluted net income per share because the Company issued certain PIPRs, including certain P-PIPRs, which are treated as participating securities.
The Company’s basic and diluted net income (loss) per share calculations using the “two-class” method for the three month and six month periods ended June 30, 2024 and 2023 are presented below:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Net income (loss) attributable to Lazard $ 49,909 $ ( 124,013 ) $ 85,664 $ ( 146,185 )
Adjustment for earnings attributable to participating securities ( 873 ) ( 763 ) ( 2,152 ) ( 1,888 )
Net income (loss) attributable to Lazard - basic 49,036 ( 124,776 ) 83,512 ( 148,073 )
Adjustment for earnings attributable to participating securities 206 – 401 –
Net income (loss) attributable to Lazard - diluted $ 49,242 $ ( 124,776 ) $ 83,913 $ ( 148,073 )
Weighted average number of shares of common stock outstanding 90,172,325 86,787,954 89,360,041 86,261,198
Weighted average number of shares of common stock issuable on a non-contingent basis 2,714,039 1,941,700 2,713,373 1,899,555
Weighted average number of shares of common stock outstanding - basic 92,886,364 88,729,654 92,073,414 88,160,753
Weighted average number of incremental shares of common stock issuable from share-based incentive compensation (a) 7,741,503 – 7,916,403 –
Weighted average number of shares of common stock outstanding - diluted 100,627,867 88,729,654 99,989,817 88,160,753
Net income (loss) attributable to Lazard per share of common stock:
Basic $ 0.53 $ ( 1.41 ) $ 0.91 $ ( 1.68 )
Diluted $ 0.49 $ ( 1.41 ) $ 0.84 $ ( 1.68 )
___________________________________
(a) The aggregate weighted average number of incremental shares of common stock issuable from PIPRs for the three month and six month periods ended June 30, 2024 of 1,229,021 and 1,698,271 , respectively, and from RSUs, PRSUs and PIPRs for the three month and six month periods ended June 30, 2023 of 3,427,886 and 4,737,193 , respectively, that could be potentially dilutive in future periods, have been excluded from the computation of diluted net income (loss) per share as the effect would be antidilutive in the respective periods.
37
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
18. RELATED PARTIES
Sponsored Funds
The Company serves as an investment advisor for certain affiliated investment companies and fund entities and receives management fees and, for the alternative investment funds, performance-based incentive fees for providing such services. Asset management fees relating to such services were $ 133,630 and $ 267,850 for the three month and six month periods ended June 30, 2024, respectively, and $ 135,847 and $ 269,370 for the three month and six month periods ended June 30, 2023, respectively, and are included in “asset management fees” on the condensed consolidated statements of operations. Of such amounts, $ 51,345 and $ 67,598 remained as receivables at June 30, 2024 and December 31, 2023, respectively, and are included in “fees receivable” on the condensed consolidated statements of financial condition.
Tax Receivable Agreement
The Second Amended and Restated Tax Receivable Agreement, dated as of October 26, 2015 (the “TRA”), between Lazard and LTBP Trust, a Delaware statutory trust (the “Trust”), provides for the payment by our subsidiaries to the Trust of (i) approximately 45 % of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that we actually realize as a result of the increases in the tax basis of certain assets and of certain other tax benefits related to the TRA, and (ii) an amount that we currently expect will equal 85 % of the cash tax savings that may arise from tax basis increases attributable to payments under the TRA. Our subsidiaries expect to benefit from the balance of cash savings, if any, in income tax that our subsidiaries realize from such tax basis increases. Any amount paid by our subsidiaries to the Trust will generally be distributed pro rata to the owners of the Trust, who include certain of our executive officers.
For purposes of the TRA, cash savings in income and franchise tax will be computed by comparing our subsidiaries’ actual income and franchise tax liability to the amount of such taxes that our subsidiaries would have been required to pay had there been no increase in the tax basis of certain assets of Lazard Group and had our subsidiaries not entered into the TRA. The term of the TRA will continue until approximately 2033 or, if earlier, until all relevant tax benefits have been utilized or expired.
The amount of the TRA liability is an undiscounted amount based upon current tax laws, the current structure of the Company and various assumptions regarding potential future operating profitability. The assumptions reflected in the estimate involve significant judgment and if our structure or actual income are different than our assumptions, we could be required to accelerate payments under the TRA. As such, the actual amount and timing of payments under the TRA could differ materially from our estimates. Any changes in the amount of the estimated liability would be recorded as a non-compensation expense in the condensed consolidated statements of operations. Adjustments, if necessary, to the related deferred tax assets would be recorded through the “provision (benefit) for income taxes”.
Pursuant to the periodic revaluation of the TRA liability and the assumptions reflected in the estimate, the revaluation had the effect in the six months ended June 30, 2023 of reducing the estimated liability under the TRA. As a result, the Company recorded a “benefit pursuant to tax receivable agreement” of $ 40,435 on the condensed consolidated statements of operations.
The cumulative liability relating to our obligations under the TRA as of June 30, 2024 and December 31, 2023 was $ 84,137 and $ 115,087 , respectively, and is recorded in “tax receivable agreement obligation” on the condensed consolidated statements of financial condition.
Other
See Note 12 for information regarding related party transactions pertaining to shares repurchased from certain of our executive officers.
19. REGULATORY AUTHORITIES
LFNY is a U.S. registered broker-dealer and is subject to the net capital requirements of Rule 15c3-1 under the Exchange Act. Under the basic method permitted by this rule, the minimum required net capital, as defined, is a specified
38
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
fixed percentage (6 2/3%) of total aggregate indebtedness recorded in LFNY’s Financial and Operational Combined Uniform Single (“FOCUS”) report filed with the Financial Industry Regulatory Authority (“FINRA”), or $ 5 , whichever is greater. In addition, the ratio of aggregate indebtedness (as defined) to net capital may not exceed 15:1. At June 30, 2024, LFNY’s regulatory net capital was $ 86,388 , which exceeded the minimum requirement by $ 80,804 . LFNY’s aggregate indebtedness to net capital ratio was 0.97 :1 as of June 30, 2024.
Certain U.K. subsidiaries of the Company, including LCL, Lazard Fund Managers Limited and Lazard Asset Management Limited (collectively, the “U.K. Subsidiaries”) are regulated by the Financial Conduct Authority. At June 30, 2024, the aggregate regulatory net capital of the U.K. Subsidiaries was $ 171,625 , which exceeded the minimum requirement by $ 98,640 .
CFLF, under which asset management and commercial banking activities are carried out in France, is subject to regulation by the Autorité de Contrôle Prudentiel et de Résolution (“ACPR”) for its banking activities conducted through its subsidiary, LFB. LFB, as a registered bank, is engaged primarily in commercial and private banking services for clients and funds managed by LFG (asset management) and other clients, and asset-liability management. The investment services activities exercised through LFB and other subsidiaries of CFLF, primarily LFG, also are subject to regulation and supervision by the Autorité des Marchés Financiers. At March 31, 2024, the consolidated regulatory net capital of CFLF was $ 153,263 , which exceeded the minimum requirement set for regulatory capital levels by $ 54,335 . In addition, pursuant to the consolidated supervision rules in the European Union, LFB, in particular, as a French credit institution, is required to be supervised by a regulatory body, either in the U.S. or in the European Union. LFB and certain other non-Financial Advisory subsidiaries of the Company in the European Union (referred to herein, on a combined basis, as the “combined European regulated group”) is subject to consolidated supervision based on an agreement with the ACPR and under such rules is required to comply with minimum requirements for regulatory net capital. At March 31, 2024, the regulatory net capital of the combined European regulated group was $ 176,085 , which exceeded the minimum requirement set for regulatory capital levels by $ 68,858 . Additionally, the combined European regulated group, together with our Financial Advisory entities in the European Union, is required to perform an annual risk assessment and provide certain other information on a periodic basis.
Certain other U.S. and non-U.S. subsidiaries are subject to various capital adequacy requirements promulgated by various regulatory and exchange authorities in the countries in which they operate. At June 30, 2024, for those subsidiaries with regulatory capital requirements, their aggregate net capital was $ 107,788 , which exceeded the minimum required capital by $ 84,389 .
At June 30, 2024, each of these subsidiaries individually was in compliance with its regulatory capital requirements.
20. SEGMENT INFORMATION
The Company’s reportable segments offer different products and services and are managed separately, as different levels and types of expertise are required to effectively manage the segments’ transactions. Each segment is reviewed to determine the allocation of resources and to assess its performance. The Company’s principal operating activities are included in its Financial Advisory and Asset Management business segments as described in Note 1. In addition, as described in Note 1, the Company records selected other activities in its Corporate segment.
The Company’s segment information for the three month and six month periods ended June 30, 2024 and 2023 is prepared using the following methodology:
• Revenue and expenses directly associated with each segment are included in determining operating income.
• Expenses not directly associated with specific segments are allocated based on the most relevant measures applicable, including revenue, headcount, square footage and other factors.
• Segment assets are based on those directly associated with each segment, and include an allocation of certain assets relating to various segments, based on the most relevant measures applicable, including headcount, square footage and other factors.
39
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
The Company records other revenue, interest income and interest expense among the various segments based on the segment in which the underlying asset or liability is reported.
Each segment’s operating expenses include (i) compensation and benefits expenses incurred directly in support of the businesses and (ii) other operating expenses, which include directly incurred expenses for occupancy and equipment, marketing and business development, technology and information services, professional services, fund administration and outsourced services and indirect support costs (including compensation and other operating expenses related thereto) for administrative services. Such administrative services include, but are not limited to, accounting, tax, human resources, legal, information technology, facilities management and senior management activities.
Management evaluates segment results based on net revenue and operating income (loss) and believes that the following information provides a reasonable representation of each segment’s contribution with respect to net revenue, operating income (loss) and total assets:
Three Months Ended
June 30, Six Months Ended
June 30,
2024 2023 2024 2023
Financial Advisory Net Revenue $ 411,308 $ 352,477 $ 864,815 $ 630,051
Operating Expenses 370,824 439,445 798,832 768,180
Operating Income (Loss) $ 40,484 $ ( 86,968 ) $ 65,983 $ ( 138,129 )
Asset Management Net Revenue $ 285,487 $ 288,313 $ 580,963 $ 572,357
Operating Expenses 235,405 269,219 497,085 517,270
Operating Income $ 50,082 $ 19,094 $ 83,878 $ 55,087
Corporate Net Revenue (Loss) $ ( 11,446 ) $ 2,324 $ 4,324 $ ( 16,858 )
Operating Expenses 15,480 44,523 35,984 47,097
Operating Loss $ ( 26,926 ) $ ( 42,199 ) $ ( 31,660 ) $ ( 63,955 )
Total Net Revenue $ 685,349 $ 643,114 $ 1,450,102 $ 1,185,550
Operating Expenses 621,709 753,187 1,331,901 1,332,547
Operating Income (Loss) $ 63,640 $ ( 110,073 ) $ 118,201 $ ( 146,997 )
As Of
June 30, 2024 December 31, 2023
Total Assets
Financial Advisory $ 1,154,804 $ 1,154,483
Asset Management 1,126,422 1,232,364
Corporate 2,245,968 2,248,934
Total $ 4,527,194 $ 4,635,781
40
LAZARD, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS-(Continued)
(UNAUDITED)
(dollars in thousands, except for per share data, unless otherwise noted)
21. CONSOLIDATED VIEs
LFI Consolidated Funds
The Company’s consolidated VIEs as of June 30, 2024 and December 31, 2023 include certain funds (“LFI Consolidated Funds”) that were established for the benefit of employees participating in the Company’s existing LFI deferred compensation arrangement. Lazard invests in these funds and is the investment manager and is therefore deemed to have both the power to direct the most significant activities of the funds and the right to receive benefits (or the obligation to absorb losses) that could potentially be significant to these funds. The assets of LFI Consolidated Funds, except as it relates to $ 73,053 and $ 113,174 of LFI held by Lazard Group as of June 30, 2024 and December 31, 2023, respectively, can only be used to settle the obligations of LFI Consolidated Funds. The Company’s consolidated VIE assets and liabilities for LFI Consolidated Funds as reflected in the condensed consolidated statements of financial condition consist of the following at June 30, 2024 and December 31, 2023.
June 30, 2024 December 31, 2023
ASSETS
Cash and cash equivalents $ 377 $ 4,627
Customers and other receivables 3,689 23,277
Investments 149,670 196,112
Other assets 724 683
Total assets $ 154,460 $ 224,699
LIABILITIES
Deposits and other customer payables $ 109 $ 23,498
Other liabilities 367 353
Total liabilities $ 476 $ 23,851
Lazard Growth Acquisition Corp. I
In addition, the Company’s consolidated VIEs for the six month period ended June 30, 2023 included Lazard Growth Acquisition Corp. I (“LGAC”), a former special purpose acquisition company. The Company held a controlling financial interest in LGAC through a subsidiary’s ownership of Class B founder shares of LGAC. As a result, both LGAC and the sponsor were consolidated in the Company’s financial statements.
“Redeemable noncontrolling interests” of $ 583,471 associated with the publicly held LGAC Class A ordinary shares were recorded on the Company’s consolidated statements of financial condition as of December 31, 2022 at redemption value and classified as temporary equity.
On February 23, 2023, LGAC redeemed all of its outstanding publicly held Class A ordinary shares as a result of LGAC not consummating a business combination within the time period required by its amended and restated memorandum and articles of association resulting in the distribution of $ 585,891 of the cash held in the trust account to the LGAC shareholders. The Company recognized $ 17,929 of losses on the liquidation of LGAC in “revenue-other” on the condensed consolidated statement of operations for the six month period ended June 30, 2023. In addition, $ 20,125 of non-cash deferred underwriting fees was no longer probable of being incurred and therefore was reversed from other liabilities to additional paid-in-capital.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.