Market Overview

Moelis & Company Reports Second Quarter 2018 Financial Results; Special Dividend of $1.50 Per Share in Addition to Regular Quarterly Dividend of $0.47 Per Share

Share:

Record Second Quarter and First Half Revenues

  • Second quarter revenues of $220.4 million, up 28% from the second
    quarter of 2017; first half revenues of $439.8 million, up 27% from
    the same period of 2017
  • GAAP net income of $0.72 per share (diluted) for the second quarter
    and $1.47 per share (diluted) for the first half of 2018; Adjusted net
    income of $0.78 per share (diluted) and $1.62 per share (diluted) for
    the second quarter and first half of 2018, respectively
  • Continued to execute on organic growth strategy
    • Added nine Managing Directors year to date through internal
      development and key external hires; hiring pipeline remains robust
  • Appointed Elizabeth Crain, Chief Operating Officer and Founding
    Partner, to our Board of Directors
  • Declared $1.97 per share in dividends, comprised of a $1.50 per share
    special dividend in addition to the $0.47 per share regular quarterly
    dividend
  • Strong balance sheet with cash and short term investments of $191.2
    million and no debt or goodwill

Moelis & Company (NYSE:MC) today reported financial results for the
second quarter ended June 30, 2018. The Firm's revenues of $220.4
million increased 28% over the prior year period and represented our
largest quarter of revenues since inception. The Firm reported second
quarter 2018 GAAP net income of $53.1 million, or $0.72 per share
(diluted), compared with $49.5 million, or $0.57 per share (diluted), in
the prior year period. On an Adjusted basis, the Firm reported net
income of $52.2 million, or $0.78 per share (diluted), for the second
quarter of 2018, which compares with $41.5 million of net income, or
$0.66 per share (diluted), in the prior year period. GAAP and Adjusted
net income in the second quarter of 2018 include tax benefits of $0.10
per share and $0.11 per share, respectively, related to the settlement
of share based awards.

First half 2018 revenues were a record $439.8 million and represented an
increase of 27% over the prior year period. GAAP net income for the
period was $107.1 million, or $1.47 per share (diluted), as compared
with $88.9 million, or $1.04 per share (diluted), in the prior year
period. On an Adjusted basis, the Firm reported net income of $108.0
million, or $1.62 per share (diluted), in the first half of 2018, as
compared with $75.1 million, or $1.20 per share (diluted), in the prior
year period. GAAP and Adjusted net income in the first half of 2018
include tax benefits of $0.28 per share and $0.30 per share,
respectively, related to the settlement of share based awards.

"Our record second quarter revenues reflect the strength of our
franchise as we continued to capitalize on a robust environment for M&A
and experienced growth across our additional strategic advisory
offerings. We expect to maintain our momentum as we continue to develop
the world's leading bankers and integrate them into a cohesive global
network that delivers exceptional client service around the world," said
Ken Moelis, Chairman and Chief Executive Officer.

"Our capital-light business model and focus on organic growth creates
substantial shareholder value, as evidenced by today's announcement of a
$1.50 per share special dividend in addition to our regular quarterly
dividend of $0.47 per share. Including today's announcement, we will
have returned over $10 per share in dividends over the last three years."

The Firm's revenues and net income can fluctuate materially depending
on the number, size and timing of completed transactions on which it
advised as well as other factors.
Accordingly, financial results
in any particular quarter may not be representative of future results
over a longer period of time.

Currently 70% of the operating partnership (Moelis & Company Group
LP) is owned by the corporate partner (Moelis & Company) and is subject
to corporate U.S. federal and state income tax. The remaining 30% is
owned by other partners of Moelis & Company Group LP and is primarily
subject to tax at the partner level (except for certain state and local
and foreign income taxes). The Adjusted results included herein remove
the impact of compensation expenses specifically related to the Firm's
IPO awards, and apply the corporate tax rate to all earnings under the
assumption that 100% of the Firm's second quarter 2018 income was taxed
at our corporate effective tax rate.
We believe the Adjusted
results, when presented together with comparable GAAP results, are
useful to investors to compare our performance across periods and to
better understand our operating results. A reconciliation between our
GAAP results and our Adjusted results is presented in the Appendix to
this press release.

GAAP and Adjusted (non-GAAP) Selected Financial
Data (Unaudited)

   
U.S. GAAP Adjusted (non-GAAP)*
Three Months Ended June 30,
($ in thousands except per share data) 2018   2017  

2018 vs.
2017
Variance

2018   2017  

2018 vs.
2017
Variance

 
Revenues $ 220,405 $ 172,149 28% $ 220,405 $ 172,149 28%
Income (loss) before income taxes 59,157 59,073 0% 59,859 60,073 0%
Provision for income taxes   6,027   9,549 -37%   7,651   18,590 -59%
Net income (loss) 53,130 49,524 7% 52,208 41,483 26%
 
Net income (loss) attributable to noncontrolling interests   17,440   29,794 -41%   -   - N/M
Net income (loss) attributable to Moelis & Company $ 35,690 $ 19,730 81% $ 52,208 $ 41,483 26%
 
Diluted earnings per share $ 0.72 $ 0.57 26% $ 0.78 $ 0.66 18%
 
N/M = not meaningful
* See Appendix for a reconciliation of GAAP to Adjusted (non-GAAP)
 
U.S. GAAP Adjusted (non-GAAP)*
Six Months Ended June 30,
($ in thousands except per share data) 2018 2017

2018 vs.
2017
Variance

2018 2017

2018 vs.
2017
Variance

 
Revenues $ 439,823 $ 345,407 27% $ 439,823 $ 345,407 27%
Income (loss) before income taxes 115,701 105,449 10% 117,413 107,613 9%
Provision for income taxes   8,590   16,546 -48%   9,394   32,468 -71%
Net income (loss) 107,111 88,903 20% 108,019 75,145 44%
 
Net income (loss) attributable to noncontrolling interests   38,096   53,895 -29%   -   - N/M
Net income (loss) attributable to Moelis & Company $ 69,015 $ 35,008 97% $ 108,019 $ 75,145 44%
 
Diluted earnings per share $ 1.47 $ 1.04 41% $ 1.62 $ 1.20 35%
 
N/M = not meaningful
* See Appendix for a reconciliation of GAAP to Adjusted (non-GAAP)
 

Revenues

We earned revenues of $220.4 million in the second quarter of 2018, as
compared with $172.1 million in the prior year period, representing an
increase of 28% and our largest quarter of revenues on record. This
compares favorably with a 12% decrease in the number of global completed
M&A transactions in the same period1. The increase in
revenues was driven by strong performance across our diverse platform,
with particular strength in our M&A-related activity. For the first half
of 2018, revenues were $439.8 million as compared with $345.4 million in
the same period of 2017, or an increase of 27%.

As a result of the adoption of ASC Topic 606, the Firm recognized
revenues of $36.9 million in the second quarter of 2018 related to
certain transactions which met all material conditions for completion in
the second quarter but closed during the third quarter of 2018. Prior to
January 1, 2018, revenue was generally recognized on the closing date of
the transaction. Our current period and first half 2018 revenues also
include billable expense revenues, in accordance with this new
accounting guidance. Prior to adoption, billable expenses were netted
against the corresponding non-compensation line item.

We continued to execute on our strategy of organic growth. In the first
half of 2018 we promoted five of our advisory professionals to Managing
Director and hired four external Managing Directors to enhance our
expertise in important sectors, products and regions. This includes a
veteran Managing Director that we announced since our last earnings
release who will provide financial and strategic advice to global
internet and digital media clients.

_______________________

1 Source: Thomson Financial as of July 3, 2018; includes all
transactions greater than $100 million in value

Expenses

The following tables set forth information relating to the Firm's
operating expenses, which are reported net of client expense
reimbursements for the 2017 periods presented.

   
U.S. GAAP Adjusted (non-GAAP)*
Three Months Ended June 30,
($ in thousands) 2018   2017  

2018 vs.
2017
Variance

2018   2017  

2018 vs.
2017
Variance

 
Expenses
Compensation and benefits $ 128,109 $ 100,808 27% $ 126,730 $ 99,808 27%
% of revenues 58.1% 58.6% 57.5% 58.0%
Non-compensation expenses $ 36,651 $ 28,633 28% $ 36,651 $ 28,633 28%
% of revenues 16.6% 16.6% 16.6% 16.6%
Total operating expenses $ 164,760 $ 129,441 27% $ 163,381 $ 128,441 27%
% of revenues 74.8% 75.2% 74.1% 74.6%
 
* See Appendix for a reconciliation of GAAP to Adjusted (non-GAAP)
 
   
U.S. GAAP Adjusted (non-GAAP)*
Six Months Ended June 30,
($ in thousands) 2018   2017  

2018 vs.
2017
Variance

2018   2017  

2018 vs.
2017
Variance

 
Expenses
Compensation and benefits $ 255,286 $ 202,534 26% $ 252,897 $ 200,370 26%
% of revenues 58.0% 58.6% 57.5% 58.0%
Non-compensation expenses $ 73,823 $ 57,131 29% $ 73,823 $ 57,131 29%
% of revenues 16.8% 16.5% 16.8% 16.5%
Total operating expenses $ 329,109 $ 259,665 27% $ 326,720 $ 257,501 27%
% of revenues 74.8% 75.2% 74.3% 74.6%
 
* See Appendix for a reconciliation of GAAP to Adjusted (non-GAAP)
 

Total operating expenses on a GAAP basis were $164.8 million in the
second quarter and $329.1 million in the first half of 2018. On an
Adjusted basis, operating expenses were $163.4 million in the second
quarter of 2018 as compared with $128.4 million in the second quarter of
2017, and $326.7 million in the first half of 2018 as compared with
$257.5 million in the prior year period. The increase in operating
expenses in both periods was associated with increased revenues, which
drove increased compensation and benefits expenses, as well as higher
non-compensation expenses.

Compensation and benefits expenses on a GAAP basis were $128.1 million
in the second quarter and $255.3 million in the first half of 2018.
Adjusted compensation and benefits expenses (which exclude the
amortization of IPO awards for the reported periods) were $126.7 million
and $252.9 million in the second quarter and first half of 2018,
respectively. This compares with $99.8 million and $200.4 million in the
second quarter and first half of 2017, respectively. The Adjusted
compensation and benefits ratio in both the current period and first
half of 2018 was consistent at 57.5%.

Non-compensation expenses on a GAAP and Adjusted basis were $36.7
million in the second quarter of 2018 as compared with $28.6 million in
the prior year period. Our non-compensation expense ratio was 16.6% in
both the current and prior year quarters. In the first half of 2018,
GAAP and Adjusted non-compensation expenses were $73.8 million as
compared with $57.1 million in the same period of the prior year, and
the non-compensation expense ratio increased to 16.8% from 16.5%. The
increase in non-compensation expenses primarily resulted from the
absence of contra expenses related to client reimbursements, as well as
increased recruiting and transaction related charges associated with
increased revenues.

Other Income

   
U.S. GAAP Adjusted (non-GAAP)*
Three Months Ended June 30,
($ in thousands) 2018   2017  

2018 vs.
2017
Variance

2018   2017  

2018 vs.
2017
Variance

 
Other income (expenses) $ 1,286 $ 17,695 N/M $ 609 $ 17,695 N/M
 
N/M = not meaningful
* See Appendix for a reconciliation of GAAP to Adjusted (non-GAAP)
 
U.S. GAAP Adjusted (non-GAAP)*
Six Months Ended June 30,
($ in thousands) 2018 2017

2018 vs.
2017
Variance

2018 2017

2018 vs.
2017
Variance

 
Other income (expenses) $ 1,873 $ 17,933 N/M $ 1,196 $ 17,933 N/M
 
N/M = not meaningful
* See Appendix for a reconciliation of GAAP to Adjusted (non-GAAP)
 

Other income on a GAAP basis was $1.3 million in the second quarter and
$1.9 million in the first half of 2018. On an Adjusted basis, other
income was $0.6 million in the second quarter and $1.2 million in the
first half of 2018. This compares to other income of $17.7 million and
$17.9 million in the second quarter and first half of 2017,
respectively. In the second quarter of 2017, we recorded a gain of $17.5
million related to our investment in Moelis Australia resulting from its
issuance of new shares in connection with its IPO and acquisition of an
asset manager. No such gains were recorded in the current periods.

Provision for Income Taxes

The corporate partner (Moelis & Company) currently owns 70% of the
operating partnership (Moelis & Company Group LP) and is subject to
corporate U.S. federal and state income tax. Income on the remaining 30%
continues to be subject to New York City unincorporated business tax and
certain foreign income taxes and is accounted for at the partner level
through the non-controlling interests line item. For Adjusted purposes,
we have assumed that 100% of the Firm's second quarter 2018 income was
taxed at our corporate effective tax rate of 12.8%, versus 30.9% in the
prior year period. The decrease in the tax rate is primarily
attributable to a tax benefit related to the appreciation of the
Company's stock price from employee equity grant date to delivery date,
as well as the enactment of the Tax Cuts and Jobs Act in 2017, which
reduced the U.S. federal corporate income tax rate from 35% to 21%
beginning January 1, 2018.

Capital Management and Balance Sheet

On July 20, 2018, the Board of Directors of Moelis & Company declared a
special dividend of $1.50 per share in addition to a regular quarterly
dividend of $0.47 per share. The $1.97 per share will be paid on
September 12, 2018 to common stockholders of record on August 2, 2018.

Moelis & Company continues to maintain a strong financial position, and
as of June 30, 2018, we held cash and liquid investments of $191.2
million and had no debt or goodwill on our balance sheet.

Corporate Governance

On July 20, 2018, the Board of Directors elected Elizabeth Crain, Chief
Operating Officer and Founding Partner, as a director of the Company.
She replaces J. Richard Leaman III, who will continue in his role as
Vice Chairman of the Firm.

Earnings Call

We will host a conference call beginning at 5:00pm ET on Monday, July
23, 2018, accessible via telephone and the internet. Ken Moelis,
Chairman and Chief Executive Officer, and Joe Simon, Chief Financial
Officer, will review our second quarter 2018 financial results.
Following the review, there will be a question and answer session.

Investors and analysts may participate in the live conference call by
dialing 1-877-510-3938 (domestic) or 1-412-902-4137 (international) and
referencing the Moelis & Company Second Quarter 2018 Earnings Call.
Please dial in 15 minutes before the conference call begins. The
conference call will also be accessible as a listen-only audio webcast
through the Investor Relations section of the Moelis & Company website
at www.moelis.com.

For those unable to listen to the live broadcast, a replay of the call
will be available for one month via telephone starting approximately one
hour after the live call ends. The replay can be accessed at
1-877-344-7529 (domestic) or 1-412-317-0088 (international); the
conference number is 10121797.

About Moelis & Company

Moelis & Company is a leading global independent investment bank that
provides innovative strategic advice and solutions to a diverse client
base, including corporations, governments and financial sponsors. The
Firm assists its clients in achieving their strategic goals by offering
comprehensive integrated financial advisory services across all major
industry sectors. Moelis & Company's experienced professionals advise
clients on their most critical decisions, including mergers and
acquisitions, recapitalizations and restructurings, capital markets
transactions, and other corporate finance matters. The Firm serves its
clients from 19 geographic locations in North and South America, Europe,
the Middle East, Asia and Australia. For further information, please
visit: www.moelis.com
or follow us on Twitter @Moelis.

Forward-Looking Statements

This press release contains forward-looking statements, which reflect
the Firm's current views with respect to, among other things, its
operations and financial performance. You can identify these
forward-looking statements by the use of words such as "outlook,"
"believes," "expects," "potential," "continues," "may," "will,"
"should," "seeks," "target," "approximately," "predicts," "intends,"
"plans," "estimates," "anticipates" or the negative version of these
words or other comparable words. Such forward-looking statements are
subject to various risks and uncertainties. Accordingly, there are or
will be important factors that could cause actual outcomes or results to
differ materially from those indicated in these statements. For a
further discussion of such factors, you should read the Firm's filings
with the Securities and Exchange Commission. The Firm undertakes no
obligation to publicly update or review any forward-looking statement,
whether as a result of new information, future developments or otherwise.

Non-GAAP Financial Measures

Adjusted results are a non-GAAP measure which better reflect
management's view of operating results. We believe that the disclosed
Adjusted measures and any adjustments thereto, when presented in
conjunction with comparable GAAP measures, are useful to investors to
understand the Firm's operating results by removing the significant
accounting impact of one-time charges associated with the Firm's IPO and
assuming all Class A partnership units have been exchanged into Class A
common stock. These measures should not be considered a substitute for,
or superior to, measures of financial performance prepared in accordance
with GAAP. A reconciliation of GAAP results to Adjusted results is
presented in the Appendix.

Appendix

GAAP Consolidated Statement of Operations (Unaudited)

Reconciliation of GAAP to Adjusted (non-GAAP) Financial Information
(Unaudited)

 

Moelis & Company

GAAP Consolidated Statement of Operations
Unaudited
(dollars in thousands, except for share and per share data)
   

Three Months Ended

June 30,

Six Months Ended

June 30,

2018   2017 2018   2017
 
Revenues $ 220,405 $ 172,149 $ 439,823 $ 345,407
 
Expenses
Compensation and benefits 128,109 100,808 255,286 202,534
Occupancy 4,550 4,097 9,133 8,277
Professional fees 6,574 3,939 12,258 9,180
Communication, technology and information services 7,317 6,738 14,450 12,209
Travel and related expenses 10,851 8,105 22,411 14,696
Depreciation and amortization 1,100 822 2,155 1,679
Other expenses   6,259   4,932     13,416   11,090
Total expenses   164,760   129,441     329,109   259,665
 
Operating income (loss) 55,645 42,708 110,714 85,742
Other income (expenses) 1,286 17,695 1,873 17,933
Income (loss) from equity method investments   2,226   (1,330 )   3,114   1,774
Income (loss) before income taxes 59,157 59,073 115,701 105,449
Provision for income taxes   6,027   9,549     8,590   16,546
Net income (loss) 53,130 49,524 107,111 88,903
 
Net income (loss) attributable to noncontrolling interests   17,440   29,794     38,096   53,895
Net income (loss) attributable to Moelis & Company $ 35,690 $ 19,730   $ 69,015 $ 35,008
 

Weighted-average shares of Class A common stock outstanding

Basic   41,750,396   28,165,552     38,938,952   27,325,145
Diluted   49,280,107   34,374,882     46,991,421   33,752,139
Net income (loss) attributable to holders of shares of Class A
common stock per share
Basic $ 0.85 $ 0.70   $ 1.77 $ 1.28
Diluted $ 0.72 $ 0.57   $ 1.47 $ 1.04
 
 
Moelis & Company
Reconciliation of GAAP to Adjusted (non-GAAP) Financial
Information
Unaudited
(dollars in thousands, except share and per share data)
 
Three Months Ended June 30, 2018
Adjusted Items GAAP   Adjustments

Adjusted

(non-GAAP)

 
Compensation and benefits $ 128,109 ($1,379 )

(a)(b)

$ 126,730
 
Operating income (loss) 55,645 1,379 57,024
Other income (expenses) 1,286 (677 )

(b)

609
 
Income (loss) before income taxes 59,157 702 59,859
Provision for income taxes   6,027   1,624   (c)   7,651
Net income (loss) 53,130 (922 ) 52,208
 
Net income (loss) attributable to noncontrolling interests   17,440   (17,440 )   -
Net income (loss) attributable to Moelis & Company $ 35,690 $ 16,518   $ 52,208
 

Weighted-average shares of Class A common stock outstanding

Basic   41,750,396   17,909,824   (d)   59,660,220
Diluted   49,280,107   17,909,824   (d)   67,189,931
Net income (loss) attributable to holders of shares of Class A
common stock per share
Basic $ 0.85 $ 0.88
Diluted $ 0.72 $ 0.78
 
 
(a) Expense associated with the amortization of Restricted Stock Units
("RSUs") and stock options granted in connection with the IPO. In
accordance with GAAP, amortization expense of RSUs and stock options
granted in connection with the IPO will be recognized over the five
year vesting period; we will continue to adjust for this expense due
to the one-time nature of the grant.
 
(b) Reflects a reclassification of other income associated with the
forfeiture of fully vested Class A partnership units to compensation
and benefits expense.
 
(c) An adjustment has been made to illustrate the result as if 100% of
the Firm's income is being taxed at our corporate effective tax rate
of 12.8% for the period stated, which includes the excess tax
benefit of $7.4 million related to the settlement of share-based
awards. Excluding such discrete benefit, our effective tax rate for
the period presented would have been 25.2%.
 
(d) Assumes all outstanding Class A partnership units have been
exchanged into Class A common stock.
 
 
Three Months Ended June 30, 2017
Adjusted Items GAAP   Adjustments

Adjusted

(non-GAAP)

 
Compensation and benefits $ 100,808 ($1,000 ) (a) $ 99,808
 
Income (loss) before income taxes 59,073 1,000 60,073
Provision for income taxes   9,549   9,041   (b)   18,590
Net income (loss) 49,524 (8,041 ) 41,483
 

Net income (loss) attributable to noncontrolling interests

  29,794   (29,794 )   -
Net income (loss) attributable to Moelis & Company $ 19,730 $ 21,753   $ 41,483
 

Weighted-average shares of Class A common stock outstanding

Basic   28,165,552   28,597,043   (c)   56,762,595
Diluted   34,374,882   28,597,043   (c)   62,971,925

Net income (loss) attributable to holders of shares of Class A
common stock per share

Basic $ 0.70 $ 0.73
Diluted $ 0.57 $ 0.66
 
 
(a) Expense associated with the amortization of RSUs and stock options
granted in connection with the IPO. In accordance with GAAP,
amortization expense of RSUs and stock options granted in connection
with the IPO will be recognized over the five year vesting period;
we will continue to adjust for this expense due to the one-time
nature of the grant.
 
(b) An adjustment has been made to illustrate the result as if 100% of
the Firm's income is being taxed at our corporate effective tax rate
of 30.9% for the period stated, which includes the excess tax
benefit of $4.9 million related to the settlement of share-based
awards. Excluding such discrete benefit, our effective tax rate for
the period presented would have been 39.1%.
 
(c) Assumes all outstanding Class A partnership units have been
exchanged into Class A common stock.
 
 
Six Months Ended June 30, 2018
Adjusted Items GAAP   Adjustments

Adjusted

(non-GAAP)

 
Compensation and benefits $ 255,286 ($2,389 ) (a)(b) $ 252,897
 
Operating income (loss) 110,714 2,389 113,103
Other income (expenses) 1,873 (677 ) (b) 1,196
 
Income (loss) before income taxes 115,701 1,712 117,413
Provision for income taxes   8,590   804   (c)   9,394
Net income (loss) 107,111 908 108,019
 

Net income (loss) attributable to noncontrolling interests

  38,096   (38,096 )   -

Net income (loss) attributable to Moelis & Company

$ 69,015 $ 39,004   $ 108,019
 

Weighted-average shares of Class A common stock outstanding

Basic   38,938,952   19,867,495   (d)   58,806,447
Diluted   46,991,421   19,867,495   (d)   66,858,916

Net income (loss) attributable to holders of shares of Class A
common stock per share

Basic $ 1.77 $ 1.84
Diluted $ 1.47 $ 1.62
 
 
(a) Expense associated with the amortization of RSUs and stock options
granted in connection with the IPO. In accordance with GAAP,
amortization expense of RSUs and stock options granted in connection
with the IPO will be recognized over the five year vesting period;
we will continue to adjust for this expense due to the one-time
nature of the grant.
 
(b) Reflects a reclassification of other income associated with the
forfeiture of fully vested Class A partnership units to compensation
and benefits expense.
 
(c) An adjustment has been made to illustrate the result as if 100% of
the Firm's income is being taxed at our corporate effective tax rate
of 8.0% for the period stated, which includes the excess tax benefit
of $20.2 million related to the settlement of share-based awards.
Excluding such discrete benefit, our effective tax rate for the
period presented would have been 25.2%.
 
(d) Assumes all outstanding Class A partnership units have been
exchanged into Class A common stock.
 
 
Six Months Ended June 30, 2017
Adjusted Items GAAP   Adjustments

Adjusted

(non-GAAP)

 
Compensation and benefits $ 202,534 ($2,164 ) (a) $ 200,370
 
Income (loss) before income taxes 105,449 2,164 107,613
Provision for income taxes   16,546   15,922   (b)   32,468
Net income (loss) 88,903 (13,758 ) 75,145
 
Net income (loss) attributable to noncontrolling interests   53,895   (53,895 )   -
Net income (loss) attributable to Moelis & Company $ 35,008 $ 40,137   $ 75,145
 

Weighted-average shares of Class A common stock outstanding

Basic   27,325,145   28,836,375   (c)   56,161,520
Diluted   33,752,139   28,836,375   (c)   62,588,514
Net income (loss) attributable to holders of shares of Class A
common stock per share
Basic $ 1.28 $ 1.34
Diluted $ 1.04 $ 1.20
 
 
(a) Expense associated with the amortization of RSUs and stock options
granted in connection with the IPO. In accordance with GAAP,
amortization expense of RSUs and stock options granted in connection
with the IPO will be recognized over the five year vesting period;
we will continue to adjust for this expense due to the one-time
nature of the grant.
 
(b) An adjustment has been made to illustrate the result as if 100% of
the Firm's income is being taxed at our corporate effective tax rate
of 30.2% for the period stated, which includes the excess tax
benefit of $9.4 million related to the settlement of share-based
awards. Excluding such discrete benefit, our effective tax rate for
the period presented would have been 38.9%.
 
(c) Assumes all outstanding Class A partnership units have been
exchanged into Class A common stock.

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