WESTWOOD HOLDINGS GROUP INC
For the period ended Jun 30, 2024. Filed Jul 31, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Jul 31, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-01.
0001165002-24-000039
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-07-31.
0001165002-24-000065
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 105 previous paragraphs and 111 current paragraphs.
87 unchanged; 17 reworded; 5 added; 1 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (5)
Current report
The change in AUM for the three months ended June 30, 2024 was due to net outflows of $0.3 billion.
Current report
Six months ended June 30, 2024 compared to the six months ended June 30, 2023
Current report
The $0.3 billion increase in AUM for the six months ended June 30, 2024 was due to market appreciation of $0.8 billion offset by net outflows of $0.5 billion. Net outflows were primarily related to our LargeCap Value strategy.
Current report
Six months ended June 30, 2024 compared to six months ended June 30, 2023
Current report
(Gain) loss from change in fair value of contingent consideration. We recorded a gain of $1.9 million upon the remeasurement of contingent consideration of the 2022 Salient acquisition primarily due to changes in growth projections and revised asset flow expectations.
Removed paragraphs (1)
Previous report
volatility assumptions.
Reworded paragraphs (17)
Previous wording
Our revenues are generally derived from fees based on a percentage of AUM and AUA, and Westwood Management and Westwood Trust collectively had AUM of approximately $16.2 billion and AUA of approximately $1.0 billion at March 31, 2024. We have established a track record of delivering competitive, risk-adjusted returns for our clients.
Current wording
Our revenues are generally derived from fees based on a percentage of AUM and AUA, and Westwood Management and Westwood Trust collectively had AUM of approximately $15.8 billion and AUA of approximately $1.0 billion at June 30, 2024. We have established a track record of delivering competitive, risk-adjusted returns for our clients.
Previous wording
Firm-wide assets under management of $17.2 billion at March 31, 2024 consisted of $16.2 billion of AUM and $1.0 billion of AUA.
Current wording
Firm-wide assets under management of $16.8 billion at June 30, 2024 consisted of $15.8 billion of AUM and $1.0 billion of AUA.
Previous wording
AUM increased $1.2 billion to $16.2 billion at March 31, 2024 compared with $15.0 billion at March 31, 2023. The average of beginning and ending AUM for the first quarter of 2024 was $15.8 billion compared to $14.9 billion for the first quarter of 2023.
Current wording
AUM increased $0.8 billion to $15.8 billion at June 30, 2024 compared with $15.0 billion at June 30, 2023. The average of beginning and ending AUM for the second quarter of 2024 was $16.0 billion compared to $14.9 billion for the second quarter of 2023.
Previous wording
The change in AUM for the three months ended March 31, 2024 was due to market appreciation of $0.9 billion and net outflows of $0.2 billion. Net outflows were primarily related to our LargeCap Value strategy.
Current wording
The change in AUM for the three months ended June 30, 2023 was due to market appreciation of $0.5 billion offset by net outflows of $0.5 billion. Net outflows were primarily related to our Income Opportunity strategy.
Previous wording
The $0.2 billion increase in AUM for the three months ended March 31, 2023 was due to market appreciation of $0.3 billion and net outflows of $0.1 billion. Net outflows were primarily related to our Quality AllCap strategy.
Current wording
The $0.2 billion increase in AUM for the six months ended June 30, 2023 was due to market appreciation of $0.8 billion and net outflows of $0.6 billion. Net outflows were primarily related to our Income Opportunity and Quality AllCap strategies.
Previous wording
The following table (dollars in thousands) and discussion of our results of operations are based upon data derived from the Condensed Consolidated Statements of Comprehensive Income contained in our Condensed Consolidated Financial Statements and should be read in conjunction with those statements included elsewhere in this report.
Current wording
The following table (dollars in thousands) and discussion of our results of operations are based upon data derived from the Condensed Consolidated Statements of Comprehensive Income (Loss) contained in our Condensed Consolidated Financial Statements and should be read in conjunction with those statements included elsewhere in this report.
Previous wording
(Gain) loss from change in fair value of contingent consideration. We recorded a gain of $2.9 million upon the
Current wording
(Gain) loss from change in fair value of contingent consideration. We recorded a loss of $4.8 million upon the
Previous wording
remeasurement of contingent consideration of the Salient Acquisition primarily due to changes in growth projections and
Current wording
remeasurement of contingent consideration of the Salient Acquisition primarily due to changes in growth projections following asset appreciation in the quarter and revised asset flow expectations.
Previous wording
Income tax provision. Our effective tax rate differed from the 21% statutory rate for the first quarter of 2024 primarily due to permanent differences between book and tax restricted stock expense based on a decrease in our stock price between the restricted stock grant and vesting dates.
Current wording
Income tax provision. Our effective tax rate differed from the 21% statutory rate for the second quarter of 2024 primarily due to permanent differences between book and tax restricted stock expense based on a decrease in our stock price between the restricted stock grant and vesting dates.
Previous wording
As supplemental information, we are providing non-GAAP performance measures that we refer to as Economic Earnings and Economic EPS. We provide these measures in addition to, not as a substitute for, comprehensive income attributable to Westwood Holdings Group, Inc. and earnings per share, which are reported on a GAAP basis. Our management and Board of Directors review Economic Earnings and Economic EPS to evaluate our ongoing performance, allocate resources, and review our dividend policy. We believe that these non-GAAP performance measures, while not substitutes for GAAP comprehensive income attributable to Westwood Holdings Group, Inc. or earnings per share, are useful for management and investors when evaluating our underlying operating and financial performance and our available resources. We do not advocate that investors consider these non-GAAP measures without also considering financial information prepared in accordance with GAAP.
Current wording
As supplemental information, we are providing non-GAAP performance measures that we refer to as Economic Earnings (Loss) and Economic EPS. We provide these measures in addition to, not as a substitute for, comprehensive income (loss) attributable to Westwood Holdings Group, Inc. and earnings (loss) per share, which are reported on a GAAP basis. Our management and Board of Directors review Economic Earnings (Loss) and Economic EPS to evaluate our ongoing performance, allocate resources, and review our dividend policy. We believe that these non-GAAP performance measures, while not substitutes for GAAP comprehensive income (loss) attributable to Westwood Holdings Group, Inc. or earnings (loss) per share, are useful for management and investors when evaluating our underlying operating and financial performance and our available resources. We do not advocate that investors consider these non-GAAP measures without also considering financial information prepared in accordance with GAAP.
Previous wording
We define Economic Earnings as comprehensive income attributable to Westwood Holdings Group, Inc. plus non-cash equity-based compensation expense, amortization of intangible assets and deferred taxes related to goodwill. Although depreciation on fixed assets is a non-cash expense, we do not add it back when calculating Economic Earnings because depreciation charges represent an allocation of the decline in the value of the related assets that will ultimately require replacement. Although gains and losses from changes in the fair value of contingent consideration are non-cash, we do not add or subtract those back when calculating Economic Earnings because gains and losses on changes in the fair value of contingent consideration are considered regular following an acquisition. In addition, we do not adjust Economic Earnings for tax deductions related to restricted stock expense or amortization of intangible assets. Economic EPS represents Economic Earnings divided by diluted weighted average shares outstanding.
Current wording
We define Economic Earnings (Loss) as comprehensive income (loss) attributable to Westwood Holdings Group, Inc. plus non-cash equity-based compensation expense, amortization of intangible assets and deferred taxes related to goodwill. Although depreciation on fixed assets is a non-cash expense, we do not add it back when calculating Economic Earnings (Loss) because depreciation charges represent an allocation of the decline in the value of the related assets that will ultimately require replacement. Although gains and losses from changes in the fair value of contingent consideration are non-cash, we do not add or subtract those back when calculating Economic Earnings (Loss) because gains and losses on changes in the fair value of contingent consideration are considered regular following an acquisition. In addition, we do not adjust Economic Earnings (Loss) for tax deductions related to restricted stock expense or amortization of intangible assets. Economic EPS represents Economic Earnings (Loss) divided by diluted weighted average shares outstanding.
Previous wording
The following tables (in thousands, except share and per share amounts) provide a reconciliation of comprehensive income attributable to Westwood Holdings Group, Inc. to Economic Earnings and Economic Earnings by segment. We have included the tax impact of adjustments for all periods presented.
Current wording
The following tables (in thousands, except share and per share amounts) provide a reconciliation of comprehensive income (loss) attributable to Westwood Holdings Group, Inc. to Economic Earnings (Loss) and Economic Earnings (Loss) by segment. We have included the tax impact of adjustments for all periods presented.
Previous wording
We had cash and short-term investments of $46.6 million and $53.1 million as of March 31, 2024 and December 31, 2023, respectively. At March 31, 2024 and December 31, 2023, working capital aggregated $51.9 million and $53.6 million, respectively.
Current wording
We had cash and short-term investments of $44.1 million and $53.1 million as of June 30, 2024 and December 31, 2023, respectively. At June 30, 2024 and December 31, 2023, working capital aggregated $50.5 million and $53.6 million, respectively.
Previous wording
During the three months ended March 31, 2024, cash flow provided by operating activities was $8.1 million, which included net sales of current investments of $12.4 million and a reduction in compensation and benefits payable of $6.6 million. During the three months ended March 31, 2023, cash flow used in operating activities was $3.2 million, which included a reduction in compensation and benefits payable of $5.6 million.
Current wording
During the six months ended June 30, 2024, cash flow provided by operating activities was $11.7 million, which included net sales of current investments of $11.4 million, partially to pay compensation and benefits payable, and a reduction in compensation and benefits payable of $4.2 million. During the six months ended June 30, 2023, cash flow used in operating activities was $3.9 million, which included net sales of current investments of $7.1 million and a reduction in compensation and benefits payable of $3.3 million.
Previous wording
Cash flow used in investing activities during the three months ended March 31, 2024 was related to the acquisition of property and equipment. Cash flow used in investing activities during the three months ended March 31, 2023 was primarily for the Broadmark Acquisition.
Current wording
Cash flow used in investing activities during the six months ended June 30, 2024 was related to the purchase of investments. Cash flow used in investing activities during the six months ended June 30, 2023 was primarily for the Broadmark Acquisition.
Previous wording
Cash flows used in financing activities of $2.7 million for the three months ended March 31, 2024 and 2023 reflected the payment of dividends and restricted stock returned for the payment of taxes.
Current wording
Cash flows used in financing activities of $6.8 million for the six months ended June 30, 2024 reflected the payment of dividends, deferred contingent consideration payments, purchases of treasury stock and restricted stock returned for the payment of taxes. Cash flows used in financing activities of $3.9 million for the six months ended June 30, 2023 reflected the payment of dividends and restricted stock returned for the payment of taxes.
Previous wording
Westwood Trust is required to maintain cash and investments in an amount equal to the minimum restricted capital of $4.0 million, as required by the Texas Finance Code. Restricted capital is included in Investments in the accompanying Condensed Consolidated Balance Sheets. At March 31, 2024, Westwood Trust had approximately $10.2 million in excess of its minimum capital requirement.
Current wording
Westwood Trust is required to maintain cash and investments in an amount equal to the minimum restricted capital of $4.0 million, as required by the Texas Finance Code. Restricted capital is included in Investments in the accompanying Condensed Consolidated Balance Sheets. At June 30, 2024, Westwood Trust had approximately $12.4 million in excess of its minimum capital requirement.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Total revenues. Total revenues for the six months ended June 30, 2024 were comparable to revenues for the six months ended June 30, 2023.
Current report — wording carried from elsewhere
Income tax provision. Our effective tax rate for the six months ended June 30, 2024 differed from the 21% statutory rate for 2024 primarily due to permanent differences between book and tax restricted stock expense based on a decrease in our stock price between the restricted stock grant and vesting dates and the discrete impact of life insurance proceeds received in 2023.