AlTi Global Inc
For the period ended Jun 30, 2024. Filed Aug 9, 2024.
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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 Aug 9, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-10.
0001628280-24-022638
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-08-09.
0001628280-24-036413
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 183 previous paragraphs and 201 current paragraphs.
113 unchanged; 56 reworded; 28 added; 10 removed; 4 previous and 4 current paragraphs rearranged.
Tables are not compared: 9 previous and 15 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 (28)
Current report
Subsequent to June 30, 2024, management has commenced a strategic review of certain businesses within the currently defined Strategic Alternatives segment. This review, which is expected to be completed by the end of the third quarter of 2024, will consider, among other things, potential changes to our legal entity structure as well as the components included within the operating segments outlined above. Refer to Note 21 (Subsequent Events) in our accompanying interim consolidated financial statements for further details.
Current report
Real Estate Co-investment
Current report
Stock market gains in Q2 also benefited from signs that U.S. inflation in the months of May and June has come in lower than expectations and is resuming its downtrend, after having stalled in Q1. This in combination with signs of cooling in the U.S. labor market (the unemployment ticking up to above 4% and recent increases in unemployment claims) and weakness in manufacturing data have increased expectations that the Federal Reserve will be able to cut short-term rates starting in September. Better disinflationary data in Europe, the UK and Canada have also led these central banks to cut short-term rates. China has embarked on further easing its monetary policy to help achieve its GDP growth target for 2024 of 5%. Economic growth and thus earnings globally are expected to benefit from these rate-cutting decisions.
Current report
(e)Represents the change in unrealized gains/losses related to Investments held at fair value and includes the non-recurring realized gain for the sale of FOS ($9.4 million).
Current report
(f)Represents the change in unrealized gains/losses related to Investments held at fair value and includes the non-recurring realized gain for the sale of FOS ($9.4 million).
Current report
(g)Represents the change in fair value of the earn-out liability.
Current report
Incentive fees. Incentive fees were $(0.4) million lower for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023. The prior period included the impact of higher investor redemptions in the Arbitrage strategy within our Strategic Alternatives segment, resulting in higher crystallized incentive fees.
Current report
Distributions from investments. Distributions from investments in Strategic Alternatives were also essentially flat period over period, with an increase of $37.0 thousand for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023. Higher distributions related to management fees from the European Equities strategy were largely offset by lower distributions related to management fees from the Real Estate Bridging strategy.
Current report
Compensation Expense. The increase in compensation expense of $4.9 million for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 was primarily driven by the inclusion of EEA in our results this quarter and higher equity based compensation in the current year period.
Current report
Non-compensation Expense. The decrease in non-compensation expenses of $(4.9) million for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023 was primarily driven by lower professional fees, which declined $7.3 million compared to the prior year period, as we continue to work to rationalize spend on consultants and outside advisors, partially offset by higher technology, marketing and distribution and occupancy expenses.
Current report
Other income (expenses) for the three months ended June 30, 2024 declined by $(20.5) million as compared to the three months ended June 30, 2023. The prior year period included unrealized gains of $66.1 million related to earn-out liabilities arising primarily from the Business Combination. In the current period, an unrealized loss of $1.9 million was recorded on earn-out liabilities. This decline was partially offset by lower impairment losses in the current period. The prior period included a $29.4 million impairment of intangibles related to the deconsolidation of AHRA, while the current period included $0.7 million related to impairment of customer intangibles. In addition, gains on investments in the current quarter of $12.6 million were $17.4 million higher than the prior year period. In the current quarter we recorded a $9.4 million realized gain on the disposal of the FOS business, a $5.6 million unrealized gain in connection with the purchase acquisition accounting for Pointwise and net unrealized gains of $1.7 million related to investments in external managers. These gains were offset by impairment and disposal losses on real estate related equity method investments. In the prior year period we recorded a $4.8 million net loss on investments.
Current report
Revenue
Current report
Management/Advisory fees. Management and advisory fees for the the six months ended June 30, 2024 are essentially flat compared to the six months ended June 30, 2023. Higher management and advisory fees in the current period in Wealth Management, driven by the inclusion of East End Advisors in our results and due to market performance and other organic growth over the past year, was offset by lower management fees in Strategic Alternatives, reflecting the disposition of LRA on March 6, 2024, the deconsolidation of AHRA as of the end of the prior year period and the repositioning of that segment over the past year.
Current report
Incentive fees. Incentive fees for the six months ended June 30, 2024 decreased by $0.8 million compared to the six months ended June 30, 2023, as the prior year period included the impact of higher investor redemptions in the Arbitrage strategy within our Strategic Alternatives segment, resulting in higher crystallized incentive fees.
Current report
Non-compensation Expense. The decrease in non-compensation expenses of $(17.3) million for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 was primarily driven by lower professional fees, which declined $18.8 million compared to the prior year period, as we continue to work to rationalize spend on consultants and outside advisors, and lower depreciation and amortization expense, partially offset by higher technology, marketing and distribution and occupancy expenses.
Current report
Other income (expenses)
Current report
Other income (expenses) for the six months ended June 30, 2024 increased by $58.5 million as compared to the six months ended June 30, 2023. The prior year period included a $29.4 million impairment of intangibles related to the deconsolidation of AHRA, while the current year period included $0.7 million related to impairment of customer intangibles. In addition, the prior period included $12.9 million of losses on warrants originally issued in connection with the Business Combination, that were exchanged for common stock during the prior year period. Further, the prior year period included a loss on investments and on the Tax Receivable Agreement, compared to gains in the current year period. These period over period increases in Other income were partially offset by higher interest expense, which was $3.1 million higher in the current year period.
Current report
Taxes
Current report
The Company's effective tax rate was (3.2)% for the six months ended June 30, 2024 compared to 14.8% for six months ended June 30, 2023. The effective tax rate for the 6-month period ending June 30, 2023 differs from the statutory U.S. corporate tax rate primarily due to the tax implications of the legal entity organizational changes which occurred with respect to the Business Combination, the tax impact of mark-to-market losses associated with contingent liabilities and equity consideration in the Business Combination, and nondeductible professional fees incurred in connection with the Business Combination. The effective tax rate for the 6-month period ending June 30, 2024 differs from this rate for the 6-month period ending June 30, 2023 generally due to the impact of a forecasted valuation allowance with respect to deferred tax assets generated in the Company’s subsidiaries in the U.K., the portion of income allocated to noncontrolling interests, and an increase in the Company’s net income in the current period, as compared to the prior period.
Current report
On May 15, 2024, in accordance with the Constellation Investment Agreement, the Company completed the sale to Constellation of 35,000 additional shares of Series C Preferred Stock for a purchase price equal to $35 million and issued to Constellation additional warrants to purchase 466,667 shares of the Company’s Class A Common Stock. As of June 30, 2024, none of the Constellation Warrants have been exercised.
Current report
For the Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023
Current report
Net cash used in investing activities of $(23.7) million during the six months ended June 30, 2024 resulted primarily from deployment of approximately $70 million of capital related to the acquisition of EEA and PW, partially offset by approximately $49 million of proceeds from the sale of FOS and LRA.
Current report
Net cash used in investing activities of $128.5 million during the six months ended June 30, 2023 resulted primarily from transactions with legacy TWMH and TIG shareholders in connection with the Business Combination, as well as the acquisition of ALWP and additional investments in certain external managers.
Current report
Net cash provided by financing activities of $29.7 million for the six months ended June 30, 2023, primarily reflects the net proceeds from issuance and retirement of debt, partially offset by member distributions.
Current report
East End Advisors Contingent Consideration
Current report
On April 1, 2024, the Company acquired all of the issued and outstanding ownership and membership interests of EEA. The EEA Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration transferred was $93.1 million. Included in the total purchase consideration is estimated contingent consideration of $23.3 million, for which the Company may be required to make additional cash payments contingent on the future EBITDA performance targets between the closing date and the fifth anniversary of the closing date. The contingent consideration was measured at fair value at the acquisition date and recorded as within the Earn-out liability line item in the Condensed Consolidated Statement of Financial Position.
Current report
Pointwise Deferred Consideration
Current report
On May 9, 2024, AlTi acquired the remaining 50% of the issued and outstanding ownership and membership interest of PW, increasing its interest from 50% to 100%. The PW Acquisition was accounted for using the acquisition method of accounting and the fair value of the total purchase consideration was $8.0 million. The total purchase consideration transferred includes cash consideration, equity consideration and estimated deferred consideration of $3.3 million. The deferred consideration was measured at fair value at the acquisition date and recorded within the Other liabilities line item in the Condensed Consolidated Statement of Financial Position.
Removed paragraphs (10)
Previous report
Co-investment
Previous report
Real Estate Fund
Previous report
Stock market gains in Q1 have come even though inflation prints in the US have generally come in above expectations, leading investors to moderate expectations for when the Fed Reserve will be able to reduce short end US interest rates this year. These higher inflation prints, and the expected large size of the US fiscal deficit help explain why US government bond yields have risen this year. In contrast, better disinflationary data in Europe and to some extent the UK have helped the Central Bank of these economies signal that rates will likely be reduced, by mid-year. The divergent outlook for easing in policy interest rates has had an impact on currencies with the US Dollar Index up 3.1% to the end of Q1. This has partially impacted the returns from our international portfolios, translated back into US dollars as the Euro and Sterling have declined by 2.3% and 0.9%, respectively versus the US dollar in the first quarter.
Previous report
Expenses
Previous report
Incentive fees. The decrease in incentive fees of $(0.4) million for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 was driven by lower performance of investments held in Strategic Alternatives in the current period.
Previous report
Expenses
Previous report
Non-compensation Expense. The decrease in non-compensation expenses of $(12.4) million for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 was primarily driven by $11.4 million in professional fees incurred during the three months ended March 31, 2024 compared to $22.9 million in professional fees incurred during the three months ended March 31, 2023.
Previous report
The increase in other income (expenses) of $79.0 million for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 was primarily driven by a gain of $39.5 million related to the change in fair value of earn-out liabilities as a result of share price changes during the three months ended March 31, 2024 compared to a $(29.2) million loss related to the change in fair value of earn-out liabilities as a result of share price changes and a $(12.9) million loss related to the exchange of warrants into common stock during the three months ended March 31, 2023.
Previous report
As previously reported, during the period commencing May 1, 2024 until September 30, 2024, the Company is permitted to deliver a capital demand notice requiring Constellation to purchase and acquire an additional 35,000 shares of Series C Preferred Stock, representing an additional investment equal to $35.0 million, subject to applicable regulatory approvals and other customary closing conditions. In the event that the Company delivers such notice to Constellation, Constellation will also receive from the Company, and the Company shall issue to Constellation, warrants to purchase 466,667 shares of Class A Common Stock.
Previous report
Our net investing cash flows provided by investing activities of $31.0 million during the three months ended March 31, 2024 primarily related to proceeds from the sale of LXi.
Reworded paragraphs (56)
Previous wording
Amounts and percentages presented throughout our discussion and analysis of financial condition and results of operations may reflect rounded results in thousands (unless otherwise indicated) and consequently, totals may not appear to sum.
Current wording
Amounts and percentages presented throughout our discussion and analysis of the financial condition and results of operations may reflect rounded results in thousands (unless otherwise indicated) and consequently, totals may not appear to sum.
Previous wording
We are a multi-disciplinary financial services business, with a diverse array of investment, advisory, and administrative capabilities with which we serve our clients and investors around the globe; and provide value to our shareholders. Our business is organized into two business segments: Wealth Management and Strategic Alternatives (formerly known as Asset Management):
Current wording
We are a global wealth management firm, with a diverse array of investment, advisory, and administrative capabilities with which we serve our clients and investors; and provide value to our shareholders. Our business is currently organized into two business segments: Wealth Management and Strategic Alternatives (formerly known as Asset Management):
Previous wording
•we manage or advise approximately $71.0 billion in combined assets as of March 31, 2024;
Current wording
•we manage or advise approximately $71.9 billion in combined assets as of June 30, 2024;
Previous wording
Our business is global, with approximately 460 professionals operating in 21 cities in 10 countries across three continents as of March 31, 2024. Following the sales of the FOS and LRA businesses, we will have approximately 410 professionals, and the cities and countries in which we operate will be reduced by one, to reflect our exit from Isle of Man. See Note 3 (Business Combinations and Divestitures).
Current wording
Our business is global, with approximately 430 professionals operating in 20 cities in 9 countries across three continents as of June 30, 2024.
Previous wording
The services that we provide form a complementary ecosystem for our target markets of clients, investors, and businesses, many of whom share common interests and goals that we are able to connect and serve. The complementary nature of our services and a differentiated suite of capabilities positions us well for organic growth across our business lines. Our strategy includes a focus on inorganic growth through acquisitions and investments in talented managers in exchange for a share of future revenues or profits. We also believe we are well positioned to capitalize on global market trends and dynamics that we see facing our world as well as the industry, clients, investors, and businesses we serve.
Current wording
The services that we provide form a complementary ecosystem for our target markets of clients, investors, and businesses, many of whom share common interests and goals that we are able to connect and serve. The complementary nature of our services and a differentiated suite of capabilities position us well for organic growth across our business lines. Our strategy includes a focus on inorganic growth through acquisitions and investments in talented managers in exchange for a share of future revenues or profits. We also believe we are well positioned to capitalize on global market trends and dynamics that we see facing our world as well as the industry, clients, investors, and businesses we serve.
Previous wording
•Distributions from investments are generated from the equity interests we have in the three external managers pursuant to which we are entitled to distributions based on the terms of the respective arrangements. Distributions from each investment will be recorded upon receipt of the distribution. We receive distributions from its External Strategic Managers through our profit or revenue sharing arrangements that are generated through their management and incentive fees based on performance of the underlying investments. The management component of the distributions is recurring in nature, while the incentive portion is more susceptible to impact from exogenous factors.
Current wording
•Distributions from investments are generated from the equity interests we have in the three external managers pursuant to which we are entitled to distributions based on the terms of the respective arrangements. Distributions from each investment will be recorded upon receipt of the distribution. We receive distributions from our External Strategic Managers through our profit or revenue sharing arrangements that are generated through their management and incentive fees based on performance of the underlying investments. The management component of the distributions is recurring in nature, while the incentive portion is more susceptible to impact from exogenous factors.
Previous wording
•Other income or fees include transaction fees from our strategic advisory, corporate advisory, brokerage, and placement agency services. Transaction fees are generally non-recurring in nature, are typically commission based, and are payable on the successful completion of a transaction. Transactions are also susceptible to impact from exogenous factors. However, as is the case with performance and incentive fees, transaction fees provide potential upside to our revenues and, in our view, can be highly accretive to our profitability.
Current wording
•Other income or fees included transaction fees from businesses we have exited, or are in the process of exiting such as strategic advisory, corporate advisory, brokerage, and placement agency services. Transaction fees are generally non-recurring in nature, are typically commission based, and are payable on the successful completion of a transaction. Transactions are also susceptible to impact from exogenous factors.
Previous wording
The fees vary depending upon the level and complexity of client assets and the services being provided. The fee typically covers the investment advisory services and basic estate and wealth planning services. The more complex estate and wealth planning services, as well as our Trustee service, and certain extended family office services, are typically billed separately, as a fixed or time-based amount.
Current wording
The fees vary depending upon the level and complexity of client assets and the services being provided. The fee typically covers investment advisory services and basic estate and wealth planning services. The more complex estate and wealth planning services, as well as our Trustee service, and certain extended family office services, are typically billed separately, as a fixed or time-based amount.
Previous wording
We generate income from managing and advising a private real estate investment fund. Our fees from managing and advising this vehicle are contained in management and advisory contracts relating to the relevant fund and are typically calculated on a sliding scale of percentages of the asset value, market capitalization or the investor capital of the relevant fund as applicable.
Current wording
We earn management fees in our Strategic Alternatives segment through our alternatives platform (compensation for internal fund management and advisory services), private real estate fund management and private real estate recurring fees. The management fees for the alternatives platform are approximately 0.75% to 1.5% of the net asset value of the funds’ underlying investments. In addition, we generate income from managing and advising a private real estate investment fund. Our fees from managing and advising this vehicle are contained in management and advisory contracts relating to the relevant fund and are typically calculated on a sliding scale of percentages of the asset value, market capitalization or the investor capital of the relevant fund as applicable.
Previous wording
As sponsor of private market direct and co-investment transactions, we generate income from debt and equity structures relating to specified real estate investments or investments in other alternative asset classes. Private market fees include arrangement, retainer, management, advisory, performance, acquisition, promote and other associated fees as well as interest arbitrage for debt structures. Arrangement fees are typically 50 to 100 basis points of equity value contributed into a transaction. Acquisition fees are typically payable where there are no agency fees or where there is an off-market transaction sourced by the team. Such acquisition fees are usually in the range of 50 to 100 basis points of the purchase price of the relevant acquisition. The equity structures are typically medium to long-term (three to ten years) closed-ended structures with fees normally ranging between 50 and 175 basis points of the equity value committed or drawn. The debt structure terms are generally between 12 and 36 months. The investment adviser, general partner or other entity entitled to fees in respect of each of our co-investments receives such fees either monthly, quarterly, or annually.
Current wording
As sponsors of private market direct and co-investment transactions, we generate income from debt and equity structures relating to specified real estate investments or investments in other alternative asset classes. Private market fees include arrangement, retainer, management, advisory, performance, acquisition, promote and other associated fees as well as interest arbitrage for debt structures. Arrangement fees are typically 50 to 100 basis points of equity value contributed into a transaction. Acquisition fees are typically payable where there are no agency fees or where there is an off-market transaction sourced by the team. Such acquisition fees are usually in the range of 50 to 100 basis points of the purchase price of the relevant acquisition. The equity structures are typically medium to long-term (three to ten years) closed-ended structures with fees normally ranging between 50 and 175 basis points of the equity value committed or drawn. The debt structure terms are generally between 12 and 36 months. The investment adviser, general partner or other entity entitled to fees in respect of each of our co-investments receives such fees either monthly, quarterly, or annually.
Previous wording
After significant market gains in 2023, Q1 2024 continued the pattern of strong equity market performance. The S&P 500 and the MSCI All Country World Index increased by 10.6% and 8.3% total return, respectively, over the quarter, after rising by 26.3% and 22.8% total return, respectively, for the year 2023. Government fixed income markets in Q1, however, came under modest pressure as yields rose and bond prices fell. The Bloomberg U.S. Aggregate Bond Index declined by 0.8% in Q1 2024, while the Barclays Global Aggregate Index rose a modest 0.1% over the same time frame. While Government bond prices had a more volatile start to the year, it is noteworthy that credit conditions in the US continued to improve with credit spreads — the extra yield over Treasuries that corporate bonds must pay to compensate for extra risk — continued to narrow, resulting in the US High Yield index (iShares IBoxx $HY) index rising by 1.5% over the quarter.
Current wording
After significant market gains in 2023, the first half of 2024 continued the pattern of strong equity market performance. The S&P 500 and the MSCI All Country World Index increased by 15.3% and 11.6 % total return, respectively, over the first half, after rising by 26.3% and 22.8% total return, respectively, for the year 2023. Government fixed income markets over the same time frame, the first half to the end of June, came under modest pressure as generally yields rose and bond prices fell. The U.S. Municipal Bond and U.S. Treasury Indices both declined by 0.5%, while the Barclays Global Aggregate Index rose a modest 0.1% over the same time frame. While government bond prices had a more volatile start to the year, it is noteworthy that credit conditions in the U.S. continued to improve with credit spreads — the extra yield over Treasuries that corporate bonds must pay to compensate for extra risk — continued to narrow, resulting in the U.S. High Yield index (iShares iBoxx $ High Yield Corporate Bond ETF) rising by 2.3% year to date to the end of June 2024.
Previous wording
The catalysts for recent market stock market strength have been a combination of factors, including: the US economy continuing to show solid economic growth, which bodes well for earnings growth as the year progresses. The US stock market also benefits from the trend of generative AI, as close to 30% of its shares are represented by leading technology companies, that are both investing in and likely to continue to benefit from monetization of this innovation over time. There are also signs that other parts of the global economy are recovering, with economic growth improving in China, with Q1 GDP up 5.3% annualized on the quarter. The euro zone economy also grew by more than expected in the first quarter of 2024, buoyed by a return to growth for Germany and strong expansion in Spain. Gross domestic product increased by 0.3% quarter-on-quarter for a 0.5% year-on-year rise, compared with market expectations that both would expand by 0.2%.
Current wording
The catalysts for recent market stock market strength have been a combination of factors, including: the U.S. economy continuing to show solid economic growth, which bodes well for earnings growth as the year progresses. The U.S. stock market as measured by the S&P 500 also benefits from the trend of generative AI, as close to 37% of its shares are represented by leading technology companies, that are both investing in and likely to continue to benefit from monetization of this innovation over time. The largest of these companies, including Nvidia, Microsoft, Alphabet, Meta, Amazon and Apple, also known as the Super Six, accounted for 60% of the gain in the U.S. stock market in the first half. As the year progresses, earnings estimates (as measured by Bloomberg consensus estimates) expect that other parts of the U.S. economy should deliver both positive and accelerating earnings leading to a broadening in market gains.
Previous wording
Our fee-based revenue streams are driven by the value of clients’ portfolio holdings, in the case of our Wealth Management segment or the performance of our varied funds and direct investments in our Strategic Alternatives segment. The overall level of revenues in these businesses, however, does not correlate completely with changes in global equity and fixed income markets.
Current wording
Our fee-based revenue streams are driven by the value of our clients’ portfolio holdings, in the case of our Wealth Management segment or the performance of our varied funds and direct investments in our Strategic Alternatives segment. The overall level of revenues in these businesses, however, does not correlate completely with changes in global equity and fixed income markets.
Previous wording
In our Wealth Management segment, while our client portfolios are well diversified across a range of asset classes and thus are not solely impacted by changes in equities or government bonds, they benefited in the year from the strong performance in the equity and fixed income markets. Client portfolios also include holdings such as gold, credit and hedge funds that also delivered positive returns in the year. Portfolio fluctuations also depend on multiple additional factors that include, but are not limited to, the level and duration of fixed income holdings with short-term money market funds showing limited volatility over the quarter, the level of alternative and private market holdings and the geographic and industry mix of client’s equity assets. We also note that our UHNW client base generally does not need to draw down from their portfolios to support day-to-day living needs and, accordingly, is able to approach portfolio investing with a long-term time horizon. Hence, in terms of behavior, they are less sensitive to short-term changes in market conditions.
Current wording
In our Wealth Management segment, while our client portfolios are well diversified across a range of asset classes and thus are not solely impacted by changes in equities or government bonds, they benefited in the year from the strong performance of our various equity exposures. Client portfolios also include holdings such as gold, credit, infrastructure, and hedge funds that also delivered positive returns in the year. Portfolio fluctuations also depend on multiple additional factors that include, but are not limited to, the level of alternative and private market holdings and the geographic and industry mix of client’s equity assets. We also note that our UHNW client base generally does not need to draw down from their portfolios to support day-to-day living needs and, accordingly, are able to approach portfolio investing with a long-term time horizon. Hence, in terms of behavior, they are less sensitive to short-term changes in market conditions.
Previous wording
In our Strategic Alternatives segment, the majority of our fees are derived from alternative funds which are structured to have low correlation to equity and fixed income markets and in some cases benefit in times of market stress. In particular, our European long-short equity and Asian Credit manager continue to perform well in the first quarter. With respect to incentive fees earned by our event-driven strategy, US GAAP only permits recognition of such fees when they are fully crystallized, which typically occurs in the fourth quarter of each year.
Current wording
In our Strategic Alternatives segment, the majority of our fees are derived from alternative funds which are structured to have low correlation to equity and fixed income markets and in some cases benefit in times of market stress. Our European long-short equity and Asian Credit manager continue to perform well in the first half of the year. With respect to incentive fees earned by our event-driven strategy, US GAAP only permits recognition of such fees when they are fully crystallized, which typically occurs in the fourth quarter of each year.
Previous wording
Still high interest rates continue to have an impact on our public and private real estate assets. The higher cost of capital environment, ongoing increases in costs of construction and generally stagnating real estate prices are negatively impacting some of the real estate segments in which we operate. These declines impact the level of management fees that we earn. In addition, following completion of the sale of LXi REIT Advisors during the first quarter, the level of management fees we earn from public real estate will decline in future periods. On the private real estate side, the more difficult market and interest rate conditions may reduce the ultimate return expected from some of these investments. It is important to note that these assets are utilized in conjunction with longer-term investment strategies and are not subject to daily market pricing. Given the uncertainty in outlook, and the potential for diminution in value at realization, we modified our billing methodology for certain of our private real estate holdings, which will result in lower fees earned, until monetization.
Current wording
The higher cost of capital environment, ongoing increases in construction costs and generally stagnating real estate prices are negatively impacting some of the real estate segments in which we operate. These declines impact the level of management fees that we earn. In addition, following completion of the sale of LXi REIT Advisors during the first quarter, the level of management fees we earn from public real estate will decline in future periods. On the private real estate side, the more difficult market and interest rate conditions may reduce the ultimate return expected from some of these investments. It is important to note that these assets are utilized in conjunction with longer-term investment strategies and are not subject to daily market pricing. Given the uncertainty in outlook, and the potential for diminution in value at realization, we modified our billing methodology for certain of our private real estate holdings, which will result in lower fees earned, until monetization.
Previous wording
We currently do not hedge corporate currency risk associated with client portfolio and investor holdings across global markets. Hence, as we report our revenues in U.S. dollars, the translation impact from changes in the value of currencies outside the U.S. dollar can impact our results in any given financial reporting period.
Current wording
We generally do not hedge investment currency risk associated with client portfolios and investor holdings across global markets. Hence, as we report our revenues in U.S. dollars, the translation impact from changes in the value of currencies outside the U.S. dollar can impact our results in any given financial reporting period.
Previous wording
We believe that the combination of our Wealth Management and Strategic Alternatives segments differentiates us from pure-play firms in both sectors and provides a growing base of recurring and diversified revenues. Since the Business Combination, total AUM/AUA increased approximately 9%, and within our Wealth Management segment, these have grown 26% since the Business Combination.
Current wording
We believe that the combination of our Wealth Management and Strategic Alternatives segments differentiates us from pure-play firms in both sectors and provides a growing base of recurring and diversified revenues. Since the Business Combination, total AUM/AUA increased by approximately 9%, and within our Wealth Management segment, these have grown 26% since the Business Combination.
Previous wording
In the first quarter of 2024, we generated revenues of $50.8 million. We believe these results, generated through a combination of strong market performance and organic client wins, are starting to reflect the power of our franchise, which we believe will continue to flow to an improved bottom line as we look forward to the remainder of 2024. Adjusted earnings before interest, taxes, depreciation, and amortization (“EBITDA”) was $6.8 million for the period ended March 31, 2024.
Current wording
In the first half of 2024, we generated revenues of $100.3 million. We believe these results, generated through a combination of strong market performance and organic client wins, are starting to reflect the power of our franchise, which we believe will continue to flow to an improved bottom line as we look forward to the remainder of 2024. Net income was $12.8 million and adjusted earnings before interest, taxes, depreciation, and amortization (“EBITDA”) was approximately $12.3 million for the six months ended June 30, 2024, respectively.
Previous wording
Our core businesses continue to perform well. Based on the new initiatives undertaken this year and those that we embarked on during 2023, we expect operating expenses to continue to trend downward in 2024. As these cost savings and other growth initiatives take hold next year, we would expect to see the impact of operating leverage drive improvements and greater consistency in our US GAAP results and Adjusted EBITDA. In addition, we believe that we will be able to deploy the capital raised from the investments from Allianz and Constellation to make accretive investments that will benefit our GAAP results and Adjusted EBITDA in 2024, and beyond.
Current wording
Our core businesses continue to perform well. Based on the new initiatives undertaken this year and those that we embarked on during 2023, we expect operating expenses to continue to trend downward in 2024. As these cost savings and other growth initiatives take hold next year, we hope to see the impact of operating leverage-driven improvements and greater consistency in our US GAAP results and Adjusted EBITDA. In addition, we believe that we will be able to deploy the capital raised from the investments from Allianz and Constellation to make accretive investments that will benefit our GAAP results and Adjusted EBITDA in 2024, and beyond.
Previous wording
The following table presents the non-US GAAP financial measures for the periods indicated:
Current wording
The following tables present the non-US GAAP financial measures for the periods indicated:
Previous wording
(a)Add-back of non-cash expense related to awards of Class A Common stock (approved post-transaction).
Current wording
(a)Add-back of non-cash expense related to awards of Class A Common stock (approved post-Business Combination).
Previous wording
(b)Add-back of non-cash expense related to awards of Class A Common stock (approved pre-transaction).
Current wording
(b)Add-back of non-cash expense related to awards of Class A Common stock (approved pre-Business Combination).
Previous wording
(e)Represents the change in unrealized gains/losses related primarily to Investments held at fair value and and the TRA liability.
Current wording
(g)Represents the change in unrealized gains/losses related primarily to the TRA liability.
Previous wording
(g)Represents cost to implement organization change to derive cost synergy.
Current wording
(h)Represents cost to implement organization change to derive cost synergy.
Previous wording
(h)Represents impairment of carried interest/equity method investments.
Current wording
(i)Represents impairment of carried interest/equity method investments.
Previous wording
(i)Represents the amortization of the step-up in equity method investments.
Current wording
(j)Represents the amortization of the step-up in equity method investments.
Previous wording
(j)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.
Current wording
(k)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.
Previous wording
(a)Add-back of non-cash expense related to awards of Class A Common stock (approved post-transaction).
Current wording
(a)Add-back of non-cash expense related to awards of Class A Common stock (approved post-Business Combination).
Previous wording
(b)Add-back of non-cash expense related to awards of Class A Common stock (approved pre-transaction).
Current wording
(b)Add-back of non-cash expense related to awards of Class A Common stock (approved pre-Business Combination).
Previous wording
(e)Represents the change in unrealized gains/losses related primarily to Investments held at fair value and the TRA liability.
Current wording
(e)Represents the change in unrealized gains/losses related primarily to the TRA liability.
Previous wording
(g)Represents cost to implement organization change to derive cost synergy.
Current wording
(h)Represents cost to implement organization change to derive cost synergy.
Previous wording
(h)Represents impairment of carried interest/equity method investments.
Current wording
(i)Represents impairment of carried interest/equity method investments.
Previous wording
(i)Represents the amortization of the step-up in equity method investments.
Current wording
(j)Represents the amortization of the step-up in equity method investments.
Previous wording
(j)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.
Current wording
(k)Represents reported interest, depreciation, amortization, and tax adjustments of the Company's equity method investments.
Previous wording
•assets managed by the Alternatives platform, including by TIG Arbitrage $2.3 billion and $2.4 billion, respectively, and the External Strategic Managers (AUA $5.2 billion and $5.3 billion as of March 31, 2024 and December 31, 2023, respectively);
Current wording
•Assets managed by the alternatives platform, including by TIG Arbitrage (AUM $2.1 billion and $2.4 billion as of June 30, 2024 and December 31, 2023, respectively), and the External Strategic Managers (AUA $5.2 billion and $5.3 billion as of June 30, 2024 and December 31, 2023, respectively);
Previous wording
•Co-investment real estate advisory services, where we include the value of our private market direct and co-investment real estate investments (AUA $9.6 billion and $10.1 billion as of March 31, 2024 and December 31, 2023, respectively); and
Current wording
•Co-investment real estate advisory services, where we include the value of our private market direct and co-investment real estate investments (AUA $8.3 billion and $10.1 billion as of June 30, 2024 and December 31, 2023, respectively); and
Previous wording
The table below presents the change in our total AUM/AUA by strategy and product for our alternatives platform for the periods indicated:
Current wording
The tables below present the change in our total AUM/AUA by strategy and product for our alternatives platform for the three and six months ended June 30, 2024 and June 30, 2023:
Previous wording
Income Tax Expense: Income tax expense consists of taxes paid or payable by our consolidated operating subsidiaries. Certain of our subsidiaries are treated as flow-through entities for federal income tax purposes and, accordingly, are not subject to federal and state income taxes, as such taxes are the responsibility of certain direct and indirect owners of the flow-through entities. However, the flow-through entities are subjected to UBT and other state taxes. A portion of our operations is conducted through domestic and foreign corporations that are subject to corporate level taxes and for which we record current and deferred income taxes at the prevailing rates in the various jurisdictions in which these entities operate.
Current wording
Income Tax Expense: Income tax expense consists of taxes paid or payable by our consolidated operating subsidiaries. Certain of our subsidiaries are treated as flow-through entities for federal income tax purposes and, accordingly, are not subject to federal and state income taxes, as such taxes are the responsibility of certain direct and indirect owners of the flow-through entities. However, the flow-through entities are subjected to UBT and certain other state taxes. A portion of our operations is conducted through domestic and foreign corporations that are subject to corporate level taxes and for which we record current and deferred income taxes at the prevailing rates in the various jurisdictions in which these entities operate.
Previous wording
Management/Advisory fees. The decrease in management and advisory fees of $(0.2) million for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023 was driven primarily by lower management fees in our Strategic Alternatives, reflecting lower AUM in that segment, offset by higher management fees in Wealth Management, in line with higher year over year AUM.
Current wording
Management/Advisory fees. Management and advisory fees were essentially flat compared to the prior period. Lower management fees in Strategic Alternatives, reflecting lower AUM in that segment due to the disposal of LRA on March 6, 2024 and the deconsolidation of AHRA on June 30, 2023, were offset by higher management fees in Wealth Management, primarily due to the acquisition of EEA at the beginning of the quarter and organic growth over the past year, resulting in higher year over year AUM.
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Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
AUM refers to the market value of all assets that we manage, provide discretionary investment advisory services on, and have execution responsibility for. Although we have investment responsibility for AUM, we include both billable (assets charged fees) and non-billable assets (assets exempt of fees) in our AUM calculation (e.g., we have agreements with certain clients under which we do not bill on certain securities or cash and cash equivalents held within their portfolio). AUM includes the value of all assets managed or supervised by operating partner subsidiaries, affiliates, and joint ventures in which the Company holds either a majority or minority stake. Our calculations of AUM and AUA may differ from the calculation methodologies of other wealth managers and, as a result, this measure may not be comparable to similar measures presented by other wealth managers.
Current report — wording carried from elsewhere
Consolidated Condensed Results of Operations – For the Six Months Ended June 30, 2024 and June 30, 2023
Current report — wording carried from elsewhere
Other fees / income. The decrease in other fees / income of $(2.4) million for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023 was primarily driven by lower transactional income in Strategic Alternatives in the current period, which generated $0.2 million of other fees for the six months ended June 30, 2023 and $2.5 million for the six months ended June 30, 2024.
Current report — wording carried from elsewhere
Our net operating cash outflow of $(66.5) million for the six months ended June 30, 2023 was driven by cash outflows of $(33.9) million related to compensation and benefits expenses as well as approximately $(26.5) million of professional fees in connection with the close of the Business Combination.
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Previous report — wording carried elsewhere
We earn management fees in our Strategic Alternatives segment through our alternatives platform (compensation for internal fund management and advisory services), private real estate fund management and private real estate recurring fees. The management fees for the alternatives platform are approximately 0.75% to 1.5% of the net asset value of the funds’ underlying investments.
Previous report — wording carried elsewhere
(f)Represents the change in fair value of the earn-out liability.
Previous report — wording carried elsewhere
For the Three Months Ended March 31, 2024 Compared to the Three Months Ended March 31, 2023