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Perella Weinberg Partners

For the period ended Jun 30, 2025. Filed Aug 1, 2025.

View on SEC.gov

About 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, 2025 · Filed Aug 1, 2025

PWP$13.68+1.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-02.

0001777835-25-000091

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-01.

0001777835-25-000144

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 79 previous paragraphs and 83 current paragraphs.

55 unchanged; 18 reworded; 7 added; 6 removed; 0 previous and 3 current paragraphs rearranged.

Tables are not compared: 3 previous and 3 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 (7)

Current report

Revenues were $155.3 million for the three months ended June 30, 2025 as compared to $272.0 million for the three months ended June 30, 2024, a decrease of 43%. The decrease was largely attributable to decreased mergers and acquisition activity in the current year period, as well as one significant fee event in the prior year period. This decrease was partially offset by an increase in financing and capital solutions activity.

Current report

Revenues were $367.1 million for the six months ended June 30, 2025 as compared to $374.1 million for the six months ended June 30, 2024, a decrease of 2%. The decrease was largely attributable to decreased mergers and acquisition activity in the current year period, as well as one significant fee event in the prior year period. This decrease was in large part offset by an increase in financing and capital solutions activity.

Current report

For the three months ended June 30, 2025, total compensation and benefits expenses were $108.3 million, a decrease of 65% compared to $310.5 million for the three months ended June 30, 2024. The substantial decrease was primarily the result of the prior year Vesting Acceleration of the Professional Partners Awards that resulted in $130.0 million of equity-based compensation expense for the three months ended June 30, 2024, as well as the vesting of certain Business Combination Awards in the third quarter of 2024 which resulted in lower expense in the current year period. The overall decrease was also driven by a lower bonus accrual in the current year period due to a lower revenue base, despite a higher effective compensation margin versus the second quarter of 2024.

Current report

For the six months ended June 30, 2025, total compensation and benefits expenses were $257.6 million, a decrease of 40% compared to $425.9 million for the six months ended June 30, 2024. The substantial decrease was primarily the result of the prior year Vesting Acceleration of the Professional Partners Awards that resulted in $144.0 million of equity-based compensation expense for the six months ended June 30, 2024, as well as the vesting of certain Business Combination Awards in the third quarter of 2024 which resulted in lower expense in the current year period. The current year period also included a lower bonus accrual due to decreased revenue and a slightly lower compensation margin.

Current report

For the three months ended June 30, 2025, total non-compensation expenses were $38.0 million, a decrease of 13% compared to $43.8 million for the three months ended June 30, 2024. The decrease was primarily the result of lower litigation spend and a decrease in bad debt expense, partially offset by an uptick in travel and related expenses due to volume and cost as well as an increase in rent and occupancy costs stemming from utilities and maintenance.
Removed paragraphs (6)

Previous report

Economic and global financial market conditions impact our financial performance. Today’s market environment for an advisory business is challenging, the result of government actions and geopolitical tensions, though client dialogues remain active.

Previous report

Revenues were $211.8 million for the three months ended March 31, 2025 as compared to $102.1 million for the three months ended March 31, 2024, representing an increase of 107%. The increase was attributable to increased mergers and acquisition and financing and capital solutions activity, driven by larger transactions and related fee events across the business.

Previous report

For the three months ended March 31, 2025, total compensation and benefits expenses were $149.2 million, an increase of 29% compared to $115.4 million for the three months ended March 31, 2024. Notwithstanding a lower compensation margin, the increase in total compensation and benefits expenses directly correlates to a higher bonus accrual on higher revenues in the current period. This increase was partially offset by lower equity-based compensation expense due to the vesting of all Professional Partners Awards and certain Business Combination Awards in the second and third quarter of 2024, respectively.

Previous report

On March 1, 2024, we issued and sold 5,750,000 shares of Class A common stock at a price of $12.00 per share for net proceeds of $66.0 million after deducting underwriting discounts and offering costs.
Reworded paragraphs (18)

Previous wording

Our core advisory services benefit from macroeconomic changes that impact our client base and lead them to consider business combinations, acquisitions and divestitures, capital raises and restructurings. We continue to invest in our platform to achieve scale, accelerate growth, and deliver value.

Current wording

Economic and global financial market conditions impact our financial performance. Our core advisory services benefit from macroeconomic changes that impact our client base and lead them to consider business combinations, acquisitions and divestitures, capital raises and restructurings. We continue to invest in our platform to achieve scale, accelerate growth, and deliver value.

Previous wording

The following table provides revenue statistics for the three months ended March 31, 2025 and 2024:

Current wording

The following table provides revenue statistics for the three and six months ended June 30, 2025 and 2024:

Previous wording

For the three months ended March 31, 2025, total non-compensation expenses were $50.9 million, an increase of 26% compared to $40.3 million for the three months ended March 31, 2024. The increase in non-compensation expenses was primarily the result of higher litigation spend and an uptick in travel and related expenses due to the volume and cost of travel. This increase was partially offset by a reduction in certain professional fees that were incurred in the prior year period due to the Merger.

Current wording

For the six months ended June 30, 2025, total non-compensation expenses were $88.9 million, an increase of 6% compared to $84.1 million for the six months ended June 30, 2024. The increase was primarily the result of higher litigation spend and an uptick in travel and related expenses due to the volume and cost of travel in addition to an increase in rent and occupancy costs as a result of utilities and maintenance and technology costs related to market data. These increases were partially offset by a reduction in bad debt expense and lower deal-related professional fees.

Previous wording

For the three months ended March 31, 2025, non-operating income was $0.2 million compared to non-operating income of $2.7 million for the three months ended March 31, 2024. In the current period, non-operating income included interest income, which was substantially offset by a net loss from foreign exchange rate fluctuations. Non-operating income in the prior year period primarily included interest income and a net gain from foreign exchange rate fluctuations. For both periods, the impact of foreign exchange rate fluctuations was largely related to U.S. dollar-denominated cash and intercompany receivables held by our foreign subsidiaries.

Current wording

For the six months ended June 30, 2025, non-operating expenses were $2.5 million compared to non-operating income of $3.4 million for the six months ended June 30, 2024. In the current period, non-operating expenses included a net loss from foreign exchange rate fluctuations, which was partially offset by interest income. Non-operating income in the prior year period included higher interest income and a net gain from foreign exchange rate fluctuations. For both periods, the impact of foreign exchange rate fluctuations was largely related to U.S. dollar-denominated cash and intercompany receivables held by our foreign subsidiaries.

Previous wording

The Company’s income tax benefit and effective tax rate were $(9.5) million and (79.6)%, respectively, for the three months ended March 31, 2025 compared to an income tax expense and effective tax rate of $19.1 million and (37.5)%, respectively, for the three months ended March 31, 2024. The change in the effective tax rate was primarily due to the relative size of our permanent differences in relation to the pre-tax income (loss) in the respective periods. In addition, the Company recognized a $12.5 million tax benefit associated with the appreciation in our share price upon vesting of RSUs above the original grant price during the three months ended March 31, 2025 versus $1.6 million in the prior period.

Current wording

The change in the effective tax rate for both periods was primarily due to the relative size of our permanent differences in relation to the pre-tax income (loss) in the respective periods. In addition, the Company recognized a $12.6 million tax benefit associated with the appreciation in our share price upon vesting of RSUs above the original grant price during the six months ended June 30, 2025 versus $1.8 million in the prior period.

Previous wording

Our current assets are typically composed of cash and cash equivalents, investments in short-term marketable debt securities, receivables related to fees earned from providing advisory services, certain prepaid expenses and certain amounts due from related parties. Our current liabilities are primarily composed of accrued employee compensation, accounts payable and other accrued expenses. Cash and cash equivalents include cash held at banks, including interest-bearing money market accounts, and any short-term highly liquid investments that have original maturities of three months or less from the date of purchase. We had cash balances of $111.2 million with no cash equivalents as of March 31, 2025. As of December 31, 2024, our cash and cash equivalents totaled $331.6 million, which included $20.2 million of cash equivalents in the form of investments in U.S. Treasury securities. Additionally, as of December 31, 2024, the Company held U.S. Treasury securities of $75.8 million, which were classified as Investments in short-term marketable debt securities within the condensed consolidated financial statements.

Current wording

Our current assets are typically composed of cash and cash equivalents, investments in short-term marketable debt securities, receivables related to fees earned from providing advisory services, certain prepaid expenses and certain amounts due from related parties. Our current liabilities are primarily composed of accrued employee compensation, accounts payable and other accrued expenses. Cash and cash equivalents include cash held at banks, including interest-bearing money market accounts, and any short-term highly liquid investments that have original maturities of three months or less from the date of purchase. We had cash balances of $145.0 million with no cash equivalents as of June 30, 2025. As of December 31, 2024, our cash and cash equivalents totaled $331.6 million, which included $20.2 million of cash equivalents in the form of investments in U.S. Treasury securities. Additionally, as of December 31, 2024, the Company held U.S. Treasury securities of $75.8 million, which were classified as Investments in short-term marketable debt securities within the condensed consolidated financial statements.

Previous wording

Our liquidity is highly dependent upon cash receipts from clients, which generally require the successful completion of transactions. Accounts receivable typically have net terms of 30 days. Accounts receivable, net of allowance for credit losses, were $46.6 million and $73.3 million as of March 31, 2025 and December 31, 2024, respectively.

Current wording

Our liquidity is highly dependent upon cash receipts from clients, which generally require the successful completion of transactions. Accounts receivable typically have net terms of 30 days. Accounts receivable, net of allowance for credit losses, were $47.7 million and $73.3 million as of June 30, 2025 and December 31, 2024, respectively.

Previous wording

During the first quarter of 2025, we elected to settle exchanges of certain PWP OpCo Units and corresponding shares of Class B common stock for $28.3 million in cash. We also repurchased 749,432 shares at an average price per share of $19.27 pursuant to our share repurchase program.

Current wording

During the six months ended June 30, 2025, we elected to settle exchanges of certain PWP OpCo Units and corresponding shares of Class B common stock for $28.3 million in cash. We also repurchased 1,732,489 shares at an average price per share of $18.33 pursuant to our share repurchase program.

Previous wording

Operating activities resulted in a net cash outflow of $176.5 million primarily attributable to cash operating expense outflows, including discretionary bonuses paid during the first quarter of 2025 with respect to prior year compensation expense, partially offset by cash collections from clients.

Current wording

Operating activities resulted in a net cash outflow of $120.4 million primarily attributable to cash operating expense outflows, including discretionary bonuses paid during the first quarter of 2025 with respect to prior year compensation expense, partially offset by cash collections from clients.

Previous wording

Investing activities resulted in a net cash inflow of $73.9 million attributable to the maturation of investments in U.S. Treasury securities, which was nominally offset by capital expenditures related to office space renovations.

Current wording

Investing activities resulted in a net cash inflow of $73.1 million attributable to the maturation of investments in U.S. Treasury securities, which was nominally offset by capital expenditures related to office space renovations.

Previous wording

Financing activities resulted in a net cash outflow of $120.8 million primarily due to withholding tax payments for vested PWP Incentive Plan Awards, the cash settlement of exchanges of PWP OpCo Units, share repurchases, and dividend payments.

Current wording

Financing activities resulted in a net cash outflow of $144.7 million primarily due to withholding tax payments for vested PWP Incentive Plan Awards, the cash settlement of exchanges of PWP OpCo Units, share repurchases, and dividend payments.

Previous wording

Operating activities resulted in a net cash outflow of $206.3 million primarily attributable to cash operating expense outflows, including discretionary bonuses paid during the first quarter of 2024 with respect to prior year compensation expense, partially offset by cash collections from clients.

Current wording

Operating activities resulted in a net cash outflow of $116.3 million primarily attributable to cash operating expense outflows, including discretionary bonuses paid during the first quarter of 2024 with respect to prior year compensation expense and the settlement of liability-classified ACUs during the second quarter, partially offset by cash collections from clients.

Previous wording

Investing activities resulted in a net cash inflow of $82.7 million largely attributable to the maturation of investments in U.S. Treasury securities, partially offset by capital expenditures related to office space renovations.

Current wording

Investing activities resulted in a net cash inflow of $76.5 million largely attributable to the maturation of investments in U.S. Treasury securities, partially offset by capital expenditures related to office space renovations.

Previous wording

Financing activities resulted in a net cash inflow of $33.8 million primarily due to a share issuance, partially offset by withholding tax payments for vested PWP Incentive Plan Awards, dividend payments and distributions to partners.

Current wording

Financing activities resulted in a net cash outflow of $23.0 million primarily due to withholding tax payments for vested PWP Incentive Plan Awards and equity-classified ACUs, the cash settlement of exchanges of PWP OpCo Units, share repurchases, dividend payments and distributions to partners, all of which was partially offset by a share issuance of 5,750,000 shares of Class A common stock for net proceeds of $66.0 million.

Previous wording

Our board of directors approved a stock repurchase program under which we are authorized to repurchase up to $200.0 million of our Class A common stock with no requirement to purchase any minimum number of shares. As of March 31, 2025, $79.4 million remains of the $200.0 million authorized for share repurchases.

Current wording

Our board of directors has approved a stock repurchase program under which we are authorized to repurchase up to $200.0 million of our Class A common stock with no requirement to purchase any minimum number of shares. As of June 30, 2025, $62.1 million remains of the $200.0 million authorized for share repurchases.

Previous wording

As of March 31, 2025, we had an amount due of $65.5 million pursuant to the tax receivable agreement, which represents management’s best estimate of the amounts currently expected to be owed in connection with the tax receivable agreement for the Business Combination and subsequent exchanges made to date. See Note 15—Related Party Transactions in the notes to the condensed consolidated financial statements included elsewhere in the Form 10-Q for further information as well as the expected timing of payments.

Current wording

As of June 30, 2025, we had an amount due of $75.6 million pursuant to the tax receivable agreement, which represents management’s best estimate of the amounts currently expected to be owed in connection with the tax receivable agreement for the Business Combination and subsequent exchanges made to date. See Note 15—Related Party Transactions in the notes to the condensed consolidated financial statements included elsewhere in the Form 10-Q for further information as well as the expected timing of payments.

Previous wording

We have various non-cancelable operating leases for our office space and certain equipment. As of March 31, 2025, we had $185.5 million of operating lease liabilities. See Note 4—Leases in the notes to condensed consolidated financial statements included elsewhere in this Form 10-Q for further information as well as the expected timing of payments.

Current wording

We have various non-cancelable operating leases for our office space and certain equipment. As of June 30, 2025, we had $185.0 million of operating lease liabilities. See Note 4—Leases in the notes to condensed consolidated financial statements included elsewhere in this Form 10-Q for further information as well as the expected timing of payments.

Previous wording

We are exposed to exchange rate risk as a result of having foreign subsidiaries with non-U.S. dollar functional currencies as well as from entering into transactions and holding monetary assets and liabilities that are not denominated in the functional currency of its operating subsidiaries. Specifically, the reported amounts in our consolidated financial statements may be affected by movements in the rate of exchange between the pound sterling, euro, and Canadian dollar and our reporting currency, the U.S. dollar. For the three months ended March 31, 2025 and 2024, the net impact of non-functional currency related transaction gains (losses) recorded in Other income (expense) on our Condensed Consolidated Statements of Operations was $(1.8) million and $0.5 million, respectively, primarily related to U.S. dollar-denominated cash and intercompany receivables held by our foreign subsidiaries as the strength of the U.S. dollar fluctuated. For the three months ended March 31, 2025 and 2024, the net impact from the fluctuation of foreign currencies recorded in Foreign currency translation gain (loss) on our Condensed Consolidated Statements of Comprehensive Income (Loss) was $2.8 million and $(1.2) million, respectively. We have not entered into any transactions to hedge our exposure to these foreign currency fluctuations using derivative instruments or other methods but may do so if we deem appropriate in the future. As of March 31, 2025, we held cash balances of $26.9 million in non-U.S. dollar currencies, composed of pound sterling, euros, and Canadian dollars.

Current wording

We are exposed to exchange rate risk as a result of having foreign subsidiaries with non-U.S. dollar functional currencies as well as from entering into transactions and holding monetary assets and liabilities that are not denominated in the functional currency of its operating subsidiaries. Specifically, the reported amounts in our consolidated financial statements may be affected by movements in the rate of exchange between the pound sterling, euro, and Canadian dollar and our reporting currency, the U.S. dollar. For the six months ended June 30, 2025 and 2024, the net impact of non-functional currency related transaction gains (losses) recorded in Other income (expense) on our Condensed Consolidated Statements of Operations was $(4.5) million and $0.3 million, respectively, primarily related to U.S. dollar-denominated cash and intercompany receivables held by our foreign subsidiaries as the strength of the U.S. dollar fluctuated. For the six months ended June 30, 2025 and 2024, the net impact from the fluctuation of foreign currencies recorded in Foreign currency translation gain (loss) on our Condensed Consolidated Statements of Comprehensive Income (Loss) was $7.8 million and $(1.2) million, respectively. We have not entered into any transactions to hedge our exposure to these foreign currency fluctuations using derivative instruments or other methods but may do so if we deem appropriate in the future. As of June 30, 2025, we held cash balances of $39.2 million in non-U.S. dollar currencies, composed of pound sterling, euros, and Canadian dollars.
Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

For the three months ended June 30, 2025, non-operating expenses were $2.7 million compared to non-operating income of $0.7 million for the three months ended June 30, 2024. In the current period, non-operating expenses included a net loss from foreign exchange rate fluctuations, which was partially offset by interest income. Non-operating income in the prior year period included higher interest income partially offset by a lower net loss from foreign exchange rate fluctuations. For both periods, the impact of foreign exchange rate fluctuations was largely related to U.S. dollar-denominated cash and intercompany receivables held by our foreign subsidiaries.

Current report — wording carried from elsewhere

The Company’s income tax expense and effective tax rate were $2.0 million and 31.7%, respectively, for the three months ended June 30, 2025 compared to an income tax benefit and effective tax rate of $(0.6) million and 0.8%, respectively, for the three months ended June 30, 2024.

Current report — wording carried from elsewhere

The Company’s income tax benefit and effective tax rate were $(7.5) million and (41.3)%, respectively, for the six months ended June 30, 2025 compared to an income tax expense and effective tax rate of $18.5 million and (13.9)%, respectively, for the six months ended June 30, 2024.