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GCM Grosvenor Inc

For the period ended Sep 30, 2024. Filed Nov 8, 2024.

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.

Sep 30, 2024 · Filed Nov 8, 2024

GCMG$12.66+1.0%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 2024-06-30; filed 2024-08-08.

0001819796-24-000018

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-08.

0001819796-24-000023

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 209 previous paragraphs and 209 current paragraphs.

125 unchanged; 70 reworded; 12 added; 12 removed; 2 previous and 2 current paragraphs rearranged.

Tables are not compared: 12 previous and 12 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 (12)

Current report

Employee compensation and benefits decreased $3.1 million, or 4%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The overall decrease was primarily driven by decreases in cash-based employee compensation and benefits, partnership interest-based compensation and carried interest compensation, partially offset by an increase in cash-based incentive fee related compensation. Cash-based employee compensation and benefits decreased$1.8 million, or 5%, primarily due to lower bonus accruals. Partnership interest-based compensation decreased $1.5 million, or 10%, primarily due to lower expense recorded for the Holdings Awards during the three months ended

Current report

General, administrative and other increased$3.2 million, or 15%, to$24.6 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, primarily driven by an increase in professional fees.

Current report

General, administrative and other increased$2.1 million, or 3%, to$78.0 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily due to increases in occupancy expenses and travel related costs.

Current report

Investment income of $2.7 million for the three months ended September 30, 2024 was generally consistent with the three months ended September 30, 2023.

Current report

Interest expense of$5.9 million for the three months ended September 30, 2024 was generally consistent with$5.7 million for the three months ended September 30, 2023.

Current report

Interest expense of$18.0 million for the nine months ended September 30, 2024 was generally consistent with the nine months ended September 30, 2023.

Current report

AUMincreased $0.9 billion, or 1%, to$79.6 billion during the three months ended September 30, 2024, primarily driven by a $0.5 billion increase in both FPAUM and CNYFPAUM, partially offset bymark to market decreases that do not impact FPAUM.

Current report

•Private markets strategies FPAUM increased $2.0 billion, or 5%, to $42.3 billion during the nine months ended September 30, 2024, primarily due to $3.4 billion of contributions and a $0.2 billion increase in market value, partially offset by $0.8 billion of distributions and a $0.7 billion decrease in foreign exchange and other movements.

Current report

(2)For the three andnine months ended September 30, 2024, includes $0.1 million and $1.9 million of office relocation costs, respectively. For each of the three andnine months ended September 30, 2023, includes $0.3 million of office relocation costs.

Current report

•dividends paid of $(15.6) million during each of thenine months ended September 30, 2024 and 2023.
Removed paragraphs (12)

Previous report

General, administrative and other of $28.2 million for the three months ended June 30, 2024 was generally consistent with the three months ended June 30, 2023.

Previous report

General, administrative and other of$53.3 million for the six months ended June 30, 2024 was generally consistent with the six months ended June 30, 2023.

Previous report

Interest expense was$6.1 million for the three months ended June 30, 2024 compared to$5.7 million for the three months ended June 30, 2023. The increase was primarily driven by higher debt related expense and issuance costs in connection with the amendment of Term Loan Facility during thethree months ended June 30, 2024.

Previous report

Interest expense was$12.1 million for the six months ended June 30, 2024, generally consistent with the six months ended June 30, 2023.

Previous report

AUM remained generally consistent at $78.7 billion during the three months ended June 30, 2024.

Previous report

•Private markets strategies FPAUM increased $1.5 billion, or 4%, to $41.8 billion during the six months ended June 30, 2024, primarily due to $2.4 billion of contributions, partially offset by a $0.5 billion decrease for foreign exchange and other movements and $0.5 billion of distributions.

Previous report

CNYFPAUM remained generally consistent at $7.3 billion during the six months ended June 30, 2024.

Previous report

(2)For the three andsix months ended June 30, 2024, includes $0.9 million and $1.8 million of office relocation costs, respectively.

Previous report

•dividends paid of $(10.3) million and $(9.3) million during thesix months ended June 30, 2024 and 2023, respectively.

Previous report

On February 24, 2021, we entered into an amended Credit Agreement, which among other things reduced the interest rate margin and extended the maturity dates of our Term Loan Facility. Concurrently with the amendment, we also made a voluntary prepayment on the Term Loan Facility inan aggregate principal amount of $50.3 million. The maturity date of all of the outstanding borrowings under the Term Loan Facility is February 24, 2028, and the maturity date for the full amount of the Revolving Credit Facility is February 24, 2026.
Reworded paragraphs (70)

Previous wording

2 Percentage of combined voting power represents voting power with respect to all shares of Class A common stock and Class C common stock, voting together as a single class. Each holder of Class A common stock is entitled to one vote per share, and each holder of Class C common stock is entitled to the lesser of (i) 10 votes per share and (ii) the Class C Share Voting Amount on all matters submitted to stockholders for their vote or approval. From and after the Sunset Date, holders of Class C Common Stock will be entitled to one vote per share. Class C common stock does not have any of the economic rights (including rights to dividends and distributions upon liquidation) associated with Class A common stock.

Current wording

(2) Percentage of combined voting power represents voting power with respect to all shares of Class A common stock and Class C common stock, voting together as a single class. Each holder of Class A common stock is entitled to one vote per share, and each holder of Class C common stock is entitled to the lesser of (i) 10 votes per share and (ii) the Class C Share Voting Amount on all matters submitted to stockholders for their vote or approval. From and after the Sunset Date, holders of Class C Common Stock will be entitled to one vote per share. Class C common stock does not have any of the economic rights (including rights to dividends and distributions upon liquidation) associated with Class A common stock.

Previous wording

3 Each warrant entitles the registered holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment.

Current wording

(3) Each warrant entitles the registered holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment.

Previous wording

4 Mr. Sacks is the ultimate managing member of each of (i) Holdings, (ii) Management LLC, (iii) Holdings II, and (iv) GCM Progress Subsidiary LLC, a Delaware limited liability company (collectively, the “GCMH Equityholders”). Any distribution of proceeds derived from the securities held by the GCMH Equityholders is shared among the respective members of such entities in accordance with the applicable operating agreements of such entities.

Current wording

(4) Mr. Sacks is the ultimate managing member of each of (i) Holdings, (ii) Management LLC, (iii) Holdings II, and (iv) GCM Progress Subsidiary LLC, a Delaware limited liability company (collectively, the “GCMH Equityholders”). Any distribution of proceeds derived from the securities held by the GCMH Equityholders is shared among the respective members of such entities in accordance with the applicable operating agreements of such entities.

Previous wording

5 As of August 5, 2024, there were 44,574,194 shares of Class A common stock outstanding and 144,235,246 common units of GCMH (“Common Units”) outstanding held by the GCMH Equityholders, which may be exchanged for shares of Class A common stock on a one-to-one basis, or, at the Company’s election, for cash, pursuant to and subject to the restrictions set forth in the Fifth Amended and Restated Limited Liability Limited Partnership Agreement of GCMH. As of August 5, 2024, 2024, GCM V held 144,235,246 shares of Class C common stock, which corresponds to the number of Common Units held by the GCMH Equityholders.

Current wording

(5) As of November 4, 2024, there were 44,899,246 shares of Class A common stock outstanding and 144,235,246 common units of GCMH (“Common Units”) outstanding held by the GCMH Equityholders, which may be exchanged for shares of Class A common stock on a one-to-one basis, or, at the Company’s election, for cash, pursuant to and subject to the restrictions set forth in the Fifth Amended and Restated Limited Liability Limited Partnership Agreement of GCMH. As of November 4, 2024, GCM V held 144,235,246 shares of Class C common stock, which corresponds to the number of Common Units held by the GCMH Equityholders.

Previous wording

We provided investment management / advisory services on assets of $78.7 billion and $76.9 billion as of June 30, 2024 and December 31, 2023, respectively.

Current wording

We provided investment management / advisory services on assets of $79.6 billion and $76.9 billion as of September 30, 2024 and December 31, 2023, respectively.

Previous wording

Agreements generally include a clawback provision that, if triggered, would require us to return up to the cumulative amount of carried interest distributed, typically net of tax, upon liquidation of those funds, if the aggregate amount paid as carried interest exceeds the amount actually due based upon the aggregate performance of each fund. We have defined the portion to be deferred as the amount of carried interest, typically net of tax, that we would be required to return if all remaining investments had no value as of the end of each reporting period. As of June 30, 2024, deferred revenue relating to constrained realized carried interest was approximately $5.6 million.

Current wording

Agreements generally include a clawback provision that, if triggered, would require us to return up to the cumulative amount of carried interest distributed, typically net of tax, upon liquidation of those funds, if the aggregate amount paid as carried interest exceeds the amount actually due based upon the aggregate performance of each fund. We have defined the portion to be deferred as the amount of carried interest, typically net of tax, that we would be required to return if all remaining investments had no value as of the end of each reporting period. As of September 30, 2024, deferred revenue relating to constrained realized carried interest was approximately $7.1 million.

Previous wording

Assets under management that are subject to carried interest, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $44.1 billion as of June 30, 2024.

Current wording

Assets under management that are subject to carried interest, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $44.2 billion as of September 30, 2024.

Previous wording

Assets under management that are subject to performance fees, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $13.5 billion as of June 30, 2024.

Current wording

Assets under management that are subject to performance fees, excluding investments of the firm and our professionals from which we generally do not earn incentive fees, were approximately $13.6 billion as of September 30, 2024.

Previous wording

The following is a discussion of our consolidated results of operations for thethree and six months ended June 30, 2024 and 2023. This information is derived from our accompanying Condensed Consolidated Financial Statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

Current wording

The following is a discussion of our consolidated results of operations for thethree and nine months ended September 30, 2024 and 2023. This information is derived from our accompanying Condensed Consolidated Financial Statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

Previous wording

Management fees increased $6.3 million, or 7%, to $99.8 million for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. Private markets strategies fees increased $5.8 million, or 11%, primarily due to a $4.4 million increase in private market strategies specialized funds fees and a$1.4 million increase in private markets strategies customized separate accounts fees, both as a result of capital raising and deployment. Absolute return strategies fees increased$0.9 million or 3% primarily driven by higher FPAUM at the beginning of the three months ended June 30, 2024 compared to FPAUM at the beginning of the three months ended June 30, 2023. These increases were partially offset by adecrease in fund expense reimbursement revenue of $0.5 million, or 13% to $3.3 million.

Current wording

Management fees increased $4.0 million, or 4%, to $98.5 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. Private markets strategies fees increased $3.4 million, or 6%, primarily due to a $1.8 million increase in private market strategies specialized funds fees and a$1.6 million increase in private markets strategies customized separate accounts fees, both as a result of capital raising and deployment. Absolute return strategies fees increased$0.7 million, or 2%, primarily due to higher returns for certain absolute return strategies funds. These increases were partially offset by adecrease in fund expense reimbursement revenue of $0.2 million, or 5% to $3.5 million.

Previous wording

Incentive fees consisted of carried interest and performance fees. Carried interest decreased $1.0 million, or 8%, to $11.7 million for the three months ended June 30, 2024, compared to the three months ended June 30, 2023, primarily due to lower distributions and lower carry realizations during the three months ended June 30, 2024. Performance fees increased $4.1 million to $4.3 million for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, primarily due to higher returns for absolute return strategies funds with June 30 fiscal year ends during the three months ended June 30, 2024. Performance fees are generally determined at the end of the calendar year and are generally minimal in interim periods.

Current wording

Incentive fees consisted of carried interest and performance fees. Carried interest decreased $4.9 million, or 19%, to $20.6 million for the three months ended September 30, 2024, compared to the three months ended September 30, 2023, primarily due to lower tax carry realizations related to 2023 taxable income partially offset by distributions and carry realizations during the three months ended September 30, 2024. Performance fees increased $2.1 million to $2.7 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, primarily due to higher returns for absolute return strategies funds during the three months ended September 30, 2024. Performance fees are generally determined at the end of the calendar year and are generally minimal in interim periods.

Previous wording

Management fees increased $9.9 million, or 5%, to $195.7 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. Private market strategies fees increased $9.6 million, or 9%, primarily due to a $6.0 million increase in private market strategies specialized funds fees and a $3.7 million increase in private market strategies customized separate accounts fees, both as a result of capital raising and deployment. Absolute return strategies fees of $74.1 million for the six months ended June 30, 2024 were generally consistent with those in the six months ended June 30, 2023.

Current wording

Management fees increased $13.9 million, or 5%, to $294.3 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. Private market strategies fees increased $13.0 million, or 8%, primarily due to a $7.7 million increase in private market strategies specialized funds fees and a $5.3 million increase in private market strategies customized separate accounts fees, both as a result of capital raising and deployment. Absolute return strategies fees of $111.2 million for the nine months ended September 30, 2024 were generally consistent with those in the nine months ended September 30, 2023.

Previous wording

Incentive fees consisted of carried interest and performance fees. Carried interest decreased $2.5 million, or 14%, to $15.8 million for the six months ended June 30, 2024, compared to the six months ended June 30, 2023, primarily due to lower distributions and lower carry realizations during the six months ended June 30, 2024. Performance fees increased $9.8 million to $10.3 million for the six months ended June 30, 2024, compared to the six months ended June 30, 2023, primarily due to fees earned from funds with fiscal year ends different than calendar year end during the six months ended June 30, 2024. Performance fees are generally determined at the end of the year and are generally minimal in interim periods.

Current wording

Incentive fees consisted of carried interest and performance fees. Carried interest decreased $7.3 million, or 17%, to $36.4 million for the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, primarily due to lower tax carry realizations related to 2023 taxable income partially offset by distributions and carry realizations during the nine months ended September 30, 2024. Performance fees increased $11.9 million to $13.1 million for the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, primarily due to fees earned from funds with fiscal year ends different than calendar year end during the nine months ended September 30, 2024. Performance fees are generally determined at the end of the year and are generally minimal in interim periods.

Previous wording

Employee compensation and benefits decreased $46.9 million, or 41%, for the three months ended June 30, 2024 compared to the three months ended June 30, 2023. The overall decrease was primarily driven by a decrease in partnership interest-based compensation, partially offset by increases in cash-based incentive fee related compensation and equity-based compensation. Partnership interest-based compensation decreased $51.5 million, or 82%, primarily due to expense recorded for the Holdings Awards during the three months ended June 30, 2023 (as further described in Note 9 in the Notes to Condensed Consolidated Financial Statements included in Part I, Item 2 of the Quarterly Report on Form 10-Q). These awards do not dilute Class A common stockholders or impact our net cash flows. Cash-based incentive fee related compensation increased $3.5 millionfor the three months ended June 30, 2024 compared to the three months ended June 30, 2023, primarily due to higher performance fees during the three months ended June 30, 2024. Equity-based compensation increased $1.5 million for the three months ended June 30, 2024 compared to the three months ended June 30, 2023, primarily driven by increases in awards granted and vested during the three months ended June 30, 2024.

Current wording

September 30, 2024 (as further described in Note 9 in the Notes to Condensed Consolidated Financial Statements included in Part I, Item 2 of the Quarterly Report on Form 10-Q). These awards do not dilute Class A common stockholders or impact our net cash flows. Carried interest compensation decreased$1.7 million, or 13%, primarily due to lower realized carried interest during the three months ended September 30, 2024. Cash-based incentive fee related compensation increased $1.8 millionfor the three months ended September 30, 2024 compared to the three months ended September 30, 2023, primarily due to higher performance fees during the three months ended September 30, 2024.

Previous wording

Employee compensation and benefits decreased $33.5 million, or 17%, for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. The overall decrease was primarily driven by decreases in partnership interest-based compensation andcash-based employee compensation and benefits, partially offset by an increase in cash-based incentive fee related compensation. Partnership interest-based compensation decreased $32.6 million, or 44%, due to expense recorded for the Holdings Awards during the six months ended June 30, 2023, partially offset by award modifications in the first quarter of 2024 and amortization of the Holdings Awards that were granted in the second quarter of 2023. Holdings Awards are further described in Note 9 in the Notes to Condensed Consolidated Financial Statements included in Part I, Item 2 of the Quarterly Report on Form 10-Q. These awards do not dilute Class A common stockholders or impact our net cash flows. Cash-based employee compensation and benefits decreased $7.1 million, or 9%, due to lower severance, bonus accruals, and insurance premiums for the six months ended June 30, 2024 compared to the six months ended June 30, 2023. Cash-based incentive fee related compensation increased $7.0 million for the six months ended June 30, 2024 compared to the six months ended June 30, 2023, primarily due to higher performance fees during the six months ended June 30, 2024.

Current wording

Employee compensation and benefits decreased $36.6 million, or 13%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The overall decrease was primarily driven by decreases in partnership interest-based compensation, cash-based employee compensation and benefits and carried interest compensation, partially offset by an increase in cash-based incentive fee related compensation. Partnership interest-based compensation decreased $34.2 million, or 38%, due to expense recorded for the Holdings Awards during the nine months ended September 30, 2023, partially offset by award modifications in the first quarter of 2024 and amortization of the Holdings Awards that were granted in the second quarter of 2023. Holdings Awards are further described in Note 9 in the Notes to Condensed Consolidated Financial Statements included in Part I, Item 2 of the Quarterly Report on Form 10-Q. These awards do not dilute Class A common stockholders or impact our net cash flows. Cash-based employee compensation and benefits decreased $9.0 million, or 7%, due to lower bonus accruals and severance for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. Carried interest compensation decreased$3.5 million, or 14%, primarily due tolower realized carried interest during thenine months ended September 30, 2024. Cash-based incentive fee related compensation increased $8.8 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, primarily due to higher performance fees during the nine months ended September 30, 2024.

Previous wording

Other income was$0.9 million for the six months ended June 30, 2024 compared to$1.2 million for the six months ended June 30, 2023, and consisted primarily of interest income in each period.

Current wording

Other income of$0.5 million for the three months ended September 30, 2024 was generally consistent with $0.4 million for the three months ended September 30, 2023 and consisted primarily of interest income in each period.

Previous wording

Change in fair value of warrant liabilities of $0.2 million for the three months ended June 30, 2024 was due to an increase in the fair value of the warrants from March 31, 2024 to June 30, 2024.

Current wording

Change in fair value of warrant liabilities of $7.0 million for the three months ended September 30, 2024 was due to an increase in the fair value of the warrants from June 30, 2024 to September 30, 2024.

Previous wording

Investment income was $1.3 million for the three months ended June 30, 2024 compared to $2.1 million for the three months ended June 30, 2023, primarily due to the change in value of private and public market investments.

Current wording

Investment income was $9.6 million for the nine months ended September 30, 2024 compared to $11.1 million for the nine months ended September 30, 2023, primarily due to the change in value of private and public market investments.

Previous wording

Other income was$0.4 million for the three months ended June 30, 2024 compared to $0.5 million for the three months ended June 30, 2023 and consisted primarily of interest income in each period.

Current wording

Other income was$1.5 million for the nine months ended September 30, 2024 compared to$1.6 million for the nine months ended September 30, 2023, and consisted primarily of interest income in each period.

Previous wording

Change in fair value of warrant liabilities of$2.3 million for the six months ended June 30, 2024 was due to an increase in the fair value of the warrants from December 31, 2023 to June 30, 2024.

Current wording

Change in fair value of warrant liabilities of$9.3 million for the nine months ended September 30, 2024 was due to an increase in the fair value of the warrants from December 31, 2023 to September 30, 2024.

Previous wording

Our effective tax rate was 20% and (6)% for the three months ended June 30, 2024 and 2023, respectively, and (273)% and (5)% for the six months ended June 30, 2024, respectively. Our overall effective tax rate was less than the statutory rate primarily due to the portion of income allocated to the noncontrolling interest holders, including profit interest expense, as well as a valuation allowance recorded against deferred tax assets and discrete tax adjustments recorded in the periods.

Current wording

Our effective tax rate was 21% and 16% for the three months ended September 30, 2024 and 2023, respectively, and 55% and (21)% for the nine months ended September 30, 2024, respectively. Our overall effective tax rate was greater than the statutory rate primarily due to the portion of income allocated to the noncontrolling interest holders, including profit interest expense, as well as a valuation allowance recorded against deferred tax assets and discrete tax adjustments recorded in the periods.

Previous wording

Net income (loss) attributable to noncontrolling interests in subsidiaries was $(0.9) million and $1.4 million for the three months ended June 30, 2024 and 2023, respectively, and $0.4 million and $4.2 million for the six months ended June 30, 2024 and 2023, respectively. The decrease for the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, was primarily attributable to a decrease in income generated by our consolidated subsidiaries not wholly owned by us.

Current wording

Net income attributable to noncontrolling interests in subsidiaries was $0.7 million and $1.3 million for the three months ended September 30, 2024 and 2023, respectively, and $1.1 million and $5.5 million for the nine months ended September 30, 2024 and 2023, respectively. The decrease for the three and nine months ended September 30, 2024, as compared to the three and nine months ended September 30, 2023, was primarily attributable to a decrease in income generated by our consolidated subsidiaries not wholly owned by us.

Previous wording

Net income (loss) attributable to noncontrolling interests in GCMH was $9.1 million and $(42.5) million for the three months ended June 30, 2024 and 2023, respectively, and $(13.3) million and $(59.2) million for the six months ended June 30, 2024 and 2023, respectively. The change in net income (loss) attributable to noncontrolling interests in GCMH for the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, was primarily attributable to a decrease in partnership-interest based compensation as described above, which was fully allocated to noncontrolling interests in GCMH and underlying performance of GCMH.

Current wording

Net income (loss) attributable to noncontrolling interests in GCMH was $7.3 million and $10.4 million for the three months ended September 30, 2024 and 2023, respectively, and $(6.0) million and $(48.8) million for the nine months ended September 30, 2024 and 2023, respectively. The change in net income (loss) attributable to noncontrolling interests in GCMH for the three and nine months ended September 30, 2024, as compared to the three and nine months ended September 30, 2023, was primarily attributable to a decrease in partnership-interest based compensation as described above, which was fully allocated to noncontrolling interests in GCMH and underlying performance of GCMH.

Previous wording

Of the $7.3 billion CNYFPAUM as of June 30, 2024, approximately $2.5 billion is subject to an agreed upon fee ramp in schedule. The ramp in schedule will result in management fees being charged on approximately $0.3 billion, $0.9 billion and $1.3 billion of such amount in the remainder of 2024, in 2025, and in 2026 and beyond, respectively. Management fees will be charged on the remaining approximately $4.8 billion of CNYFPAUM as such capital is invested, which will depend on a number of factors, including the availability of eligible investment opportunities.

Current wording

Of the $7.9 billion CNYFPAUM as of September 30, 2024, approximately $3.1 billion is subject to an agreed upon fee ramp in schedule. The ramp in schedule will result in management fees being charged on approximately $0.3 billion, $1.1 billion and $1.7 billion of such amount in the remainder of 2024, in 2025, and in 2026 and beyond, respectively. Management fees will be charged on the remaining approximately $4.8 billion of CNYFPAUM as such capital is invested, which will depend on a number of factors, including the availability of eligible investment opportunities.

Previous wording

FPAUM remained generally consistent at $63.2 billion during the three months ended June 30, 2024 due to $1.5 billion of contributions and a $0.5 billion increase in market value, offset by a $1.5 billion and $0.4 billion of withdrawals and distributions, respectively, and a $0.1 billion decrease for foreign exchange and other movements.

Current wording

FPAUM increased$0.5 billion, or 1%, to$63.7 billion during the three months ended September 30, 2024 due to $1.1 billion of contributions and a $0.3 billion increase in market value, offset by $0.4 billion and $0.4 billion of withdrawals and distributions, respectively, and a $0.2 billion decrease in foreign exchange and other movements.

Previous wording

•Private markets strategies FPAUM increased $1.0 billion, or 2%, to $41.8 billion during the three months ended June 30, 2024, primarily due to $1.3 billion of contributions, partially offset by $0.3 billion of distributions.

Current wording

•Private markets strategies FPAUM increased $0.5 billion, or 1%, to $42.3 billion during the three months ended September 30, 2024, primarily due to $0.9 billion of contributions, partially offset by $0.3 billion of distributions.

Previous wording

•Absolute return strategies FPAUM decreased $1.0 billion, or 4%, to $21.4 billion during the three months ended June 30, 2024, primarily due to $1.5 billion and $0.1 billion of withdrawals and distributions, respectively, partially offset by a $0.4 billion increase in market value and $0.2 billion of contributions.

Current wording

•Absolute return strategies FPAUM remained consistent at $21.5 billion during the three months ended September 30, 2024, primarily due to a $0.3 billion increase in market value and $0.2 billion of contributions, partially offset by $0.4 billion and $0.1 billion of withdrawals and distributions, respectively.

Previous wording

CNYFPAUM increased $0.2 billion, or 3%, to $7.3 billion during the three months ended June 30, 2024 due to the closing of new commitments during the period, net of reductions for CNYFPAUM that became FPAUM during the period.

Current wording

CNYFPAUM increased $0.5 billion, or 7%, to $7.9 billion during the three months ended September 30, 2024 due to the closing of new commitments during the period, net of reductions for CNYFPAUM that became FPAUM during the period.

Previous wording

FPAUM increased $1.5 billion, or 3%, to $63.2 billion during the six months ended June 30, 2024, primarily due to $3.1 billion of contributions and a $1.5 billion increase in market value, offset by $1.8 billion and $0.6 billion of withdrawals and distributions, respectively, and a $0.6 billion decrease for foreign exchange and other movements.

Current wording

FPAUM increased $2.0 billion, or 3%, to $63.7 billion during the nine months ended September 30, 2024, primarily due to $4.2 billion of contributions and a $1.8 billion increase in market value, offset by $2.2 billion and $1.0 billion of withdrawals and distributions, respectively, and a $0.8 billion decrease for foreign exchange and other movements.

Previous wording

•Absolute return strategies FPAUM remained consistent at $21.4 billion during the six months ended June 30, 2024, primarily due to a $1.4 billion increase in market value and $0.6 billion of contributions, partially offset by $1.8 billion of withdrawals.

Current wording

•Absolute return strategies FPAUM remained consistent at $21.5 billion during the nine months ended September 30, 2024, primarily due to a $1.6 billion increase in market value and $0.8 billion of contributions, partially offset by $2.1 billion and $0.2 billion of withdrawals and distributions, respectively.

Previous wording

AUM increased $1.8 billion, or 2%, to $78.7 billion during the six months ended June 30, 2024, primarily driven by a $1.5 billion increase in FPAUM, as well as mark to market increases that do not impact FPAUM.

Current wording

AUM increased $2.7 billion, or 3%, to $79.6 billion during the nine months ended September 30, 2024, primarily driven by a $2.0 billion increase in FPAUM and a $0.6 billion increase in CNYFPAUM, as well as mark to market increases that do not impact FPAUM.

Previous wording

(1)Excludes fund reimbursement revenue of $3.3 million and $3.8 million for thethree months ended June 30, 2024 and 2023, respectively, and $7.3 million and $7.1 million for the six months ended June 30, 2024 and 2023, respectively.

Current wording

(1)Excludes fund reimbursement revenue of $3.5 million and $3.7 million for thethree months ended September 30, 2024 and 2023, respectively, and $10.8 million for each of the nine months ended September 30, 2024 and 2023.

Previous wording

(2)Excludes severance expense of $0.6 million and $0.2 million for thethree months ended June 30, 2024 and 2023, respectively, and $0.9 million and $4.8 million for the six months ended June 30, 2024 and 2023, respectively.

Current wording

(2)Excludes severance expense of $0.3 million and $1.1 million for thethree months ended September 30, 2024 and 2023, respectively, and $1.2 million and $5.9 million for the nine months ended September 30, 2024 and 2023, respectively.

Previous wording

(3)Excludes amortization of intangibles of $0.3 million for each of the three months ended June 30, 2024 and 2023, and $0.7 million for each of the six months ended June 30, 2024 and 2023. Also excludes $3.1 million and $3.2 million of a debt amendment and extension expenses for the three and six months ended June 30, 2024, respectively, and $4.4 million and $6.8 million of contemplated corporate transaction related costs for the three and six months ended June 30, 2023, respectively. Also excludes non-core expenses of $1.2 million and $0.7 million for the three months ended June 30, 2024 and 2023, respectively, and $2.3 million and $0.7 million for the six months ended June 30, 2024 and 2023, respectively. Non-core expenses include office relocation costs of $0.9 million and $1.8 million for the three and six months ended June 30, 2024, respectively.

Current wording

(3)Excludes amortization of intangibles of $0.3 million for each of the three months ended September 30, 2024 and 2023, and $1.0 million for each of the nine months ended September 30, 2024 and 2023. Also excludes $1.3 million, $0.3 million and $6.3 million of contemplated corporate transaction related costs for the three months ended September 30, 2024 and 2023 and nine months ended September 30, 2023, respectively, and $4.5 million of a debt amendment and extension expenses and contemplated corporate transaction related costs for the nine months ended September 30, 2024. Also excludes non-core expenses of $0.2 million and $0.3 million for the three months ended September 30, 2024 and 2023, respectively, and $2.5 million and $1.1 million for the nine months ended September 30, 2024 and 2023, respectively. Non-core expenses include office relocation costs of $0.1 million and $1.9 million for the three andnine months ended September 30, 2024, respectively, and $0.3 million for each of the three andnine months ended September 30, 2023.

Previous wording

(4)Excludes the impact of non-cash carried interest compensation of $(0.1) million for each of the three months ended June 30, 2024 and 2023, and $(0.4) million for the six months ended June 30, 2023. The net non-cash carried interest compensation for the six months ended June 30, 2024 was de minimis.

Current wording

(4)Excludes the impact of non-cash carried interest compensation and other of $(1.5) million and $0.4 million for the three months ended September 30, 2024 and 2023, respectively, and $(1.5) million for the nine months ended September 30, 2024. The net non-cash carried interest compensation and other for the nine months ended September 30, 2023 was de minimis.

Previous wording

(6)Represents corporate income taxes at a blended statutory rate of 24.7% and 24.2% applied to Adjusted Pre-Tax Income for the three andsix months ended June 30, 2024 and 2023, respectively. The 24.7% and 24.2% are based on a federal statutory rate of 21.0% and a combined state, local and foreign rate net of federal benefits of 3.7% and 3.2%, respectively.

Current wording

(6)Represents corporate income taxes at a blended statutory rate of 24.7% and 24.2% applied to Adjusted Pre-Tax Income for the three andnine months ended September 30, 2024 and 2023, respectively. The 24.7% and 24.2% are based on a federal statutory rate of 21.0% and a combined state, local and foreign rate net of federal benefits of 3.7% and 3.2%, respectively.

Previous wording

The following table shows reconciliations of incentive fees to net incentive fees attributable to GCM Grosvenor for thethree and six months ended June 30, 2024 and 2023:

Current wording

The following table shows reconciliations of incentive fees to net incentive fees attributable to GCM Grosvenor for thethree and nine months ended September 30, 2024 and 2023:

Previous wording

The Company is a holding company with no material assets other than its indirect ownership of equity interests in GCMH and certain deferred tax assets. The GCMH Equityholders may from time to time cause GCMH to redeem any or all of their GCMH common units in exchange, at the Company’s election, for either cash (based on the market price for a share of the Class A common stock) or shares of Class A common stock. As such, net income (loss) attributable to noncontrolling interests in GCMH is added back in order to reflect the full economics of the underlying business as if GCMH Equityholders converted their interests to shares of Class A common stock. Other noncontrolling interests do not have the ability to convert those interests into equity interests of the Company, and as such, income (loss) attributable to these noncontrolling interests are not adjusted for in our non-GAAP financial measures.

Current wording

We are a holding company with no material assets other than its indirect ownership of equity interests in GCMH and certain deferred tax assets. The GCMH Equityholders may from time to time cause GCMH to redeem any or all of their GCMH common units in exchange, at our election, for either cash (based on the market price for a share of the Class A common stock) or shares of Class A common stock. As such, net income (loss) attributable to noncontrolling interests in GCMH is added back in order to reflect the full economics of the underlying business as if GCMH Equityholders converted their interests to shares of Class A common stock. Other noncontrolling interests do not have the ability to convert those interests into our equity interests, and as such, income (loss) attributable to these noncontrolling interests are not adjusted for in our non-GAAP financial measures.

Previous wording

The following table shows reconciliations of net income attributable to GCM Grosvenor Inc. and Adjusted Pre-Tax Income, Adjusted Net Income and Adjusted EBITDA for thethree and six months ended June 30, 2024 and 2023:

Current wording

The following table shows reconciliations of net income attributable to GCM Grosvenor Inc. and Adjusted Pre-Tax Income, Adjusted Net Income and Adjusted EBITDA for thethree and nine months ended September 30, 2024 and 2023:

Previous wording

(1)Represents 2024 expenses incurred related to a debt amendment and extension and 2023 expenses related to contemplated corporate transactions.

Current wording

(1)Represents 2024 expenses incurred related to a debt amendment and extension and contemplated corporate transactions and 2023 expenses related to contemplated corporate transactions.

Showing the first 40 of 70 pairs. Open the source sections for the rest.

Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

CNYFPAUM increased$0.6 billion, or 8%, to $7.9 billion during the nine months ended September 30, 2024 due to the closing of new commitments during the period, net of reductions for CNYFPAUM that became FPAUM during the period.

Current report — wording carried from elsewhere

On August 6, 2021, GCMG’s Board of Directors authorized a stock repurchase plan which may be used to repurchase our outstanding Class A common stock and warrants to purchase Class A common stock. Our Class A common stock and warrants may be repurchased from time to time in open market transactions, in privately negotiated transactions, including with employees or otherwise, pursuant to the requirements of Rule 10b5-1 and Rule 10b-18 of the Exchange Act, as well as to retire (by cash settlement or the payment of tax withholding amounts upon net settlement) equity-based awards granted under our
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

Investment income was $7.0 million for the six months ended June 30, 2024 compared to $8.4 million for the six months ended June 30, 2023, primarily due to the change in value of private and public market investments.

Previous report — wording carried elsewhere

K for the fiscal year ended December 31, 2023. There have been no material changes to our risk factors since our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.