GCM Grosvenor Inc
For the period ended Dec 31, 2024. Filed Feb 21, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 21, 2025
GCMG$12.66+1.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2023-12-31; filed 2024-03-01.
0001819796-24-000005
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2024-12-31; filed 2025-02-21.
0001819796-25-000006
Item 7. 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 213 previous paragraphs and 213 current paragraphs.
132 unchanged; 73 reworded; 7 added; 8 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 13 previous and 13 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
Investment Income
Current report
Other Income
Current report
(4)Fee-related earnings margin represents fee-related earnings as a percentage of our management fee and other operating revenue, net of fund expense reimbursements.
Current report
(2)Includes $1.9 million and $1.2 million related to New York office relocation costs for the years ended December 31, 2024 and 2023, respectively.
Current report
•proceeds from the Term Loan Facility amendment of $50.0 million during the year ended December 31, 2024;
Current report
•dividends paid of $(20.5) million and $(20.3) million during theyears ended December 31, 2024 and 2023, respectively; and
Current report
On May 21, 2024, the Company amended the Term Loan Facility to, among other things, increase and extend the maturity date of the Term Loan Facility. The amendment increased the aggregate principal amount available from $388.0 million to $438.0 million, extended the maturity date from February 24, 2028 to February 25, 2030, decreased the interest rate margin to 2.25% over Term SOFR, and removed the Benchmark Replacement Adjustment of 0.11%.
Removed paragraphs (8)
Previous report
Investment Income (Loss)
Previous report
Other Income (Expense)
Previous report
Net income attributable to redeemable noncontrolling interest related to certain limited partnership interests that were subject to redemptions by third-party investors. As these interests were redeemable upon the occurrence of an event that is not solely within the control of the Company, amounts relating to third-party interests in such consolidated entities were classified within the mezzanine section of the Consolidated Statements of Financial Condition as redeemable noncontrolling interest. There was no remaining redeemable noncontrolling interest following the exercise of the Mosaic call right on July 2, 2021, as further described in Note 3 of our Consolidated Financial Statements included elsewhere in Part II, Item 8 of this Annual Report on Form 10-K.
Previous report
(2)For the year ended December 31, 2021, includes $1.3 million that was recognized as other income related to the disgorgement of statutory short-swing “profits” from a holder of our Class A common stock. For the year ended December 31, 2023 includes $1.2 million related to New York office relocation costs.
Previous report
•proceeds received for terminated interest rate derivatives of $40.3 million in the year ended December 31, 2022.
Previous report
•payments to repurchase warrants of $(2.6) million during theyear ended December 31, 2022;
Previous report
•dividends paid of $(20.3) million and $(18.4) million during theyears ended December 31, 2023 and 2022, respectively; and
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 (73)
Previous wording
Our success largely depends on the identification and availability of suitable investment opportunities for our clients, and, in particular, the success of the investment vehicles managed by third-party investment managers in which GCM Funds invest. The availability of investment opportunities is subject to certain factors outside of our control and the control of the investment managers with which we invest for our funds, including the market environment at a given point in time. Although there can be no assurance that we will be able to secure the opportunity to invest on behalf of our clients in all or a substantial portion of the investments we select, or that the size of the investment opportunities available to us will be as large as we would desire, we seek to maintain excellent relationships with investment managers of investment funds, including those in which we have previously made investments for our clients and those in which we may in the future invest, as well as sponsors of investments that might provide co-investment opportunities in portfolio companies alongside the sponsoring fund manager. Our ability to identify attractive investments and execute on those investments is dependent on a number of factors, including the general macroeconomic environment, valuation, transaction size, and expected duration of such investment opportunity.
Current wording
Our success largely depends on the identification and availability of suitable investment opportunities for our clients, including the success of the investment vehicles managed by third-party investment managers in which GCM Funds invest. The availability of investment opportunities is subject to certain factors outside of our control, including the market environment at a given point in time. Although there can be no assurance that we will be able to secure the opportunity to invest on behalf of our clients in all or a substantial portion of the investments we select, or that the size of the investment opportunities available to us will be as large as we would desire, we seek to maintain excellent relationships with investment managers that we have invested with previously or who we may invest with in the future. These investment managers include investment managers of investment funds as well as sponsors of investments that might provide co-investment opportunities in portfolio companies alongside the fund manager. Our ability to identify attractive investments and execute those investments is dependent on a number of factors, including the general macroeconomic environment, valuation, transaction size, and expected duration of such investment opportunity.
Previous wording
We have determined that we operate in a single operating and reportable segment, consistent with how our chief operating decision maker allocates resources and assesses performance.
Current wording
We have determined that we operate in a single operating and reportable segment. This is consistent with how our chief operating decision maker, who is our Chief Executive Officer, allocates resources and assesses performance.
Previous wording
5 Common Units may be exchanged on a one-for-one basis for shares of Class A common stock or, at our election, for cash, pursuant to and subject to the restrictions set forth in the A&R LLLPA.
Current wording
5 As of February 14, 2025, there were 44,911,734 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 February 14, 2025, 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 $76.9 billion, $73.7 billion and $72.1 billion as of December 31, 2023, 2022 and 2021, respectively.
Current wording
We provided investment management / advisory services on assets of $80.1 billion, $76.9 billion and $73.7 billion as of December 31, 2024, 2023 and 2022, 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 December 31, 2023, 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 December 31, 2024, deferred revenue relating to constrained realized carried interest was approximately $6.0 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 $43.3 billion as of December 31, 2023.
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 $44.7 billion as of December 31, 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 $12.8 billion as of December 31, 2023.
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 $13.8 billion as of December 31, 2024.
Previous wording
Investment income (loss) primarily consists of gains and losses arising from our equity method investments.
Current wording
Investment income primarily consists of gains and losses arising from our equity method investments.
Previous wording
Interest expense includes interest paid and accrued on our outstanding debt, along with the amortization of deferred debt issuance costs incurred from debt issued by us, including the Term Loan Facility and the Revolving Credit Facility entered into by us. Interest expense also includes (1) the impact of qualifying effective cash flow hedges and (2) the amortization of realized gains or losses on interest rate swaps that initially qualified for hedge accounting and were subsequently terminated. The unrealized gains or losses are reclassified from accumulated other comprehensive income into interest expense over the original life of the swap.
Current wording
Interest expense includes interest paid and accrued on our outstanding debt, along with the amortization of deferred debt issuance costs incurred from debt issued by us, including the Term Loan Facility and the Revolving Credit Facility (each of which defined below) entered into by us. Interest expense also includes (1) the impact of qualifying effective cash flow hedges and (2) the amortization of realized gains or losses on interest rate swaps that initially qualified for hedge accounting and were subsequently terminated. The unrealized gains or losses are reclassified from accumulated other comprehensive income into interest expense over the original life of the swap for terminated derivative instruments.
Previous wording
Other income (expense) consists primarily of other non-operating items, including write-off of unamortized debt issuance costs due to prepayments and refinancing of debt and interest income.
Current wording
Other income consists primarily of other non-operating items, including write-off of unamortized debt issuance costs due to prepayments and refinancing of debt and interest income.
Previous wording
Change in fair value of warrant liabilities are non-cash changes and consist of fair value adjustments related to the outstanding public and private warrants issued in connection with the Transaction. The warrant liabilities are classified as marked-to-market liabilities pursuant to ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity, and the corresponding increase or decrease in value impacts our net income (loss).
Current wording
Change in fair value of warrant liabilities are non-cash and consist of fair value adjustments related to the outstanding public and private warrants issued in connection with the Transaction. The warrant liabilities are classified as marked-to-market liabilities pursuant to ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity, and the corresponding increase or decrease in value impacts our net income (loss).
Previous wording
We are a corporation for U.S. federal income tax purposes and therefore are subject to U.S. federal and state income taxes on our share of taxable income generated by the Company and its subsidiaries. GCMH is treated as a pass-through entity for U.S. federal and state income tax purposes. As such, income generated by GCMH flows through to its partners, and is generally not subject to U.S. federal or state income tax at the partnership level. Our non-U.S. subsidiaries generally operate as corporate entities in non-U.S. jurisdictions, with certain of these entities subject to local or non-U.S. income taxes. The tax liability with respect to income attributable to noncontrolling interests in GCMH is borne by the holders of such noncontrolling interests.
Current wording
We are a corporation for U.S. federal income tax purposes and therefore are subject to U.S. federal and state income taxes on our share of taxable income generated by us and our subsidiaries. GCMH is treated as a pass-through entity for U.S. federal and state income tax purposes. As such, income generated by GCMH flows through to its partners, and is generally not subject to U.S. federal or state income tax at the partnership level. Our non-U.S. subsidiaries generally operate as corporate entities in non-U.S. jurisdictions, with certain of these entities subject to local or non-U.S. income taxes. The tax liability with respect to income attributable to noncontrolling interests in GCMH is borne by the holders of such noncontrolling interests.
Previous wording
Management fees increased $8.2 million, or 2%, to $375.4 million, for the year ended December 31, 2023 compared to the year ended December 31, 2022. Private market strategies fees increased $17.1 million, or 9%, due to a $7.8 million increase in fees related to private markets strategies specialized funds and a $9.3 million increase in fees related to private markets strategies customized separate accounts, both as a result of capital raising and deployment. A decrease of $3.0 million in catch-up management fees in theyear ended December 31, 2023 as compared to the year ended December 31, 2022 partially offset the increase in private markets strategies customized separate accounts management fees. Fund expense reimbursement revenue increased$3.7 million, or 34%, to $14.6 million. These increases in private market strategies management fees were partially offset by a decrease of $12.6 million, or 8%, in absolute return strategies fees, driven by lower FPAUM as a result of net withdrawals throughout the years ended December 31, 2023 and 2022 and lower investment performance in 2022.
Current wording
Management fees increased $26.2 million, or 7%, to $401.6 million, for the year ended December 31, 2024 compared to the year ended December 31, 2023. Private market strategies fees increased $24.2 million, or 11%, due to a $18.0 million increase in fees related to private markets strategies specialized funds, including a $6.1 million increase incatch-up management fees, and a $6.3 million increase in fees related to private markets strategies customized separate accounts. Both of these increases are as a result of capital raising and deployment. Additionally, there was an increase of $1.9 million, or 1%, in absolute return strategies fees, primarily due to better investment performance in 2024.
Previous wording
Incentive fees consisted of carried interest and performance fees. Carried interest decreased$23.0 million, or 32%, to$49.6 million for the year ended December 31, 2023 compared to the year ended December 31, 2022, primarily due to lower distributions from investments and lower carry realizations during the year ended December 31, 2023. Performance fees increased$12.7 million, to$15.3 million for the year ended December 31, 2023, compared to the year ended December 31, 2022. Theincrease in performance fees was primarily due to higher returns for absolute return strategies funds during the year ended December 31, 2023 as compared to the year ended December 31, 2022.
Current wording
Incentive fees consisted of carried interest and performance fees. Carried interest increased$1.3 million, or 3%, to$50.9 million for the year ended December 31, 2024 compared to the year ended December 31, 2023, primarily due to slightly higher distributions from investments and carry realizations during the year ended December 31, 2024. Performance fees increased$40.0 million, to$55.3 million for the year ended December 31, 2024, compared to the year ended December 31, 2023. Theincrease in performance fees was primarily due to higher returns for absolute return strategies funds during the year ended December 31, 2024 as compared to the year ended December 31, 2023.
Previous wording
Employee compensation and benefits increased $78.7 million, or 28%, for theyear ended December 31, 2023 compared to theyear ended December 31, 2022. The overall increase was primarily driven by increases in partnership interest-based compensation and equity-based compensation, partially offset by a decrease in carried interest compensation. Partnership interest-based compensation increased $72.1 million in theyear ended December 31, 2023 compared to theyear ended December 31, 2022 due toexpense recorded for and subsequent amortization of the Holdings Awards (as further described in Note 12 in the Notes to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K) and the amortization of expense for awards granted to employees in the fourth quarter of 2022. Equity-based compensation increased $19.9 million, or 65%, for theyear ended December 31, 2023 compared to theyear ended December 31, 2022, primarilydue to increases in awards granted and vested during the year ended December 31, 2023. Carried interest compensation decreased $13.4 million, or 32%, for theyear ended December 31, 2023 compared to theyear ended December 31, 2022 due to lower realized carried interest during the year ended December 31, 2023. Cash-based incentive fee related compensation increased $4.6 million, or 42%, due to higher performance fees during the year ended December 31, 2023.
Current wording
Employee compensation and benefits decreased $19.8 million, or 6%, for theyear ended December 31, 2024 compared to theyear ended December 31, 2023. The overall decrease was primarily driven by decreases in partnership interest-based compensation and cash-based employee compensation and benefits, partially offset by an increase in cash-based incentive fee related compensation. Partnership interest-based compensation decreased $31.9 million, or 31%, primarilydue toexpense recorded for the Holdings Awards during the year ended December 31, 2023, partially offset by award modifications in the first quarter of 2024. Holdings Awards are further described in Note 11 in the Notes to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K). These awards do not dilute Class A common stockholders or impact our net cash flows. Cash-based employee compensation and benefits decreased $7.6 million, or 5%, due to lower discretionary bonus accruals and severance for theyear ended December 31, 2024 compared to theyear ended December 31, 2023. Cash-based incentive fee related compensation increased $20.8 million, due to higher incentive fees during the year ended December 31, 2024, which are discussed above.
Previous wording
General, administrative and other increased $11.9 million, or 13%, to $100.8 million, for theyear ended December 31, 2023 compared to theyear ended December 31, 2022. The overall increase was primarily driven by increases in professional fees of $4.1 million, in travel related costs of $2.6 million due to the continued return of business travel, and in reimbursable expenses incurred on behalf of funds.
Current wording
General, administrative and other increased $3.5 million, or 3%, to $104.3 million, for theyear ended December 31, 2024 compared to theyear ended December 31, 2023. The overall increase was primarily driven by increases in professional fees.
Previous wording
Investment income increased to $11.6 million for theyear ended December 31, 2023 compared to investment income of $10.1 million for the year ended December 31, 2022, primarily due to the change in value of private and public market investments.
Current wording
Investment income increased to $15.6 million for theyear ended December 31, 2024 compared to investment income of $11.6 million for the year ended December 31, 2023, primarily due to the change in value of private and public market investments.
Previous wording
Interest expense increased $0.4 million, or 2%, to$23.7 million, for theyear ended December 31, 2023 compared to theyear ended December 31, 2022, due to a higher effective interest rates on both the hedged and unhedged portions of the Term Loan Facility principal amount outstanding during theyear ended December 31, 2023, largely offset bya change in the amount ofthe amortization of realized gains or losses on interest rate swaps that initially qualified for hedge accounting and were subsequently terminated.
Current wording
Interest expense increased $0.4 million, or 2%, to$24.2 million, for theyear ended December 31, 2024 compared to theyear ended December 31, 2023, due to increased principal amount outstanding on the Term Loan Facility partially offset by slightly lower effective interest rates on both the hedged and unhedged portions of the Term Loan Facility during theyear ended December 31, 2024.
Previous wording
Other income was $1.0 million for theyear ended December 31, 2023 compared to other income of $1.4 million for theyear ended December 31, 2022.
Current wording
Other income was $1.3 million for theyear ended December 31, 2024 compared to other income of $1.0 million for theyear ended December 31, 2023.
Previous wording
Change in fair value of warrant liabilities of$1.4 million for theyear ended December 31, 2023 was due to a decrease in the fair value of the warrants from December 31, 2022 to December 31, 2023.
Current wording
Change in fair value of warrant liabilities of$16.1 million for theyear ended December 31, 2024 was due to an increase in the fair value of the warrants from December 31, 2023 to December 31, 2024.
Previous wording
The Company’s effective tax rate was (36)% and 11% for the years ended December 31, 2023 and 2022, respectively. The primary factors impacting the effective tax rate are the allocation of income (loss) to noncontrolling interest as well as state and foreign income taxes paid at the partnership level that are included in income tax expenses but are partially eliminated in consolidation through noncontrolling interest.
Current wording
The Company’s effective tax rate was 27% and (36)% for the years ended December 31, 2024 and 2023, respectively. The primary factors impacting the effective tax rate are the allocation of income (loss) to noncontrolling interest as well as state and foreign income taxes paid at the partnership level that are included in income tax expenses but are partially eliminated in consolidation through noncontrolling interest.
Previous wording
Net income attributable to noncontrolling interests in subsidiaries was $5.0 million and $6.8 million for theyears ended December 31, 2023 and 2022, respectively. The decrease was primarily attributable to a decrease in income generated by our consolidated subsidiaries not wholly owned by the Company.
Current wording
Net income attributable to noncontrolling interests in subsidiaries was $2.5 million and $5.0 million for theyears ended December 31, 2024 and 2023, respectively. The decrease was primarily attributable to a decrease in income generated by our consolidated subsidiaries not wholly owned by the Company.
Previous wording
Net income (loss) attributable to noncontrolling interests in GCMH was $(47.0) million and $52.8 million for the years ended December 31, 2023 and 2022, respectively. The decrease was primarily attributable to an increase 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 $15.4 million and $(47.0) million for the years ended December 31, 2024 and 2023, respectively. The change 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 December 31, 2023, approximately $2.7 billionis subject to an agreed upon fee ramp in schedule. The ramp in schedule will result in management fees being charged onapproximately $0.9 billion,$0.7 billion and $1.1 billion of such amount beginning in 2024, in 2025 and in 2026 and beyond, respectively. Management fees will be charged on the remaining approximately $4.6 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 $8.2 billion CNYFPAUM as of December 31, 2024, approximately $3.0 billionis subject to an agreed upon fee ramp in schedule. The ramp in schedule will result in management fees being charged onapproximately $1.0 billion, $0.8 billionand $1.2 billion of such amount beginning in 2025, 2026 and 2027 and beyond, respectively. Management fees will be charged on the remaining approximately $5.2 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 increased $2.8 billion, or 5%, to $61.7 billion during theyear ended December 31, 2023 primarily due to $5.0 billion of contributions and a $1.8 billion increase in market value, partially offset by $2.6 billion and $1.2 billion of withdrawals and distributions, respectively.
Current wording
FPAUM increased $3.1 billion, or 5%, to $64.8 billion during theyear ended December 31, 2024 primarily due to $6.0 billion of contributions and a $2.6 billion increase in market value, partially offset by $2.7 billion and $1.7 billion of withdrawals and distributions, respectively.
Previous wording
•Private markets strategies FPAUM increased $3.4 billion, or 9%, to $40.3 billion during theyear ended December 31, 2023 primarily due to $4.5 billion of contributions, partially offset by $1.0 billion of distributions.
Current wording
•Private markets strategies FPAUM increased $2.4 billion, or 6%, to $42.7 billion during theyear ended December 31, 2024 primarily due to $4.7 billion of contributions, partially offset by $1.4 billion of distributions.
Previous wording
•Absolute return strategies FPAUM decreased $0.6 billion, or 3%, to $21.4 billion during theyear ended December 31, 2023 primarily due to $2.4 billion of withdrawals, partially offset by a $1.6 billion increase in market value and $0.5 billion of contributions.
Current wording
•Absolute return strategies FPAUM increased $0.6 billion, or 3%, to $22.0 billion during theyear ended December 31, 2024 primarily due to a $2.4 billion increase in market value and $1.3 billion of contributions. partially offset by $2.6 billion of withdrawals.
Previous wording
CNYFPAUM decreased $0.3 billion, or 4%, to $7.3 billion during theyear ended December 31, 2023 due to CNYFPAUM that became FPAUM during the period, net of closing of new commitments.
Current wording
CNYFPAUM increased $0.9 billion, or 12%, to $8.2 billion during theyear ended December 31, 2024 due to the closing of new commitments during the period, net of reductions for CNYFPAUM that became FPAUM during the period.
Previous wording
AUM increased $3.2 billion, or 4%, to $76.9 billion during the year ended December 31, 2023, primarily driven by the $2.8 billion increase in FPAUM, as well as mark to market increases that do not impact FPAUM.
Current wording
AUM increased $3.2 billion, or 4%, to $80.1 billion during the year ended December 31, 2024, primarily driven by the $3.1 billion increase in FPAUM, as well as mark to market increases that do not impact FPAUM.
Previous wording
(1)Excludes fund reimbursement revenue of $14.6 million, $10.8 million and $10.4 million for the years ended December 31, 2023, 2022 and 2021, respectively.
Current wording
(1)Excludes fund reimbursement revenue of $14.7 million, $14.6 million and $10.8 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Previous wording
(2)Excludes severance expense of $6.8 million, $1.6 million and $3.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.
Current wording
(2)Excludes severance expense of $1.5 million, $6.8 million and $1.6 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Previous wording
(3)Excludes amortization of intangibles of $1.3 million, $2.3 million and $2.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. Also excludes completed and contemplated corporate transaction-related costs of $6.4 million, $2.1 million and $7.8 million for the years ended December 31, 2023, 2022 and 2021, respectively, and non-core expenses of $2.2 million, $0.6 million and $0.6 million for the years ended December 31, 2023, 2022 and 2021, respectively. Non-core expenses includes New York office relocation costs of $1.2 million for the year ended December 31, 2023.
Current wording
(3)Excludes amortization of intangibles of $1.3 million, $1.3 million and $2.3 million for the years ended December 31, 2024, 2023 and 2022, respectively. Also excludes completed and contemplated corporate transaction-related costs of $6.1 million, $6.4 million and $2.1 million for the years ended December 31, 2024, 2023 and 2022, respectively, and non-core expenses of $2.5 million, $2.2 million and $0.6 million for the years ended December 31, 2024, 2023 and 2022, respectively. Transaction-related costs for the year ended December 31, 2024 includes $3.0 million related to a debt amendment and extension expense. Non-core expenses includes New York office relocation costs of $1.9 million and $1.2 million for the year ended December 31, 2024 and 2023, respectively.
Previous wording
(4)Excludes the impact of non-cash carried interest compensation of $1.3 million for the year ended December 31, 2021. The net non-cash carried interest compensation for each of the years ended December 31, 2023 and 2022 was de minimis.
Current wording
(5)Excludes the impact of non-cash carried interest compensation of $0.5 million for the year ended December 31, 2024. The net non-cash carried interest compensation for each of the years ended December 31, 2023 and 2022 was de minimis.
Previous wording
(5)Investment income or loss is generally realized when the Company redeems all or a portion of its investment or when the Company receives or is due cash, such as from dividends or distributions. Amounts were de minimis for periods prior to the Mosaic repurchase on July 2, 2021.
Current wording
(6)Investment income or loss is generally realized when the Company redeems all or a portion of its investment or when the Company receives or is due cash, such as from dividends or distributions.
Previous wording
(6)Represents corporate income taxes at a blended statutory effective tax rates of 24.7%, 24.2% and 24.5% applied to Adjusted Pre-Tax Income for the years ended December 31, 2023, 2022 and 2021, respectively. The 24.7%, 24.2% and 24.5% 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%, 3.2% and 3.5%, respectively.
Current wording
(7)Represents corporate income taxes at a blended statutory effective tax rates of 25.0%, 24.7% and 24.2% applied to Adjusted Pre-Tax Income for the years ended December 31, 2024, 2023 and 2022, respectively. The 25.0%, 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 4.0%, 3.7%, and 3.2%, respectively.
Previous wording
Adjusted Pre-Tax Income represents net income attributable to GCM Grosvenor Inc. including (a) net income (loss) attributable to GCMH, excluding (b) provision for income taxes, (c) changes in fair value of derivatives and warrant liabilities, (d) amortization expense, (e) partnership interest-based and non-cash compensation, (f) equity-based compensation, including cash-settled equity awards (as we view the cash settlement as a separate capital transaction), (g) unrealized investment income, (h) changes in TRA liability and (i) certain other items that we believe are not indicative of our core performance, including charges related to corporate transactions, employee severance, and New York office relocation costs.
Current wording
Adjusted Pre-Tax Income represents net income attributable to GCM Grosvenor Inc. including (a) net income (loss) attributable to GCMH, excluding (b) provision for income taxes, (c) changes in fair value of derivatives and warrant liabilities, (d) amortization expense, (e) partnership interest-based and non-cash compensation, (f) equity-based compensation, including cash-settled equity awards (as we view the cash settlement as a separate capital transaction), (g) unrealized investment income, (h) changes in TRA liability and (i) certain other items that we believe are not indicative of our core performance, including charges related to corporate transactions, employee severance, office relocation costs, and loss on extinguishment of debt.
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 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 our 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.
Previous wording
(1)Represents 2023 and 2022 expenses related to contemplated corporate transactions and 2021 expenses related to a debt offering, other contemplated corporate transactions and other public company transition expenses.
Current wording
(1)Represents 2024 expenses incurred, including $3.0 million related to a debt amendment and extension, and contemplated corporate transactions and 2023 and 2022 expenses related to contemplated corporate transactions.
Previous wording
(3)Represents corporate income taxes at a blended statutory effective tax rates of 24.7%, 24.2% and 24.5% applied to Adjusted Pre-Tax Income for the years ended December 31, 2023, 2022 and 2021, respectively. The 24.7%, 24.2% and 24.5% 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%, 3.2% and 3.5%, respectively.
Current wording
(3)Represents corporate income taxes at a blended statutory effective tax rates of 25.0%, 24.7% and 24.2% applied to Adjusted Pre-Tax Income for the years ended December 31, 2024, 2023 and 2022, respectively. The 25.0%, 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 4.0%, 3.7%, and 3.2%, respectively.
Previous wording
(1)Investment income or loss is generally realized when the Company redeems all or a portion of its investment or when the Company receives or is due cash, such as a from dividends or distributions. Amounts were de minimis for periods prior to the Mosaic repurchase on July 2, 2021.
Current wording
(1)Investment income or loss is generally realized when the Company redeems all or a portion of its investment or when the Company receives or is due cash, such as a from dividends or distributions.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
As of December 31, 2024, GCMH had borrowings of $435.8 million outstanding under the Term Loan Facility and no outstanding balance under the Revolving Credit Facility. As of December 31, 2024, we had available borrowing capacity of $50.0 million under our Revolving Credit Facility.