Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 05, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Cowen Inc. | ||
Entity Central Index Key | 1,466,538 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Common Stock, Shares Outstanding | 29,472,029 | ||
Entity Public Float | $ 396,548,671 |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Assets | ||
Cash and cash equivalents | $ 259,148 | $ 130,052 |
Cash collateral pledged | 6,318 | 17,888 |
Segregated cash | 176,647 | 116,268 |
Securities owned, at fair value | 520,888 | 673,221 |
Receivable on derivative contracts, at fair value | 25,125 | 69,177 |
Securities Borrowed, Gross | 407,795 | 443,148 |
Other investments | 181,407 | 141,548 |
Deposits with clearing organizations, brokers and banks | 89,423 | 93,996 |
Receivable from brokers, dealers and clearing organizations | 786,113 | 508,178 |
Receivable from customers, net of allowance of $516 and $1,550, respectively | 37,858 | 49,891 |
Fees receivable, net of allowance of $1,569 and $1,736, respectively | 111,946 | 111,784 |
Due from related parties | 33,870 | 34,814 |
Fixed assets, net of accumulated depreciation and amortization of $31,630 and $28,355, respectively | 26,443 | 40,496 |
Goodwill | 60,678 | 60,678 |
Intangible assets, net of accumulated amortization of $38,093 and $33,081, respectively | 24,943 | 29,955 |
Deferred tax asset, net | 93,057 | 116,323 |
Other assets | 79,014 | 88,268 |
Consolidated Funds | ||
Cash and cash equivalents, Consolidated Funds | 38,118 | 21,988 |
Securities owned, at fair value | 187,633 | 165,916 |
Receivable on derivative contracts, at fair value | 4,416 | 2,520 |
Other Investments, Consolidated Funds | 186,395 | 374,111 |
Receivable from brokers, Consolidated Funds | 8,328 | 5,644 |
Other assets, Consolidated Funds | 740 | 388 |
Total Assets | 3,346,303 | 3,296,252 |
Liabilities | ||
Securities sold, not yet purchased, at fair value | 195,307 | 342,527 |
Payable for derivative contracts, at fair value | 16,082 | 42,750 |
Securities Loaned, Gross | 414,852 | 456,831 |
Payables to brokers, dealers and clearing organizations | 228,731 | 252,153 |
Payable to customers | 525,153 | 352,467 |
Commission management payable | 95,270 | 70,451 |
Compensation payable | 223,994 | 150,206 |
Notes payable and other debt | 262,965 | 173,458 |
Convertible debt | 134,489 | 141,502 |
Fees payable | 22,565 | 8,047 |
Due to related parties | 571 | 570 |
Accounts payable, accrued expenses and other liabilities | 110,423 | 96,533 |
Consolidated Funds | ||
Payable for derivative contracts, at fair value | 1,663 | 7,130 |
Payable to brokers | 23,521 | 751 |
Capital withdrawals payable | 11,106 | 11,931 |
Accounts payable, accrued expenses and other liabilities | 424 | 322 |
Total Liabilities | 2,267,116 | 2,107,629 |
Commitments and Contingencies | ||
Redeemable non-controlling interests | 284,780 | 440,604 |
Stockholders' equity | ||
Additional paid-in capital | 1,062,877 | 1,004,664 |
(Accumulated deficit) retained earnings | (34,648) | (70,116) |
Accumulated other comprehensive income (loss) | (5) | (8) |
Less: Class A common stock held in treasury, at cost, 15,336,871 and 12,133,276 shares as of December 31, 2018 and December 31, 2017, respectively. | (234,142) | (186,846) |
Total Stockholders' Equity | 794,407 | 748,019 |
Total Liabilities and Stockholders' Equity | 3,346,303 | 3,296,252 |
Convertible Preferred Stock | ||
Stockholders' equity | ||
Preferred stock | 1 | 1 |
Common Stock Class A | ||
Stockholders' equity | ||
Common stock | 324 | 324 |
Less: Class A common stock held in treasury, at cost, 15,336,871 and 12,133,276 shares as of December 31, 2018 and December 31, 2017, respectively. | (234,142) | (186,846) |
Common Stock Class B | ||
Stockholders' equity | ||
Common stock | $ 0 | $ 0 |
Consolidated Statements of Fi_2
Consolidated Statements of Financial Condition (Parenthetical) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Allowance for receivable from customers | $ 516,000 | $ 1,550,000 |
Allowance for fees receivable | 1,569,000 | 1,736,000 |
Allowance for receivable from brokers | 472,000 | 0 |
Other investments fair value | 141,236,000 | 100,449,000 |
Assets | ||
Fixed assets, accumulated depreciation and amortization (in dollars) | 31,630,000 | 28,355,000 |
Intangible assets, accumulated amortization (in dollars) | $ 38,093,000 | $ 33,081,000 |
Stockholders' equity | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 120,750 | 120,750 |
Preferred stock, shares outstanding | 120,750 | 120,750 |
Preferred Stock, Liquidation Preference, Value | $ 120,750,000 | $ 120,750,000 |
Common stock, shares authorized | 125,000,000 | |
Treasury Stock, Shares | 15,336,871 | 12,133,276 |
Common Stock Class A | ||
Stockholders' equity | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 62,500,000 | 62,500,000 |
Common stock, shares issued | 43,774,371 | 41,765,296 |
Common stock, shares outstanding | 28,437,860 | 29,632,020 |
Common stock, restricted shares | 253,772 | 191,962 |
Treasury Stock, Shares | 15,336,871 | 12,133,276 |
Common Stock Class B | ||
Stockholders' equity | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 62,500,000 | 62,500,000 |
Common stock, shares issued | 0 | 0 |
Common stock, shares outstanding | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues | |||
Investment banking | $ 357,222 | $ 223,614 | $ 133,279 |
Brokerage | 413,582 | 293,610 | 199,180 |
Management fees | 29,658 | 33,245 | 40,612 |
Incentive income | 3,117 | 5,383 | 8,334 |
Interest and dividends | 108,009 | 49,440 | 14,732 |
Reimbursement from affiliates | 1,038 | 2,860 | 10,504 |
Aircraft lease revenue | 1,852 | 3,751 | 4,161 |
Reinsurance premiums | 38,096 | 30,996 | 32,459 |
Other revenues | 4,504 | 8,561 | 22,355 |
Consolidated Funds | |||
Interest and dividends | 9,816 | 5,870 | 4,792 |
Other revenues | 22 | 1,451 | 1,157 |
Total revenues | 966,916 | 658,781 | 471,565 |
Interest and dividends expense | 104,116 | 60,949 | 29,308 |
Total net revenues | 862,800 | 597,832 | 442,257 |
Expenses | |||
Employee compensation and benefits | 509,289 | 404,087 | 310,038 |
Floor brokerage and trade execution | 109,399 | 75,601 | 32,286 |
Underwriting expenses | 15,282 | 0 | 0 |
Professional, advisory and other fees | 40,957 | 31,942 | 23,190 |
Service fees | 20,198 | 14,999 | 7,918 |
Communications | 30,801 | 23,460 | 17,768 |
Occupancy and equipment | 41,602 | 35,184 | 32,286 |
Depreciation and amortization | 12,436 | 13,078 | 12,713 |
Client services and business development | 35,927 | 28,327 | 27,828 |
Reinsurance claims, commissions and amortization of deferred acquisition costs | 41,086 | 30,486 | 29,904 |
Restructuring costs | 0 | 8,763 | 0 |
Other expenses | 22,014 | 18,196 | 14,815 |
Consolidated Funds | |||
Interest and dividends | 6,534 | 9,836 | 6,434 |
Professional, advisory and other fees | 938 | 1,145 | 1,148 |
Floor brokerage and trade execution | 256 | 318 | 431 |
Other expenses | 887 | 1,227 | 1,051 |
Total expenses | 887,606 | 696,649 | 517,810 |
Other income (loss) | |||
Net gains (losses) on securities, derivatives and other investments | 68,043 | 76,179 | 23,381 |
Bargain purchase gain, net of tax | 0 | 6,914 | 0 |
Gain (loss) on debt extinguishment | (556) | (16,039) | 0 |
Consolidated Funds | |||
Net realized and unrealized gains (losses) on investments and other transactions | 46,656 | 19,660 | 7,085 |
Net realized and unrealized gains (losses) on derivatives | 9,408 | 19,476 | 13,503 |
Net gains (losses) on foreign currency transactions | 191 | (411) | 97 |
Total other income (loss) | 123,742 | 105,779 | 44,066 |
Income (loss) before income taxes | 98,936 | 6,962 | (31,487) |
Income tax expense (benefit) | 15,719 | 44,053 | (19,092) |
Net income (loss) | 83,217 | (37,091) | (12,395) |
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds | (40,398) | (23,791) | (6,882) |
Net income (loss) attributable to Cowen Inc. | 42,819 | (60,882) | (19,277) |
Preferred stock dividends | 6,792 | 6,792 | 6,792 |
Net income (loss) attributable to Cowen Inc. common stockholders | $ 36,027 | $ (67,674) | $ (26,069) |
Weighted average common shares outstanding: | |||
Basic (in shares) | 29,545 | 29,492 | 26,857 |
Diluted (in shares) | 30,735 | 29,492 | 26,857 |
Earnings (loss) per share: | |||
Earnings Per Share, Basic (in dollars per share) | $ 1.22 | $ (2.29) | $ (0.97) |
Earnings Per Share, Diluted (in dollars per share) | $ 1.17 | $ (2.29) | $ (0.97) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 83,217 | $ (37,091) | $ (12,395) |
Other comprehensive income (loss), net of tax: | |||
Foreign currency translation | 3 | (6) | (2) |
Total other comprehensive income (loss), net of tax | 3 | (6) | (2) |
Comprehensive income (loss) | $ 83,220 | $ (37,097) | $ (12,397) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings/(Accumulated deficit) | Common Stock Class A | Preferred Stock | Convertible Preferred StockRetained Earnings/(Accumulated deficit) |
Common stock, shares outstanding, start at Dec. 31, 2015 | 26,401,163 | |||||||
Balance, start at Dec. 31, 2015 | $ 789,993 | $ (137,356) | $ 903,429 | $ 0 | $ 23,627 | $ 292 | $ 1 | |
Preferred stock, shares outstanding, start at Dec. 31, 2015 | 120,750 | |||||||
Redeemable Non-controlling Interest, start at Dec. 31, 2015 | 186,911 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) attributable to Cowen Inc. | (19,277) | (19,277) | ||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds | 6,882 | |||||||
Foreign currency translation | (2) | (2) | ||||||
Capital contributions | 276,923 | |||||||
Capital withdrawals | (18,469) | |||||||
Deconsolidation of investment funds | (73,042) | |||||||
Common stock issued during period, value, acquisitions | 0 | |||||||
Restricted stock awards issued, shares | 1,511,995 | |||||||
Purchase of treasury stock, at cost, shares | (1,181,869) | |||||||
Purchase of treasury stock, at cost | (16,489) | (16,489) | ||||||
Preferred stock dividends | (6,792) | $ (6,792) | ||||||
Embedded Cash Conversion Option | 0 | |||||||
Amortization of share based compensation | 26,039 | 26,039 | ||||||
Common stock, shares outstanding, end at Dec. 31, 2016 | 26,731,289 | |||||||
Balance, end at Dec. 31, 2016 | 772,650 | (153,845) | 928,646 | (2) | (2,442) | $ 292 | $ 1 | |
Preferred stock, shares outstanding, end at Dec. 31, 2016 | 120,750 | |||||||
Redeemable Non-controlling Interest, end at Dec. 31, 2016 | 379,205 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Warrants issued | 15,200 | |||||||
Adjustment to Additional Paid in Capital, Income Tax Effect from Share-based Compensation, Net | (822) | (822) | ||||||
Net income (loss) attributable to Cowen Inc. | (60,882) | (60,882) | ||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds | 23,791 | |||||||
Foreign currency translation | (6) | (6) | ||||||
Capital contributions | 119,112 | |||||||
Capital withdrawals | (81,504) | |||||||
Deconsolidation of investment funds | 0 | |||||||
Common stock issued during period, shares, acquisitions | 3,162,278 | |||||||
Common stock issued during period, value, acquisitions | 47,607 | 47,575 | $ 32 | |||||
Restricted stock awards issued, shares | 2,060,927 | |||||||
Purchase of treasury stock, at cost, shares | (2,322,474) | |||||||
Purchase of treasury stock, at cost | (33,001) | (33,001) | ||||||
Preferred stock dividends | (6,792) | (6,792) | ||||||
Embedded Cash Conversion Option | 0 | |||||||
Amortization of share based compensation | 28,443 | 28,443 | ||||||
Common stock, shares outstanding, end at Dec. 31, 2017 | 29,632,020 | |||||||
Balance, end at Dec. 31, 2017 | $ 748,019 | (186,846) | 1,004,664 | (8) | (70,116) | $ 324 | $ 1 | |
Preferred stock, shares outstanding, end at Dec. 31, 2017 | 120,750 | 120,750 | ||||||
Redeemable Non-controlling Interest, end at Dec. 31, 2017 | $ 440,604 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Cumulative Effect on Retained Earnings, Net of Tax | (559) | |||||||
Net income (loss) attributable to Cowen Inc. | 42,819 | 42,819 | ||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds | 40,398 | |||||||
Foreign currency translation | 3 | 3 | ||||||
Capital contributions | 114,644 | |||||||
Capital withdrawals | (278,307) | |||||||
Deconsolidation of investment funds | (32,559) | |||||||
Common stock issued during period, value, acquisitions | 0 | |||||||
Restricted stock awards issued, shares | 2,009,435 | |||||||
Purchase of treasury stock, at cost, shares | (3,203,595) | |||||||
Purchase of treasury stock, at cost | (47,296) | (47,296) | ||||||
Preferred stock dividends | (6,792) | $ (6,792) | ||||||
Embedded Cash Conversion Option | 21,195 | 21,195 | ||||||
Amortization of share based compensation | 37,018 | 37,018 | ||||||
Common stock, shares outstanding, end at Dec. 31, 2018 | 28,437,860 | |||||||
Balance, end at Dec. 31, 2018 | $ 794,407 | $ (234,142) | $ 1,062,877 | $ (5) | $ (34,648) | $ 324 | $ 1 | |
Preferred stock, shares outstanding, end at Dec. 31, 2018 | 120,750 | 120,750 | ||||||
Redeemable Non-controlling Interest, end at Dec. 31, 2018 | $ 284,780 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Cash flows from operating activities: | |||
Net income (loss) | $ 83,217 | $ (37,091) | $ (12,395) |
Adjustments to reconcile net income (loss) to net cash provided by / (used in) operating activities: | |||
Bargain purchase gain, net of tax | 0 | (6,914) | 0 |
Depreciation and amortization | 12,436 | 13,078 | 12,713 |
Gain (Loss) on Disposition of Business | 0 | 0 | (15,638) |
Amortization of debt issuance costs | 1,153 | 1,261 | 1,208 |
Amortization of debt discount | 5,473 | 7,435 | 6,885 |
Gain / (loss) on extinguishment of debt | 652 | 10,551 | 0 |
Excess Tax Benefit from Share-based Compensation, Operating Activities | 0 | 0 | (822) |
Share-based compensation | 37,018 | 28,443 | 26,039 |
Change in deferred taxes | 15,486 | 45,856 | (21,274) |
Deferred rent obligations | (3,036) | (2,192) | (880) |
Net loss (gain) on disposal of fixed assets | 15,343 | (2,346) | 0 |
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 0 | 0 | 2,139 |
Purchases of securities owned, at fair value | (3,830,757) | (4,943,394) | (4,483,975) |
Proceeds from sales of securities owned, at fair value | 4,032,937 | 5,131,938 | 4,447,094 |
Proceeds from sales of securities sold, not yet purchased, at fair value | 2,794,434 | 2,455,876 | 3,016,934 |
Payments to cover securities sold, not yet purchased, at fair value | (2,927,916) | (2,444,010) | (3,054,869) |
Proceeds from the sale of other investments | 10,157 | 0 | 0 |
Net (gains) losses on securities, derivatives and other investments | (54,032) | (78,303) | (28,878) |
Consolidated Funds | |||
Purchases of securities owned, at fair value | (887,728) | (385,544) | (113,653) |
Proceeds from sales of securities owned, at fair value | 835,002 | 338,268 | 73,011 |
Proceeds from sales of securities sold, not yet purchased, at fair value | 0 | 217 | 2,226 |
Payments to cover securities sold, not yet purchased, at fair value | 0 | (899) | (1,799) |
Purchases of other investments | (2,835) | (26,206) | (221,897) |
Proceeds from sales of other investments | 231,559 | 64,867 | 17,116 |
Net realized and unrealized (gains) losses on investments and other transactions | (52,807) | (28,267) | (17,402) |
(Increase) decrease in operating assets: | |||
Cash acquired through acquisition | 0 | 159,587 | 0 |
Securities owned, at fair value, held at broker-dealer | (57,732) | (102,137) | (17,005) |
Receivable on derivative contracts, at fair value | 44,053 | (46,277) | 16,717 |
Securities borrowed | 35,353 | (184,827) | 0 |
Deposits with clearing organizations, brokers and banks | 4,573 | (32,460) | (1,874) |
Receivable from brokers, dealers and clearing organizations | (277,935) | (366,297) | 31,795 |
Receivable from customers, net of allowance | 12,033 | (6,422) | 0 |
Fees receivable, net of allowance | (6,401) | (29,669) | (12,632) |
Due from related parties | 1,405 | 4,815 | (176) |
Other assets | 6,017 | (33,454) | (10,048) |
Consolidated Funds | |||
Cash and cash equivalents | (19,501) | (4,227) | (3,827) |
Receivable on derivative contracts, at fair value | (1,896) | (1,627) | (893) |
Receivable from brokers | (2,684) | 334 | (5,978) |
Other assets | (538) | 123 | 152 |
Increase (decrease) in operating liabilities: | |||
Securities sold, not yet purchased, at fair value, held at broker dealer | 26,232 | 19,226 | 7,160 |
Payable for derivative contracts, at fair value | 2,305 | (1,399) | (421) |
Securities loaned | (41,979) | 170,472 | 0 |
Payable to brokers, dealers and clearing organizations | (23,422) | (32,440) | 78,520 |
Payable to customers | 172,686 | 340,666 | 0 |
Commission management payable | 24,819 | (15,857) | 242 |
Compensation payable | 61,478 | 9,150 | (60,279) |
Fees payable | 14,518 | (639) | (2,366) |
Due to related parties | 1 | (3) | 244 |
Accounts payable, accrued expenses and other liabilities | 17,723 | 13,046 | (9,133) |
Consolidated Funds | |||
Contributions received in advance | 0 | (2,000) | 1,150 |
Payable to brokers | 22,770 | (2,949) | 3,699 |
Payable for derivative contracts, at fair value | (5,467) | 6,558 | 572 |
Due to related parties | 0 | (189) | 453 |
Accounts payable, accrued expenses and other liabilities | 369 | (330) | 528 |
Net Cash Provided by (Used in) Operating Activities | 324,536 | 3,398 | (351,517) |
Cash flows from investing activities: | |||
Purchases of other investments | (28,092) | (10,419) | (33,786) |
Purchase of business | 0 | (55,049) | (6,258) |
Proceeds from sales of other investments | 18,782 | 71,749 | 54,068 |
Payments to Acquire Loans Receivable | 0 | (13,745) | |
Proceeds from Divestiture of Businesses, Net of Cash Divested | 0 | 0 | 17,303 |
Proceeds from loans held for investment | 14 | 3,203 | 42,800 |
Purchase of fixed assets | (8,586) | (5,986) | (15,613) |
Sale of fixed assets | 0 | 7,850 | 0 |
Net Cash Provided by (Used in) Investing Activities | (17,882) | (2,397) | 58,514 |
Cash flows from financing activities: | |||
Proceeds from Convertible Debt | 0 | 135,000 | 0 |
Repayments on convertible debt | (13,500) | (115,140) | 0 |
Deferred debt issuance cost | (3,985) | (7,176) | 0 |
Borrowings on notes and other debt | 102,382 | 171,148 | 30,638 |
Repayments on notes and other debt | (16,601) | (72,757) | (29,800) |
Excess Tax Benefit from Share-based Compensation, Financing Activities | 0 | 0 | (822) |
Purchase of treasury stock | (31,762) | (19,662) | (7,654) |
Contingent liability payment | (797) | (393) | (2,358) |
Capital contributions by redeemable non-controlling interests in operating entities | 581 | 0 | 10 |
Capital withdrawals to redeemable non-controlling interests in operating entities | (2,774) | (5,178) | (6,995) |
Consolidated Funds | |||
Capital contributions by redeemable non-controlling interests in Consolidated Funds | 114,064 | 117,812 | 276,914 |
Capital withdrawals to redeemable non-controlling interests in Consolidated Funds | (276,357) | (65,803) | (10,144) |
Net Cash Provided by (Used in) Financing Activities | (128,749) | 137,851 | 249,789 |
Change in cash and cash equivalents | 177,905 | 138,852 | (43,214) |
Total cash beginning of period | 264,208 | 125,356 | 168,570 |
Cash and cash equivalents | 259,148 | 130,052 | 110,990 |
Cash collateral pledged | 6,318 | 17,888 | 13,342 |
Segregated cash | 176,647 | 116,268 | 1,024 |
Total cash at end of period | 442,113 | 264,208 | 125,356 |
Supplemental information | |||
Cash paid during the year for interest | 90,843 | 26,632 | 17,540 |
Cash paid during the year for taxes | 3,881 | 2,172 | 5,085 |
Noncash Conversion Difference Between Discount and Derivative Liability | 0 | 23,387 | 0 |
Purchase of treasury stock, at cost, through net settlement | 12,310 | 11,889 | 8,835 |
Net assets (liabilities) acquired upon acquisition (net of cash) | 0 | 77,790 | 0 |
Transfer of investment from consolidated funds, securities owned, fair value to securities owned, fair value | 8,820 | 0 | 0 |
Net decrease in redeemable non-controlling interests in Consolidated Funds due to deconsolidation of consolidated fund | 32,559 | 0 | 73,042 |
Separately recognized conversion option reclassification from a derivative liability to equity | 21,195 | 0 | 0 |
Common stock issuance upon close of acquisition | 0 | 47,607 | 0 |
Transfer from Investments | 0 | 0 | 7,164 |
Conversion of redeemable non-controlling interest to loan receivable | 0 | 1,299 | $ 0 |
Goodwill, Impairment Loss | $ 0 | $ 0 |
Organization and Business
Organization and Business | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business Cowen Inc., a Delaware corporation formed in 2009, is a diversified financial services firm which, together with its consolidated subsidiaries (collectively, “Cowen,” or the “Company”), operates through its two business segments: an investment management segment and an investment bank segment. The Company's investment management business includes advisers to investment funds (including privately placed hedge funds, real estate funds and private equity structures), managed accounts, commodity pools, and registered funds . The Company's investment bank segment offers investment banking, research, sales and trading, prime brokerage, global clearing and commission management services to companies and primarily institutional investor clients. The investment bank segment's primary target sectors ("Target Sectors") are healthcare, technology, media and telecommunications, information and technology services, consumer, aerospace and defense, industrials, energy and transportation . |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisition On April 2, 2017, the Company, through its wholly owned subsidiary Cowen CV Acquisition LLC, entered into a securities purchase agreement with, among others, Convergex Holdings LLC to acquire all the outstanding interests in Convergex Group, LLC ("Convergex Group") (subsequently renamed to Cowen Execution Holdco LLC) , a provider of agency based execution services and trading technology to middle market institutional investors and broker-dealers . Convergex Group's operations were primarily conducted through two U.S. Securities Exchange Commission ("SEC") registered broker-dealers, Convergex Execution Solutions LLC (subsequently renamed to Cowen Execution Services LLC) ("Cowen Execution") and Westminster Research Associates LLC ("Westminster") and also Convergex Limited (subsequently renamed to Cowen Execution Services Limited) ("Cowen Execution Ltd"), which is based in the United Kingdom and regulated by the Financial Conduct Authority ("FCA"). The purchase price was paid approximately 50% in cash and 50% in Cowen Inc. Class A common stock. The acquisition was accounted for under the acquisition method of accounting in accordance with accounting principles generally accepted in the United States of America ("US GAAP"). As such, results of operations for Convergex Group are included in the accompanying consolidated statements of operations since the date of acquisition, and the assets acquired and liabilities assumed were recorded at their fair value as of the acquisition date. Subsequent to the acquisition, the operations of Convergex Group were integrated within the Company's existing businesses. The acquisition was consummated effective as of June 1, 2017. The adjusted aggregate estimated purchase price was $98.0 million , which was determined based on closing date tangible book value of Convergex Group, less certain closing adjustments. Based on the closing date purchase price allocation, the fair value of the net identifiable assets acquired and liabilities assumed of $109.6 million exceeded the estimated purchase price of $98.0 million . As a result, the Company recognized a bargain purchase gain of $11.6 million during 2017 related to the acquisition. The bargain purchase gain was shown net of $4.7 million of associated tax in the accompanying consolidated statements of operations. The table below summarizes the preliminary purchase price allocation of net tangible and intangible assets acquired and liabilities assumed as of June 1, 2017: (dollars in thousands) Cash and cash equivalents $ 30,562 Segregated cash 129,025 Securities owned, at fair value 3,417 Securities borrowed 258,321 Deposits from clearing organizations 52,596 Receivable from brokers 62,983 Receivable from customers 43,469 Fees receivable 36,232 Fixed assets, net 1,325 Intangible assets 10,270 Other assets 7,528 Securities sold, not yet purchased, at fair value (71 ) Securities loaned (286,359 ) Payable to brokers (74,284 ) Payable to customers (11,801 ) Commission management payable (82,718 ) Compensation payable (31,083 ) Notes payable and other debt (857 ) Fees payable (5,414 ) Accounts payable, accrued expenses and other liabilities (33,570 ) Total identifiable net assets acquired and liabilities assumed 109,571 Goodwill/(Bargain purchase gain) (11,609 ) Total estimated purchase price $ 97,962 The Company believes that all of the acquired receivables and contractual amounts receivable as reflected above in the allocation of the purchase price are recorded at fair value. See Note 22 for further information on legal matters relating to the acquisition. As of the acquisition date, the estimated fair value of the Company's intangible assets, as acquired through the acquisition, was $10.3 million . The allocation of the intangible assets is shown within the following table. Estimated intangible assets acquired Estimated average remaining useful lives (dollars in thousands) (in years) Intangible asset class Trade name $ 760 0.6 - 2.6 Intellectual property 1,790 5 Customer relationships 7,720 9 Total intangible assets $ 10,270 Amortization expense for the year ended December 31, 2018 and 2017 was $1.3 million and $1.4 million , respectively, and is included in depreciation and amortization in the accompanying consolidated statements of operations. The estimated amortization expense related to these intangible assets in future periods is as follows: (dollars in thousands) 2019 $ 1,239 2020 1,216 2021 1,216 2022 1,007 2023 858 Thereafter 2,073 $ 7,609 In addition to the purchase price consideration, for the year ended December 31, 2017, the Company has incurred acquisition related expenses of $6.0 million including financial advisory, legal and valuation services, which are included in professional, advisory and other fees in the consolidated statements of operations. Subsequent to the acquisition, certain of Convergex Group's businesses were integrated within the investment bank businesses of the Company and therefore they are included within their respective line items in the accompanying consolidated statements of operations. The following table provides supplemental pro forma financial information for the year ended December 31, 2017 , as if the acquisition were completed as of January 1, 2017. This unaudited supplemental pro forma information has been prepared for comparative purposes only and is not intended to be indicative of what the Company's financial results would have been had the acquisition been completed on January 1, 2017, nor does it purport to be indicative of any future results. Year Ended December 31, 2017 (dollars in thousands, except per share data) Revenues $ 733,744 Net income (loss) attributable to Cowen Inc. stockholders (84,671 ) Net income (loss) per common share: Basic $ (2.75 ) Diluted (2.75 ) In conjunction with the integration of the acquired businesses of Convergex Group, the Company evaluated the combined investment bank businesses and operations and, during 2017, incurred approximately $8.8 million of integration and restructuring costs which primarily related to exit and disposal costs, discontinuation of redundant technology services and severance costs. During the year ended December 31, 2018 , the Company continued to integrate the businesses acquired through Convergex Group and consolidated certain similar businesses. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies a. Basis of Presentation These financial statements are prepared in accordance with US GAAP as promulgated by the Financial Accounting Standards Board ("FASB") through Accounting Standards Codification ("The Accounting Standards") as the source of authoritative accounting principles in the preparation of financial statements, and include the accounts of the Company, its operating and other subsidiaries, and entities in which the Company has a controlling financial interest or a general partner interest. All material intercompany transactions and balances have been eliminated on consolidation. Certain investment funds that are consolidated in these accompanying consolidated financial statements, as further discussed below, are not subject to the consolidation provisions with respect to their own controlled investments pursuant to specialized industry accounting. The Company serves as the managing member/general partner and/or investment manager to investment funds which it sponsors and manages. Investment funds in which the Company has a controlling financial interest are consolidated with the Company pursuant to US GAAP as described below. Consequently, the Company's consolidated financial statements reflect the assets, liabilities, income and expenses of these investment funds on a gross basis. The ownership interests in these investment funds that are not owned by the Company are reflected as redeemable non-controlling interests in consolidated subsidiaries in the accompanying consolidated financial statements. The management fees and incentive income earned by the Company from these investment funds are eliminated in consolidation. In this Form 10-K, interest and dividends expense has been reclassified to be presented net of revenues on the consolidated statement of operations. The Company believes that this presentation provides a better representation of the Company's operating results as it is used by management to monitor the Company's financial performance and is consistent with industry practice. The change to the presentation of interest and dividend expense has no impact on net income. b. Principles of consolidation The Company consolidates all entities that it controls through a majority voting interest or otherwise, including those investment funds in which the Company either directly or indirectly has a controlling financial interest. In addition, the Company consolidates all variable interest entities for which it is the primary beneficiary. In accordance with these standards, the Company consolidates four investment funds for which it acts as the general partner and investment manager. As of December 31, 2018 , the Company consolidated the following investment funds: Ramius Enterprise LP (“Enterprise LP”), Ramius Merger Fund LLC (the "Merger Fund"), Cowen Private Investments LP ("Cowen Private"), and Ramius Merger Arbitrage UCITS Fund ("UCITS Fund") (each a "Consolidated Fund" and collectively the "Consolidated Funds"). The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting operating entity ("VOE") or a variable interest entity ("VIE") under US GAAP. Voting Operating Entities — VOEs are entities in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity's economic performance. Under US GAAP, the usual condition for a controlling financial interest in a VOE is ownership of a majority voting interest. Accordingly, the Company consolidates all VOEs in which it owns a majority of the entity's voting shares or units. Variable Interest Entities— VIEs are entities that lack one or more of the characteristics of a VOE. In accordance with US GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. Under the US GAAP consolidation model for VIEs, an enterprise that (1) has the power to direct the activities of a VIE that most significantly impacts the VIE's economic performance, and (2) has an obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE, is considered to be the primary beneficiary of the VIE and thus is required to consolidate it. The Company reconsiders whether it is the primary beneficiary of a VIE by performing a periodic qualitative and/or quantitative analysis of the VIE that includes a review of, among other things, its capital structure, contractual agreements between the Company and the VIE, the economic interests that create or absorb variability, related party relationships and the design of the VIE. As of December 31, 2018 and 2017 , the total net assets of the consolidated VIEs were $427.5 million and $482.8 million , respectively. The decrease is primarily related to other investors' redemptions which reduced overall VIEs net assets. The VIEs act as investment managers and/or investment companies that may be managed by the Company or the Company may have equity interest in those investment companies. The VIEs are financed through their operations and/or loan agreements with the Company. As of December 31, 2018 , the Company held variable interests in Ramius Enterprise Master Fund Ltd (“Enterprise Master”) and Ramius Merger Master Fund Ltd ("Merger Master") (collectively the “Unconsolidated Master Funds”) through the Consolidated Funds. Investment companies, which account for their investments under the specialized industry accounting guidance for investment companies prescribed under US GAAP, are not subject to the consolidation provisions for their investments. Therefore, the Company has not consolidated the Unconsolidated Master Funds. In the ordinary course of business, the Company also sponsors various other entities that it has determined to be VIEs. These VIEs are primarily investment funds for which the Company serves as the general partner, managing member and/or investment manager with decision-making rights. The Company does not consolidate the Unconsolidated Master Funds or real estate funds that are VIEs as it has concluded that it is not the primary beneficiary in each instance. Investment fund investors are entitled to all of their economics of these VIEs with the exception of the management fee and incentive income, if any, earned by the Company. The company has equity interests in the funds as both GP and Limited partner. In these instances the Company has concluded that the variable interests are not potentially significant to the VIE. Although the Company may advance amounts and pay certain expenses on behalf of the investment funds that it considers to be VIEs, it does not provide, nor is it required to provide, any type of substantive financial support to these entities outside of regular investment management services (see Note 6 for additional disclosures on VIEs). Equity Method Investments — For operating entities over which the Company exercises significant influence but which do not meet the requirements for consolidation as outlined above, the Company uses the equity method of accounting. The Company's investments in equity method investees are recorded in other investments in the accompanying consolidated statements of financial condition. The Company's share of earnings or losses from equity method investees is included in net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. The difference between the carrying value of the equity method investment and its estimated fair value is recognized as an impairment charge when the loss in value is deemed other than temporary. Other — If the Company does not consolidate an entity or apply the equity method of accounting, the Company accounts for such entities (primarily, all securities of such entity which are bought and held principally for the purpose of selling them in the near term as trading securities) in accordance with US GAAP, at fair value with unrealized gains (losses) resulting from changes in fair value reflected within net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. Retention of Specialized Accounting — The Consolidated Funds and certain other consolidated companies are investment companies and apply specialized industry accounting for investment companies. The Company has retained this specialized accounting for these investment funds pursuant to US GAAP. The Company reports its investments on the consolidated statements of financial condition at their estimated fair value, with unrealized gains (losses) resulting from changes in fair value reflected within net realized and unrealized gains (losses) on investments and other transactions. Accordingly, the accompanying consolidated financial statements reflect different accounting policies for investments depending on whether or not they are held through a consolidated investment company. In addition, the Company's broker-dealer subsidiaries , Cowen and Company, LLC ("Cowen and Company"), Cowen Execution, Westminster, Cowen Execution Ltd, ATM Execution LLC ("ATM Execution"), Cowen International Limited ("Cowen International Ltd"), Cowen Prime Services LLC ("Cowen Prime") apply the specialized industry accounting for brokers and dealers in securities also prescribed under US GAAP. The Company also retains specialized accounting upon consolidation. c. Use of estimates The preparation of the accompanying consolidated financial statements in conformity with US GAAP requires the management of the Company to make estimates and assumptions that affect the fair value of securities and other investments, the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the accompanying consolidated financial statements, the accounting for goodwill and identifiable intangible assets and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. d. Cash and cash equivalents The Company considers investments in money market funds and other highly liquid investments with original maturities of three months or less which are deposited with a bank or prime broker to be cash equivalents. Cash and cash equivalents held at Consolidated Funds, although not legally restricted, are not available to fund the general liquidity needs of the Company. The Company may also be exposed to credit risk as a result of cash being held at several banks. e. Allowance for credit losses The allowance for credit losses is based on the Company’s assessment of the collectability of receivables related to securities transactions, prepaid research and other receivables. The Company considers factors such as historical experience, credit quality, age of balances and current economic conditions that may affect collectability in determining the allowance for credit losses. Specifically for prepaid research, the Company reviews clients' historical, current and forecasted trading activity in determining the allowance for credit losses. The credit loss expense related to the allowance for credit losses as well as any recoveries of amounts previously charged is reflected in other expenses in the accompanying consolidated statements of operations. f. Valuation of investments and derivative contracts US GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1 Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3 Fair value is determined based on pricing inputs that are unobservable and includes situations where there is little, if any, market activity for the asset or liability. The determination of fair value for assets and liabilities in this category requires significant management judgment or estimation. Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Company. The Company considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Company's perceived risk of that instrument. The Company and its operating subsidiaries act as the manager for the Consolidated Funds. Both the Company and the Consolidated Funds hold certain investments which are valued by the Company, acting as the investment manager. The fair value of these investments is generally estimated based on proprietary models developed by the Company, which include discounted cash flow analysis, public market comparables, and other techniques and may be based, at least in part, on independently sourced market information. The material estimates and assumptions used in these models include the timing and expected amount of cash flows, the appropriateness of discount rates used, and, in some cases, the ability to execute, timing of, and estimated proceeds from expected financings. Significant judgment and estimation goes into the selection of an appropriate valuation methodology as well as the assumptions used in these models, and the timing and actual values realized with respect to investments could be materially different from values derived based on the use of those estimates. The valuation methodologies applied impact the reported value of the Company's investments and the investments held by the Consolidated Funds in the consolidated financial statements. Certain of the Company's investments are relatively illiquid or thinly traded and may not be immediately liquidated on demand if needed. Fair values assigned to these investments may differ significantly from the fair values that would have been used had a ready market for the investments existed and such differences could be material . The Company primarily uses the “market approach” to value its financial instruments measured at fair value. In determining an instrument's level within the hierarchy, the Company categorizes the Company's financial instruments into three categories: securities, derivative contracts and other investments. To the extent applicable, each of these categories can further be divided between those held long or sold short. The Company has the option to measure certain financial assets and financial liabilities at fair value with changes in fair value recognized in earnings each period. The election is made on an instrument by instrument basis at initial recognition of an asset or liability or upon an event that gives rise to a new basis of accounting for that instrument. The Company has elected the fair value option for certain of its investments held by its operating companies. This option has been elected because the Company believes that it is consistent with the manner in which the business is managed, as well as the way that financial instruments in other parts of the business are recorded. Securities — Securities with values based on quoted market prices in active markets for identical assets are classified within level 1 of the fair value hierarchy. These securities primarily include active listed equities, certain U.S. government and sovereign obligations, Exchange Traded Funds ("ETFs"), mutual funds and certain money market securities. The Company does not adjust the quoted price for such instruments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price. Certain positions for which trading activity may not be readily visible, consisting primarily of convertible debt, corporate debt and loans and restricted equities, are stated at fair value and classified within level 2 of the fair value hierarchy. The estimated fair values assigned by management are determined in good faith and are based on available information considering, trading activity, broker quotes, quotations provided by published pricing services, counterparties and other market participants, and pricing models using quoted inputs, and do not necessarily represent the amounts which might ultimately be realized. As level 2 investments include positions that are not always traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability. Derivative contracts — Derivative contracts can be exchange-traded or privately negotiated over-the-counter (“OTC”). Exchange-traded derivatives, such as futures contracts and exchange-traded option contracts, are typically classified within level 1 or level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. OTC derivatives, such as generic forwards, swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within level 2. OTC derivatives, such as swaps and options where market data is not readily available or observable are classified as level 3. Other investments — Other investments consist primarily of investment funds, real estate investments and equity method investments, which are valued as follows : i. Portfolio funds— Portfolio funds (“Portfolio Funds”) include interests in private investment partnerships, foreign investment companies and other collective investment vehicles which may be managed by the Company or its affiliates. The Company follows US GAAP regarding fair value measurements and disclosures relating to investments in certain entities that calculate net asset value (“NAV”) per share (or its equivalent). The guidance permits, as a practical expedient, an entity holding investments in certain entities that either are investment companies as defined by the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide, Investment Companies, or have attributes similar to an investment company, and calculate net asset value per share or its equivalent for which the fair value is not readily determinable, to measure the fair value of such investments on the basis of that NAV per share, or its equivalent, without adjustment. In accordance with US GAAP, investments which are valued using NAV per share as a practical expedient are not categorized within the fair value hierarchy. ii. Real estate investments— Real estate debt and equity investments are valued at fair value. The fair value of real estate investments are estimated based on the price that would be received to sell an asset in an orderly transaction between marketplace participants at the measurement date. Real estate investments without a public market are valued based on assumptions and valuation techniques used by the Company. Such valuation techniques may include discounted cash flow analysis, prevailing market capitalization rates or earnings multiples applied to earnings from the investment, analysis of recent comparable sales transactions, actual sale negotiations and bona fide purchase offers received from third parties, consideration of the amount that currently would be required to replace the asset, as adjusted for obsolescence, as well as independent external appraisals. In general, the Company considers several valuation techniques when measuring the fair value of a real estate investment. However, in certain circumstances, a single valuation technique may be appropriate. Real estate investments are reviewed on a quarterly basis by the Company for significant changes at the property level or a significant change in the overall market which would impact the value of the real estate investment resulting in unrealized appreciation or depreciation. Real estate and capital markets are cyclical in nature. Property and investment values are affected by, among other things, the availability of capital, occupancy rates, rental rates and interest and inflation rates. In addition, the Company invests in real estate and real estate related investments for which no liquid market exists. The market prices for such investments may be volatile and may not be readily ascertainable. Amounts ultimately realized by the Company from investments sold may differ from the fair values presented, and the differences could be material. The Company's real estate investments are typically categorized as level 3 investments within the fair value hierarchy as management uses significant unobservable inputs in determining their estimated fair value. See Notes 6 and 7 for further information regarding the Company's investments, including equity method investments and fair value measurements. g. Due from/due to related parties The Company may advance amounts and pay certain expenses on behalf of employees of the Company or other affiliates of the Company. These amounts settle in the ordinary course of business. Such amounts are included in due from and due to related parties, respectively, on the accompanying consolidated statements of financial condition. h. Receivable from and payable to brokers Receivable from and payable to brokers, includes cash held at clearing brokers, amounts receivable or payable for unsettled transactions, monies borrowed and proceeds from short sales equal to the fair value of securities sold, but not yet purchased. Pursuant to the Company's prime broker agreements, these balances are presented net (assets less liabilities) across balances with the same broker. i. Fees receivable Fees related to security transactions are reported net of an allowance for credit losses. An allowance for credit losses is assessed on any commission receivables aged over 180 days. Corporate finance and syndicate receivables, include receivables relating to the Company’s investment banking and advisory engagements net of allowance for credit losses. The Company records this allowance for credit losses on these receivables on a specific identification basis. The future collectability of the receivables is reviewed on a monthly basis based on the following factors: aging (usually if outstanding greater than 90 days), known financial stability of the paying company, as well as any other factors that might impact the collection of the outstanding fees. Management and incentive fees are earned as the managing member, general partner and/or investment manager to the Company's investment funds and are recognized in accordance with the new revenue recognition guidance (see Note 3t). j. Securities borrowed and securities loaned Securities borrowed and securities loaned are carried at the amounts of cash collateral advanced or received on a gross basis. The related rebates are recorded in the accompanying consolidated statements of operations as interest and dividends income and interest and dividends expense. Securities borrowed transactions require the Company to deposit cash collateral with the lender. With respect to securities loaned, the Company receives cash collateral from the borrower. The initial collateral advanced or received approximates or is greater than the market value of securities borrowed or loaned. The Company monitors the market value of securities borrowed and loaned on a daily basis, with additional collateral obtained or returned, as necessary. Securities borrowed and loaned may also result in credit exposures for the Company in an event that the counterparties are unable to fulfill their contractual obligations. The Company minimizes its credit risk by continuously monitoring its credit exposure and collateral values by demanding additional or returning excess collateral in accordance with the netting provisions available in the master securities lending contracts in place with the counterparties. Fees and interest received or paid are recorded in interest and dividends income and interest and dividends expense, respectively, on an accrual basis in the accompanying consolidated statements of operations. In cases where the fair value basis of accounting is elected, any resulting change in fair value would be reported in net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. Accrued interest income and expense are recorded in receivable from brokers, dealers and clearing organizations and payable to brokers, dealers and clearing organizations, respectively, on an accrual basis in the accompanying consolidated statements of financial condition. At December 31, 2018 , the Company did not have any securities lending transactions for which fair value basis of accounting was elected. k. Fixed Assets Fixed assets are stated at cost less accumulated depreciation or amortization. Leasehold improvements are amortized on a straight-line basis over the lesser of their useful life or lease term. When the Company commits to a plan to abandon fixed assets or leasehold improvements before the end of its original useful life, the estimated depreciation or amortization period is revised to reflect the shortened useful life of the asset. Other fixed assets are depreciated on a straight-line basis over their estimated useful lives. Aircraft and related equipment, which are leased out under operating leases, are carried at cost less accumulated depreciation and are depreciated to estimated residual value using the straight-line method over the lease term or estimated useful life of the asset. Any assets received at the end of the lease are marked to the lower of cost or fair value with the adjustment recorded in other income. Asset Depreciable Lives Depreciation and/or Amortization Method Telephone and computer equipment 3-5 years Straight-line Computer software 3-8 years Straight-line Furniture and fixtures 5 years Straight-line Leasehold improvements Term of Lease Straight-line Capitalized lease asset 5 years Straight-line Aircraft and related equipment 10-20 years Straight-line Modifications to aircraft 4-10 years Straight-line l. Goodwill and intangible assets Goodwill represents the excess of the purchase price consideration of acquired companies over the estimated fair value assigned to the individual assets acquired and liabilities assumed. Goodwill is allocated to the Company's reporting units at the date the goodwill is initially recorded. Once goodwill has been allocated to the reporting units, it generally no longer retains its identification with a particular acquisition, but instead becomes identifiable with the reporting unit. As a result, all of the fair value of each reporting unit is available to support the value of goodwill allocated to the unit. In accordance with US GAAP, the Company tests goodwill for impairment on an annual basis or at an interim period if events or changed circumstances would more likely than not reduce the fair value of a reporting unit below its carrying amount. In testing for goodwill impairment, the Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances led to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events and circumstances, the Company concludes that fair value exceeds its carrying amount, then performing the two-step impairment test is not necessary. If the Company concludes otherwise, the Company is required to perform the two-step quantitative impairment test. The first step requires a comparison of the fair value of the reporting unit to its carrying value, including goodwill. If the fair value of the reporting unit exceeds its carrying value, the related goodwill is not considered impaired and no further analysis is required. If the carrying value of the reporting unit exceeds the fair value, there is an indication that the related goodwill might be impaired and the second step is performed to measure the amount of impairment, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit's goodwill with its carrying amount to measure the amount of impairment, if any. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. In other words, the estimated fair value of the reporting unit is allocated to all of its assets and liabilities (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the purchase price paid. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment is recognized in an amount equal to that excess. Goodwill impairment tests involve significant judgment in determining the estimates of future cash flows, discount rates, economic forecast and other assumptions which are then used in acceptable valuation techniques, such as the market approach (earning and/or transactions multiples) and/or income approach (discounted cash flow method). Changes in these estimates and assumptions could have a significant impact on the fair value and any resulting impairment of goodwill. See Note 12 for further discussion. Intangible assets with finite lives are amortized over their estimated average useful lives. The Company does not have any intangible assets deemed to have indefinite lives. Intangible assets are tested for potential impairment whenever events or changes in circumstances suggest that an asset or asset group's carrying value may not be fully recoverable. Similar to goodwill impairment test, an impairment loss, calculated as the difference between the estimated fair value and the carrying value of an asset or asset group, is recognized in the accompanying consolidated statements of operations if the sum of the estimated undiscounted cash flows relating to the asset or asset group is less than the corresponding carrying value. m. Debt Long-term debt is carried at the principal amount borrowed net of any unamortized discount/premium. The discount is accreted to interest expense using the effective interest method over the remaining life of the underlying debt obligations. Accrued but unpaid coupon interest is included in accounts payable, accrued expenses and other liabilities in the accompanying consolidated statements of financial condition. n. Deferred rent Deferred rent primarily consists of step rent, allowances from landlords and valuing the Company's lease properties acquired through business combinations in accordance with US GAAP. Step rent represents the difference between actual operating lease payments due and straight-line rent expense, which is recorded by the Company over the term of the lease, including the build-out period. This amount is recorded as deferred rent in the early years of the lease, when cash payments are generally lower than straight-line rent expense, and reduced in the later years of the lease when payments begin to exceed the straight-line expense. Landlord allowances are generally comprised of amounts received |
Cash Collateral Pledged
Cash Collateral Pledged | 12 Months Ended |
Dec. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Cash Collateral Pledged | Cash Collateral Pledged As of December 31, 2018 and 2017 , the Company pledged cash collateral in the amount of $5.3 million and $6.1 million , respectively, which relates to letters of credit issued to the landlords of the Company's premises in New York City, Boston, Stamford and San Francisco. The Company also has pledged collateral for reinsurance agreements which amounted to $1.0 million , as of December 31, 2018 , and $11.8 million , as of December 31, 2017 , which is anticipated to be due March 2021. (see Note 23 ). |
Segregated Cash
Segregated Cash | 12 Months Ended |
Dec. 31, 2018 | |
Segregated Cash [Abstract] | |
Segregated Cash | Segregated Cash As of December 31, 2018 and 2017 , cash segregated in compliance with federal regulations and other restricted deposits of $176.6 million and $116.3 million , respectively, consisted of cash deposited in Special Reserve Accounts for the exclusive benefit of customers under SEC Rule 15c3-3 and cash held in accounts designated as Special Reserve Bank Accounts for Proprietary Accounts of Broker-Dealers ("PAB"). |
Investments of Operating Entiti
Investments of Operating Entities and Consolidated Funds | 12 Months Ended |
Dec. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments of Operating Entities and Consolidated Funds | Investments of Operating Entities and Consolidated Funds a. Operating Entities Securities owned, at fair value Securities owned, at fair value are held by the Company and are considered held for trading. Substantially all equity securities, which are not part of the Company's self clearing securities finance activities, are pledged to external clearing brokers under terms which permit the external clearing broker to sell or re-pledge the securities to others subject to certain limitations. As of December 31, 2018 and 2017 , securities owned, at fair value consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Common stock (b) $ 472,299 $ 640,065 Preferred stock (b) 5,617 9,604 Warrants and rights (b) 7,990 9,604 U.S. Government securities (a) 13,398 2,807 Corporate bonds (d) 13,041 4,909 Convertible bonds (c) 3,000 282 Trade claims 5,543 5,950 $ 520,888 $ 673,221 (a) As of December 31, 2018 , maturities ranged from April 2019 to August 2019 with an interest rate of 0% . As of December 31, 2017 , maturities ranged from February 2018 to June 2018 with an interest rate of 0% . (b) The Company has elected the fair value option for investments in securities of preferred and common stock with a fair value of $2.9 million and $7.1 million , respectively, at December 31, 2018 and $6.0 million and $5.2 million , respectively, at December 31, 2017 . At December 31, 2018 and 2017 , the Company elected the fair value option for investments in warrants and rights with a fair value of $1.1 million and $2.4 million . (c) As of December 31, 2018 , the maturity was June 2020 with an interest rate of 8% . As of December 31, 2017 , maturities ranged from February 2018 to March 2018 and interest rates ranged from 5% to 12% . (d) As of December 31, 2018 , maturities ranged from April 2019 to April 2049 and interest rates ranged from 2% to 15.5% . As of December 31, 2017 , maturities ranged from October 2018 to May 2040 and interest rates ranged from 0% to 10.75% . Receivable on and Payable for derivative contracts, at fair value The Company's direct involvement with derivative financial instruments includes total return swaps, futures, currency forwards, equity swaps, credit default swaps and options. The Company's derivatives trading activities exposes the Company to certain risks, such as price and interest rate fluctuations, volatility risk, credit risk, counterparty risk, foreign currency movements and changes in the liquidity of markets. Upon issuance of the Company's 3% cash convertible senior notes due 2019 in March 2014 ("2019 Convertible Notes") (see Note 23 ), the Company recognized the embedded cash conversion option at fair value of $35.7 million which is valued at an immaterial amount as of December 31, 2018 . The Company has partially repurchased and extinguished most of the 2019 Convertible Notes (See Note 23 ). Also, on the date of issuance of the 2019 Convertible Notes, the Company entered into a separate cash convertible note economic hedge transaction (the "Hedge Transaction") with a counterparty (the “Option Counterparty”) whereby, the Company purchased a cash settled option contract with terms identical to the conversion option embedded in the 2019 Convertible Notes and simultaneously sold an equity settled warrant with a higher strike price. The Hedge Transaction was expected to reduce the Company’s exposure to potential cash payments in excess of the principal amount of converted notes that the Company may be required to make upon conversion of the 2019 Convertible Notes. The Company paid a premium of $35.7 million for the option under the Hedge Transaction and received a premium of $15.2 million for the equity settled warrant transaction, for a net cost of $20.5 million . During January 2018, the Company terminated the Hedge Transaction for a loss of $0.6 million . The Company's long and short exposure to derivatives is as follows: Receivable on derivative contracts As of December 31, 2018 2017 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 42,288 $ 334 $ 3,819 $ 58 Currency forwards $ 395 1 $ 233 5 Swaps $ 13,702 917 $ 164,664 10,942 Options other (a) 654,506 23,130 283,112 58,172 Pay to hold $ — 743 $ — — $ 25,125 $ 69,177 (a) Includes index, equity, commodity future and cash conversion options. Payable for derivative contracts As of December 31, 2018 2017 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ — $ — $ 16,796 $ 242 Currency forwards $ 96,406 709 $ 62,439 874 Swaps $ 52,905 2,162 $ 11,595 71 Options other (a) 90,730 13,211 57,043 41,563 $ 16,082 $ 42,750 (a) Includes index, equity, commodity future and cash conversion options. The following tables present the gross and net derivative positions and the related offsetting amount, as of December 31, 2018 and 2017 . This table does not include the impact of over collateralization. Gross amounts not offset in the Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Consolidated Statements of Financial Condition (a) Net amounts included on the Consolidated Statements of Financial Condition Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of December 31, 2018 Receivable on derivative contracts, at fair value $ 25,125 $ — $ 25,125 $ — $ 1,662 $ 23,463 Payable for derivative contracts, at fair value 16,082 — 16,082 — 2,871 13,211 As of December 31, 2017 Receivable on derivative contracts, at fair value $ 69,177 $ — $ 69,177 $ — $ 10,948 $ 58,229 Payable for derivative contracts, at fair value 42,750 — 42,750 — 1,031 41,719 (a) Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. (b) Includes the amount of collateral held or posted. The realized and unrealized gains/(losses) related to derivatives trading activities were $14.3 million , $3.9 million , and $(11.2) million for the years ended December 31, 2018 , 2017 , and 2016, respectively, and are included in other income in the accompanying consolidated statements of operations. Pursuant to the various derivatives transactions discussed above, except for the cash convertible note hedge (see Note 23 ), exchange traded derivatives, and certain options, the Company is required to post/receive collateral. As of December 31, 2018 and 2017 , collateral consisting of $11.2 million and $13.5 million of cash is included in receivable from brokers, dealers and clearing organizations and payable to brokers, dealers and clearing organizations, respectively, on the accompanying consolidated statements of financial condition. As of December 31, 2018 and 2017 , all derivative contracts were with multiple major financial institutions. Other investments As of December 31, 2018 and 2017 , other investments included the following: As of December 31, 2018 2017 (dollars in thousands) Portfolio Funds, at fair value (1) $ 141,236 $ 100,148 Equity method investments (2) 40,171 41,099 Lehman claims, at fair value — 301 $ 181,407 $ 141,548 (1) Portfolio Funds, at fair value The Portfolio Funds, at fair value as of December 31, 2018 and 2017 , included the following: As of December 31, 2018 2017 (dollars in thousands) Starboard Value and Opportunity Fund LP (c)(*) $ 32,579 $ 32,079 Formation8 Partners Fund I, L.P. (f) 34,099 28,243 RCG Longview Debt Fund V, L.P. (g)(*) 4,394 8,892 RCG Longview II LP (g) (*) 4,400 131 Cowen Healthcare Investments II LP (j) (*) 21,717 — Eclipse Ventures Fund I, L.P. (b) 4,412 3,428 HealthCare Royalty Partners LP (a)(*) 1,833 3,452 Lagunita Biosciences, LLC (d) 3,833 2,400 RCG IO Renergys Sarl (j) (*) 6,369 — Starboard Leaders Fund LP (e)(*) 1,230 1,276 Eclipse SPV I, LP (k)(*) 1,447 — RCG Longview Equity Fund, LP (g) (*) 802 — RCG Longview Debt Fund VI, LP (g) (*) 1,586 1,022 RCG Park Liberty GP Member LLC (g) (*) 1,023 750 HealthCare Royalty Partners II LP (a)(*) 1,037 873 RCGL PE MPA, LLC (g)(*) 618 — RCG LPP2 PNW5 Co-Invest, L.P. (h)(*) 296 3,493 Quadratic Fund LLC (i)(*) — 906 Other private investment (l)(*) 15,898 10,133 Other affiliated funds (m)(*) 3,663 3,070 $ 141,236 $ 100,148 * These Portfolio Funds are affiliates of the Company. The Company has no unfunded commitments regarding the Portfolio Funds held by the Company except as noted in Note 22 . (a) HealthCare Royalty Partners, L.P. and HealthCare Royalty Partners II, L.P. are private equity funds and therefore distributions will be made when cash flows are received from the underlying investments, typically on a quarterly basis. (b) Eclipse Ventures Fund I, L.P. is a private equity fund which invests in early stage and growth hardware companies. Distributions will be made when the underlying investments are liquidated. (c) Starboard Value and Opportunity Fund LP permits quarterly withdrawals upon 90 days' notice. (d) Lagunita Biosciences, LLC, is a healthcare investment company that creates and grows early stage companies to commercialize impactful translational science that addresses significant clinical needs, is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (e) Starboard Leaders Fund LP does not permit withdrawals, but instead allows terminations with respect to capital commitments upon 30 days' prior written notice at any time following the first anniversary of an investors' initial capital contribution. (f) Formation8 Partners Fund I, L.P. is a private equity fund which invests in early stage and growth transformational information and energy technology companies. Distributions will be made when the underlying investments are liquidated. (g) RCG Longview Debt Fund V, L.P., RCG Longview II LP, RCG Park Liberty GP Member LLC, RCG Longview Equity Fund, LP, RCGL PE MPA, LLC and RCG Longview Debt Fund VI, LP are real estate private equity structures. The timing of distributions depend on the nature of the underlying investments and therefore will be made either quarterly or when the underlying investments are liquidated. (h) RCG LPP2 PNW5 Co-Invest, L.P. is a single purpose entity formed to participate in a joint venture which acquired five multi-unit residential rental properties located in the Pacific Northwest. RCG LPP2 PNW5 Co-Invest, L.P. is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (i) Effective January 31, 2018, the Company is no longer affiliated with Quadratic Capital Management LLC. (j) Cowen Healthcare Investments II LP and RCG IO Renergys Sarl are private equity funds. Distributions are made from these funds when cash flows or securities are received from the underlying investments. Investors do not have redemption rights. (k) Eclipse SPV I, L.P. is a co-investment vehicle organized to invest in a private company focused on software-driven automation projects. Distributions will be made when the underlying investments are liquidated. (l) Other private investment represents the Company's closed end investment in a Portfolio Fund that invests in a wireless broadband communication provider in Italy. (m) The majority of these investment funds are affiliates of the Company or are managed by the Company and the investors can redeem from these funds as investments are liquidated. (2) Equity method investments Equity method investments include investments held by the Company in several operating companies whose operations primarily include the day to day management of a number of real estate funds, including the portfolio management and administrative services related to the acquisition, disposition, and active monitoring of the real estate funds' underlying debt and equity investments. The Company's ownership interests in these equity method investments range from 15% to 56% . The Company holds a majority of the outstanding ownership interest (i.e., more than 50%) in RCG Longview Partners II, LLC and 40% in Surf House Ocean Views Holdings, LLC (which is a joint venture in a real estate development project). The operating agreement that governs the management of day-to-day operations and affairs of these entities stipulates that certain decisions require support and approval from other members in addition to the support and approval of the Company. As a result, all operating decisions made in these entities requires the support of both the Company and an affirmative vote of a majority of the other managing members who are not affiliates of the Company. As the Company does not possess control over any of these entities, the presumption of consolidation has been overcome pursuant to current accounting standards and the Company accounts for these investments under the equity method of accounting. Also included in equity method investments are the investments in (a) HealthCare Royalty Partners General Partners and (b) Starboard Value (and certain related parties) which serves as an operating company whose operations primarily include the day to day management (including portfolio management) of several activist investment funds and related managed accounts. As part of its equity method investment in operating companies, the Company incurs certain expenses on behalf of its equity method investees. These expenses reflect direct and indirect costs associated with the respective business and are included in their respective line items in the accompanying consolidated statements of operations. For the years ended December 31, 2018 , 2017 , and 2016, the Company incurred $4.2 million , $7.1 million , and $8.5 million of these costs, respectively. During the third quarter of 2018, the Company completed an assessment of the recoverability of the Company's equity method investments and determined that the carrying value of the investment in Surf House Ocean View Holdings, LLC exceeded the estimated fair value of the Company's interest, which was other than temporary. Accordingly, an impairment charge of $7.1 million was recognized to reduce the carrying value of the investment to fair value for the year ended December 31, 2018 . The Company recorded no other impairment charges in relation to its equity method investments for the years ended December 31, 2018 , 2017 and 2016. The Company elected to use the cumulative earnings approach for the distributions it receives from its equity method investments. Under the cumulative earnings approach, any distributions received up to the amount of cumulative earnings are treated as return on investment and classified in operating activities within the cash flows. Any excess distributions would be considered as return of investments and classified in investing activities. The following table summarizes equity method investments held by the Company: As of December 31, 2018 2017 (dollars in thousands) Surf House Ocean Views Holdings, LLC $ 7,589 $ 14,179 Starboard Value LP 12,699 13,202 RCG Longview Debt Fund V Partners, LLC 11,000 9,284 RCG Longview Management, LLC 1,167 1,149 RCG Longview Debt Fund VI Partners LLC 1,254 — HealthCare Royalty GP, LLC 149 281 HealthCare Royalty GP II, LLC 176 148 RCG Longview Debt Fund IV Management, LLC 331 331 HealthCare Royalty GP III, LLC 1,573 764 Triartisan ES Partners LLC 1,500 — RCG Kennedy House, LLC 131 154 RCG Longview Equity Management, LLC 114 114 RCG LPP II GP, LLC 272 487 RCG Park Liberty GP Member Manager, LLC 1,248 428 Other 968 578 $ 40,171 $ 41,099 For the period ended December 31, 2018 , equity method investments held by the Company in aggregate have met the significance criteria as defined under SEC guidance. As such, the Company is required to present summarized financial information for these significant investees for the years ended December 31, 2018 , 2017, and 2016, and such information is as follows: As of December 31, 2018 2017 (dollars in thousands) Assets $ 137,419 $ 159,077 Liabilities 22,019 74,393 Equity $ 115,400 $ 84,684 Year Ended December 31, 2018 2017 2016 (dollars in thousands) Revenues $ 79,870 $ 136,459 $ 87,707 Expenses (35,835 ) (32,425 ) (34,490 ) Net realized and unrealized gains (losses) 26,029 12,002 (6,305 ) Net Income $ 70,064 $ 116,036 $ 46,912 As of December 31, 2018 and 2017 , the Company's share of losses in its equity method investment in RCG Longview Partners II, LLC has exceeded the carrying amount recorded in this investee. These amounts are included in accounts payable, accrued expenses and other liabilities in the accompanying consolidated statements of financial condition. RCG Longview Partners II, LLC, as general partner to a real estate fund, has reversed previously recorded incentive income allocations and has recorded a current clawback obligation to the limited partners in such fund. This obligation is due to a change in unrealized value of the real estate fund on which there have previously been distributed carried interest realizations; however, the settlement of a potential obligation is not due until the end of the life of the respective real estate fund. As the Company is obligated to return previous distributions it received from RCG Longview Partners II, LLC, it has continued to record its share of gains/losses in the investee including reflecting its share of the clawback obligation in the amount of $6.5 million and $6.2 million as of December 31, 2018 and 2017 , respectively. The Company's income (loss) from equity method investments was $6.4 million , $21.3 million , and $14.4 million for the years ended December 31, 2018 , 2017 , and 2016, respectively, and is included in net gains (losses) on securities, derivatives and other investments on the accompanying consolidated statements of operations. Securities sold, not yet purchased, at fair value Securities sold, not yet purchased, at fair value represent obligations of the Company to deliver a specified security at a contracted price and, thereby, create a liability to purchase that security at prevailing prices. The Company's liability for securities to be delivered is measured at their fair value as of the date of the consolidated financial statements. However, these transactions result in off-balance sheet risk, as the Company's ultimate cost to satisfy the delivery of securities sold, not yet purchased, at fair value may exceed the amount reflected in the accompanying consolidated statements of financial condition. Substantially all equity securities and options are pledged to the clearing broker under terms which permit the clearing broker to sell or re-pledge the securities to others subject to certain limitations. As of December 31, 2018 and 2017 , securities sold, not yet purchased, at fair value consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Common stock $ 194,305 $ 342,328 Corporate bonds (a) 750 122 Preferred stock 199 77 Warrants and rights 53 — $ 195,307 $ 342,527 (a) As of December 31, 2018 , the maturities ranged from October 2022 to January 2034 with interest rates ranged from 2.25% to 9.38% . As of December 31, 2017 , the maturities ranged from July 2025 to January 2026 with interest rates ranged from 3.78% to 5.55% . Securities lending and borrowing transactions The following tables present the contractual gross and net securities borrowing and lending agreements and the related offsetting amount as of December 31, 2018 and 2017 . Gross amounts not offset on the Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Consolidated Statements of Financial Condition (a) Net amounts included on the Consolidated Statements of Financial Condition Additional Amounts Available Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of December 31, 2018 Securities borrowed $ 407,795 $ — $ 407,795 $ — $ 383,593 $ — $ 24,202 Securities loaned 414,852 — 414,852 — 391,310 — 23,542 As of December 31, 2017 Securities borrowed $ 443,148 $ — $ 443,148 $ — $ 414,778 $ — $ 28,370 Securities loaned 456,831 — 456,831 — 439,228 — 17,603 (a) Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. (b) Includes the amount of cash collateral held/posted. The following tables present gross obligations for securities loaned transactions by remaining contractual maturity and class of collateral pledged as of December 31, 2018 and 2017 : Open and Overnight Up to 30 days 31 - 90 days Greater than 90 days Total (dollars in thousands) As of December 31, 2018 Common stock $ 414,852 $ — $ — $ — $ 414,852 As of December 31, 2017 Common stock $ 456,831 $ — $ — $ — $ 456,831 Variable Interest Entities The total assets and liabilities of the variable interest entities for which the Company has concluded that it holds a variable interest, but for which it is not the primary beneficiary, are $5.1 billion and $157.6 million as of December 31, 2018 and $5.2 billion and $445.6 million as of December 31, 2017 , respectively. The carrying value of the Company's exposure to loss for these variable interest entities as of December 31, 2018 was $301.4 million , and as of December 31, 2017 was $471.3 million , all of which is included in other investments, at fair value in the accompanying consolidated statements of financial condition. The exposure to loss primarily relates to the Consolidated Funds' investment in their Unconsolidated Master Funds and the Company's investment in unconsolidated investment companies. Additionally, the Company’s maximum exposure to loss for the variable interest entities noted above as of December 31, 2018 and 2017, was $332.4 million and $491.9 million , respectively. The maximum exposure to loss often differs from the carrying value of exposure to loss of the variable interests. The maximum exposure to loss is dependent on the nature of the variable interests in the VIEs and is limited to the notional amounts of certain commitments and guarantees. b. Consolidated Funds Securities owned, at fair value As of December 31, 2018 and 2017 , securities owned, at fair value, held by the Consolidated Funds consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Preferred stock $ 24,314 $ 50,445 Common stock 95,565 77,702 U.S. Government securities (a) 38,377 34,201 Corporate bonds (b) 24,098 — Warrants and rights 5,279 3,568 $ 187,633 $ 165,916 (a) As of December 31, 2018 , maturities ranged from January 2019 to April 2019 and interest rates were 0% . As of December 31, 2017 , maturities ranged from January 2018 to April 2022 and interest rates ranged from 0% to 5.75% . (b) As of December 31, 2018 , maturities ranged from August 2020 to March 2026 and interest rates ranged from 5.88% to 7.63% . Receivable on derivative contracts As of December 31, 2018 and 2017 , receivable on derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2018 2017 (dollars in thousands) Currency forwards $ 186 $ 524 Equity swaps 2,477 1,754 Options 1,753 242 $ 4,416 $ 2,520 Payable for derivative contracts As of December 31, 2018 and 2017 , payable for derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2018 As of December 31, 2017 (dollars in thousands) Currency forwards $ 96 $ 11 Equity swaps 713 7,042 Options 854 77 $ 1,663 $ 7,130 Other investments, at fair value Investments in Portfolio Funds, at fair value As of December 31, 2018 and 2017 , investments in Portfolio Funds, at fair value, included the following: As of December 31, 2018 2017 (dollars in thousands) Investments of Enterprise LP $ 97,656 $ 87,221 Investments of Merger Fund 88,739 286,890 $ 186,395 $ 374,111 Consolidated portfolio fund investments of Enterprise LP Enterprise LP operates under a “master-feeder” structure, whereby Enterprise Master's shareholders are Enterprise LP and RCG II Intermediate Fund, L.P. The consolidated investments in Portfolio Funds include Enterprise LP's investment of $97.7 million and $87.2 million in Enterprise Master as of December 31, 2018 and 2017 , respectively. On May 12, 2010, the Company announced its intention to close Enterprise Master. Prior to this announcement, strategies utilized by Enterprise Master included merger arbitrage and activist investing, investments in distressed securities, convertible hedging, capital structure arbitrage, equity market neutral, investments in private placements of convertible securities, proprietary mortgages, structured credit investments, investments in mortgage backed securities and other structured finance products, investments in real estate and real property interests, structured private placements and other relative value strategies. Enterprise Master had broad investment powers and maximum flexibility in seeking to achieve its investment objective. Enterprise Master was permitted to invest in equity securities, debt instruments, options, futures, swaps, credit default swaps and other derivatives. As Enterprise Master winds down its positions, it will return capital to its investors. There are no unfunded commitments at Enterprise LP. Consolidated portfolio fund investments of Merger Fund The Merger Fund operates under a “master-feeder” structure, whereby Ramius Merger Master Ltd.'s ("Merger Master") shareholders are Merger Fund and Ramius Merger Fund Ltd. The consolidated investments in Portfolio Funds include Merger Fund's investment of $88.7 million and $286.9 million in Merger Master as of December 31, 2018 and 2017 , respectively. The Merger Master’s investment objective is to achieve consistent absolute returns while emphasizing the preservation of investor capital. The Merger Master seeks to achieve these objectives by taking a fundamental, research-driven approach to investing, primarily in the securities of issuers engaged in, or subject to, announced (or unannounced but otherwise anticipated) extraordinary corporate transactions, which may include, but are not limited to, mergers, acquisitions, leveraged buyouts, tender offers, hostile takeover bids, sale processes, exchange offers, and recapitalizations. Merger Master invests in the securities of one or more issuers engaged in or subject to such extraordinary corporate transactions. Merger Master typically seeks to derive a profit by realizing the price differential, or “spread,” between the market price of securities purchased or sold short and the market price or value of securities realized in connection with the completion or termination of the extraordinary corporate transaction, or in connection with the adjustment of market prices in anticipation thereof, while seeking to minimize the market risk associated with the aforementioned investment activities. Merger Master will, depending on market conditions, generally focus the majority of its investment program on announced transactions. If the investment manager of Merger Master considers it necessary, it may either alone or as part of a group, also initiate shareholder actions seeking to maximize value. Such shareholder actions may include, but are not limited to, re-orienting management’s focus or initiating the sale of the company (or one or more of its divisions) to a third party. There are no unfunded commitments at Merger Fund. Indirect Concentration of the Underlying Investments Held by Consolidated Funds From time to time, either directly or indirectly through its investments in the Consolidated Funds, the Company may maintain exposure to a particular issue or issuer (both long and/or short) which may account for 5% or more of the Company's equity. Based on information that is available to the Company as of December 31, 2018 and 2017 , the Company assessed whether or not its interests in an issuer for which the Company's pro-rata share exceeds 5% of the Company's equity. There was one indirect concentration that exceeded 5% of the Company's equity as of December 31, 2018 and one at December 31, 2017 . Through its investments in a Consolidated Fund and combined with direct Company investments, the Company maintained exposure to a particular investment which accounted for 5% or more of the Company's equity. Investment's percentage of the Company's equity Issuer Security Type Country Industry Percentage of Equity Market Value (dollars in thousands) As of December 31, 2018 Linkem Equity Italy Wireless Broadband 8.36 % $ 66,439 As of December 31, 2017 Linkem Equity Italy Wireless Broadband 7.52 % $ 56,271 Underlying Investments of Unconsolidated Funds Held by Consolidated Funds Enterprise Master and Merger Master Enterprise LP's investment in Enterprise Master represents Enterprise LP's proportionate share of Enterprise Master's net assets; as a result, the investment balances of Enterprise Master reflected below may exceed the net investment which Enterprise LP has recorded. Merger Fund's investment in Merger Master represents Merger Fund's proportionate share of Merger Master's net assets; as a result, the investment balances of Merger Master reflected below may exceed the net investment which Merger Fund has recorded. The following tables present summarized investment information for the underlying investments and derivatives held by Enterprise Master and Merger Master as of December 31, 2018 and 2017 : Securities owned by Enterprise Master, at fair value As of December 31, 2018 2017 (dollars in thousands) Common stock $ 469 $ 608 $ 469 $ 608 Portfolio Funds, owned by Enterprise Master, at fair value As of December 31, 2018 2017 Strategy (dollars in thousands) RCG Special Opportunities Fund, Ltd* Multi-Strategy $ 111,548 $ 97,345 RCG Longview Equity Fund, LP* Real Estate — 1,266 RCG Longview Debt Fund IV, LP* Real Estate — 99 RCG Longview II, LP* Real Estate — 229 Other Private Investments Various 846 937 $ 112,394 $ 99,876 * Affiliates of the Company. Merger Master As of December 31, 2018 , Merger Master held common stock and corporate bonds of $162.8 million and $116.5 million , respectively, and common stock, sold not yet purchased, of $9.6 million . As of December 31, 2017 , Merger Master held common stock, securities owned, of $483.2 million and common stock, sold not yet purchased, of $171.2 million , respectively. Receivable on derivative contracts, at fair value, owned by Merger Master As of December 31, 2018 2017 Description (dollars in thousands) Options $ 3,450 $ 108,063 Equity swaps 5,320 14,488 $ 8,770 $ 122,551 Payable for derivative contracts, at fair value, owned by Merger Master As of December 31, 2018 2017 Description (dollars in thousands) Options $ 1,430 $ 1,256 Currency forwards 270 213 Equity swaps 28 1,249 $ 1,728 $ 2,718 |
Fair Value Measurements for Ope
Fair Value Measurements for Operating Entities and Consolidated Funds | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements for Operating Entities and Consolidated Funds | Fair Value Measurements for Operating Entities and Consolidated Funds The following table presents the assets and liabilities that are measured at fair value on a recurring basis on the accompanying consolidated statements of financial condition by caption and by level within the valuation hierarchy as of December 31, 2018 and 2017 : Assets at Fair Value as of December 31, 2018 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned, at fair value US Government securities $ 13,398 $ — $ — $ 13,398 Preferred stock 449 — 5,168 5,617 Common stock 459,601 2,848 9,850 472,299 Convertible bonds — — 3,000 3,000 Corporate bonds — 13,041 — 13,041 Trade claims — — 5,543 5,543 Warrants and rights 6,324 — 1,666 7,990 Receivable on derivative contracts, at fair value Futures 334 — — 334 Currency forwards — 1 — 1 Swaps — 917 — 917 Options 23,130 — — 23,130 Pay to hold — 743 — 743 Consolidated Funds Securities owned, at fair value US Government securities 38,377 — — 38,377 Preferred stock — — 24,314 24,314 Common stock 95,471 — 94 95,565 Corporate bonds — 24,098 — 24,098 Warrants and rights — — 5,279 5,279 Receivable on derivative contracts, at fair value Currency forwards — 186 — 186 Equity swaps — 2,477 — 2,477 Options 1,753 — — 1,753 $ 638,837 $ 44,311 $ 54,914 $ 738,062 Percentage of total assets measured at fair value on a recurring basis 86.6 % 6.0 % 7.4 % Portfolio Funds measured at net asset value (a) 141,236 Consolidated Funds' Portfolio Funds measured at net asset value (a) 186,395 Equity method investments 40,171 Total investments $ 1,105,864 Liabilities at Fair Value as of December 31, 2018 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased, at fair value Common stock $ 194,305 $ — $ — $ 194,305 Corporate bonds — 750 — 750 Preferred stock 199 — — 199 Warrants and rights 53 — — 53 Payable for derivative contracts, at fair value Futures — — — — Currency forwards — 709 — 709 Swaps — 2,162 — 2,162 Options 11,115 — 2,096 13,211 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 3,070 3,070 Consolidated Funds Payable for derivative contracts, at fair value Currency forwards — 96 — 96 Options 854 — — 854 Equity swaps — 713 — 713 $ 206,526 $ 4,430 $ 5,166 $ 216,122 Percentage of total liabilities measured at fair value 95.6 % 2.0 % 2.4 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income and/or revenues of the acquired businesses, if certain targets are achieved through the periods ended December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2018 can range from $2.8 million to $3.4 million . Assets at Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned, at fair value US Government securities $ 2,807 $ — $ — $ 2,807 Preferred stock 571 918 8,115 9,604 Common stock 627,011 5,484 7,570 640,065 Convertible bonds — — 282 282 Corporate bonds — 4,909 — 4,909 Trade claims — — 5,950 5,950 Warrants and rights 7,087 — 2,517 9,604 Receivable on derivative contracts, at fair value Futures 58 — — 58 Currency forwards — 5 — 5 Swaps — 10,942 — 10,942 Options 56,717 — 1,455 58,172 Other investments Lehman claim — — 301 301 Consolidated Funds Securities owned, at fair value US Government securities 30,552 3,649 — 34,201 Preferred stock — — 50,445 50,445 Common stock 77,652 — 50 77,702 Warrants and rights — — 3,568 3,568 Receivable on derivative contracts, at fair value Currency forwards — 524 — 524 Equity swaps — 1,754 — 1,754 Options 242 — — 242 $ 802,697 $ 28,185 $ 80,253 $ 911,135 Percentage of total assets measured at fair value on a recurring basis 88.1 % 3.1 % 8.8 % Portfolio Funds measured at net asset value (a) 100,148 Consolidated Funds' Portfolio Funds measured at net asset value (a) 374,111 Equity method investments 41,099 Total investments $ 1,426,493 Liabilities at Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased, at fair value Common stock $ 342,328 $ — $ — $ 342,328 Corporate bonds — 122 — 122 Preferred stock 77 — — 77 Payable for derivative contracts, at fair value Futures 242 — — 242 Currency forwards — 874 — 874 Swaps — 71 — 71 Options 19,162 — 22,401 41,563 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 3,440 3,440 Consolidated Funds Payable for derivative contracts, at fair value Currency forwards — 11 — 11 Options 77 — — 77 Equity swaps — 7,042 — 7,042 $ 361,886 $ 8,120 $ 25,841 $ 395,847 Percentage of total liabilities measured at fair value 91.4 % 2.1 % 6.5 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income and/or revenues of the acquired businesses, if certain targets are achieved through the periods ended December 2018 and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2017 can range from $0.1 million to $15.0 million . The following table includes a roll forward of the amounts for the years ended December 31, 2018 and 2017 for financial instruments classified within level 3. The classification of a financial instrument within level 3 is based upon the significance of the unobservable inputs to the overall fair value measurement. Year Ended December 31, 2018 Balance at December 31, 2017 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2018 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 8,115 $ — $ (1,141 ) (c) $ 1,415 $ (695 ) $ (2,526 ) $ 5,168 $ 860 Common stock 7,570 — (569 ) 3,324 (1,416 ) 941 9,850 1,797 Convertible bonds 282 — — 3,000 (307 ) 25 3,000 — Options, asset 1,455 — — — (1,455 ) — — — Options, liability 22,401 — (28,973 ) (e) — (259 ) 8,927 2,096 8,927 Warrants and rights 2,517 — — — (143 ) (708 ) 1,666 (850 ) Trade claims 5,950 — — 44 (536 ) 85 5,543 — Lehman claim 301 — — — (234 ) (67 ) — — Contingent consideration liability 3,440 — — 427 (797 ) — 3,070 — Consolidated Funds Preferred stock 50,445 — (38,552 ) (a) 3,066 — 9,355 24,314 9,355 Common stock 50 — — — — 44 94 44 Warrants and rights 3,568 — (20 ) (a) (1,340 ) — 3,071 5,279 1,730 Year Ended December 31, 2017 Balance at December 31, 2016 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2017 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 15,811 $ — $ (25,098 ) (c) (f) $ 25,785 $ (2,956 ) $ (5,427 ) $ 8,115 $ 486 Common stock 10,121 — — 2,670 (2,688 ) (2,533 ) 7,570 (412 ) Convertible bonds 250 — — 282 — (250 ) 282 — Options, asset 14,753 — — — — (13,298 ) 1,455 (13,298 ) Options, liability 14,753 — — — — 7,648 22,401 7,648 Warrants and rights 3,719 2,173 (b) (d) — — (4,118 ) 743 2,517 510 Trade claim 562 — — 5,865 (611 ) 134 5,950 202 Lehman claim 265 — — — — 36 301 36 Contingent consideration liability 5,997 — — — (392 ) (2,165 ) 3,440 (2,165 ) Consolidated Funds Preferred stock 36,928 22,644 (f) (13,668 ) (c) 8,437 (11,903 ) 8,007 50,445 3,896 Common stock 295 — — 526 (848 ) 77 50 — Warrants and rights 3 — — — — 3,565 3,568 3,565 Term Loan 657 — — 202 (1,021 ) 162 — — (1) Unrealized gains/losses are reported in other income (loss) in the accompanying consolidated statements of operations. (a) The Company deconsolidated an investment fund (See note 3) (b) The Company received warrants as consideration as part of an investment banking transaction. (c) The investments were converted to common stock. (d) As part of the preferred stock sale, the sellers received contingent value rights to be paid in the event certain milestones are reached. (e) On June 26, 2018, the Company received shareholder approval which will allow the Company to settle its convertible note (see Note 23 ) entirely in class A common shares. Upon receiving shareholder approval, the Company reclassified the embedded conversion option, associated with the convertible debt, to equity. (See Note 24 ) (f) The Company transferred investments to a Consolidated Fund. All realized and unrealized gains (losses) in the table above are reflected in other income (loss) in the accompanying consolidated statements of operations. Certain assets and liabilities are measured at fair value on a nonrecurring basis and therefore are not included in the tables above. The Company recognizes all transfers and the related unrealized gain (loss) at the beginning of the reporting period. Transfers between level 1 and 2 generally relate to whether the principal market for the security becomes active or inactive. Transfers between level 2 and 3 generally relate to whether significant relevant observable inputs are available for the fair value measurements or due to change in liquidity restrictions for the investments. During the years ended December 31, 2018 and 2017 , there were no transfers between level 1 and level 2 assets and liabilities. The following table includes quantitative information as of December 31, 2018 and 2017 for financial instruments classified within level 3. The table below quantifies information about the significant unobservable inputs used in the fair value measurement of the Company's level 3 financial instruments. Quantitative Information about Level 3 Fair Value Measurements Fair Value at December 31, 2018 Valuation Techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 4,323 Guideline companies/Discounted cash flows Discount rate 8%-14% Trade claims 25 Discounted cash flows Discount rate 20% Warrants and rights 1,666 Model based Discounted cash flows Discount rate 7% to 9% Other level 3 assets (a) 48,900 Total level 3 assets $ 54,914 Level 3 Liabilities Options 2,096 Option pricing models Volatility 35% to 40% Contingent consideration liability 3,070 Discounted cash flows Projected cash flow and discount rate 23% Total level 3 liabilities $ 5,166 Quantitative Information about Level 3 Fair Value Measurements Fair Value at December 31, 2017 Valuation Techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 5,642 Guideline companies/transaction price Market multiples 4.8x to 8.5x Trade claims 70 Discounted cash flows Discount rate 20% Warrants and rights 2,516 Model based Discounted cash flows Volatility Discount rate 61% 22% Options 1,455 Option pricing models Volatility 28% Other level 3 assets (a) 70,570 Total level 3 assets $ 80,253 Level 3 Liabilities Options 22,401 Option pricing models Volatility 28% Contingent consideration liability 3,440 Discounted cash flows Projected cash flow and discount rate 8% to 23% Total level 3 liabilities $ 25,841 (a) The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from recent transactions. The Company has established valuation policies and procedures and an internal control infrastructure over its fair value measurement of financial instruments which includes ongoing oversight by the valuation committee as well as periodic audits performed by the Company's internal audit group. The valuation committee is comprised of senior management, including non-investment professionals, who are responsible for overseeing and monitoring the pricing of the Company's investments, including the review of the results of the independent price verification process, approval of new trading asset classes and use of applicable pricing models and approaches. The US GAAP fair value leveling hierarchy is designated and monitored on an ongoing basis. In determining the designation, the Company takes into consideration a number of factors including the observability of inputs, liquidity of the investment and the significance of a particular input to the fair value measurement. Designations, models, pricing vendors, third party valuation providers and inputs used to derive fair market value are subject to review by the valuation committee and the internal audit group. The Company reviews its valuation policy guidelines on an ongoing basis and may adjust them in light of, improved valuation metrics and models, the availability of reliable inputs and information, and prevailing market conditions. The Company reviews a daily profit and loss report, as well as other periodic reports, and analyzes material changes from period-to-period in the valuation of its investments as part of its control procedures. The Company also performs back testing on a regular basis by comparing prices observed in executed transactions to previous valuations. The fair market value for level 3 securities may be highly sensitive to the use of industry standard models, unobservable inputs and subjective assumptions. The degree of fair market value sensitivity is also contingent upon the subjective weight given to specific inputs and valuation metrics. The Company holds various equity and debt instruments where different weight may be applied to industry standard models representing standard valuation metrics such as: discounted cash flows, market multiples, comparative transactions, capital rates, recovery rates and timing, and bid levels. Generally, changes in the weights ascribed to the various valuation metrics and the significant unobservable inputs in isolation may result in significantly lower or higher fair value measurements. Volatility levels for warrants and options are not readily observable and subject to interpretation. Changes in capital rates, discount rates and replacement costs could significantly increase or decrease the valuation of the real estate investments. The interrelationship between unobservable inputs may vary significantly amongst level 3 securities as they are generally highly idiosyncratic. Significant increases (decreases) in any of those inputs in isolation can result in a significantly lower (higher) fair value measurement. Other financial assets and liabilities The following table presents the carrying values and fair values, at December 31, 2018 and 2017 , of financial assets and liabilities and information on their classification within the fair value hierarchy which are not measured at fair value on a recurring basis. For additional information regarding the financial instruments within the scope of this disclosure, and the methods and significant assumptions used to estimate their fair value see Note 3 . December 31, 2018 December 31, 2017 Fair Value Hierarchy Carrying Amount Fair Value Carrying Amount Fair Value (dollars in thousands) Financial Assets Operating companies Cash and cash equivalents $ 259,148 $ 259,148 $ 130,052 $ 130,052 Level 1 Cash collateral pledged 6,318 6,318 17,888 17,888 Level 2 Segregated cash 176,647 176,647 116,268 116,268 Level 1 Securities borrowed 407,795 $ 383,593 443,148 414,763 Level 2 Loans receivable 36,021 36,021 (d) 37,993 37,993 (d) Level 3 Consolidated Funds Cash and cash equivalents 38,118 38,118 21,988 21,988 Level 1 Financial Liabilities Securities loaned 414,852 391,310 456,831 440,162 Level 2 Convertible debt 134,489 (a) 157,433 (b) 141,502 (a) 172,709 (b) Level 2 Notes payable and other debt 262,965 258,546 (c) 173,458 182,352 (c) Level 2 (a) The carrying amount of the convertible debt includes an unamortized discount of $24.9 million and $25.6 million as of December 31, 2018 and 2017 , respectively. (b) The convertible debt includes the conversion option and is based on the last broker quote available. (c) Notes payable and other debt are based on the last broker quote available. (d) The fair market value of level 3 loans is calculated using discounted cash flows. |
Deposits with Clearing Organiza
Deposits with Clearing Organizations, Brokers and Banks | 12 Months Ended |
Dec. 31, 2018 | |
Deposits with Clearing Organizations, Brokers and Banks [Abstract] | |
Deposits with Clearing Organizations, Brokers and Banks | Deposits with Clearing Organizations, Brokers and Banks Under the terms of agreements between the Company and some of its clearing organizations, brokers and banks, balances owed are collateralized by certain of the Company’s cash and securities balances. As of December 31, 2018 and 2017 , the Company had a total of $89.4 million and $94.0 million , respectively, in deposit accounts with clearing organizations, brokers and banks that could be used as collateral to offset losses incurred by the clearing organizations, brokers and banks, on behalf of the Company’s activities, if such losses were to occur. |
Receivables from and payables t
Receivables from and payables to brokers, dealers and clearing organizations | 12 Months Ended |
Dec. 31, 2018 | |
Brokers and Dealers [Abstract] | |
Receivables From and Payables to Brokers, Dealers and Clearing Organizations | Receivables From and Payables to Brokers, Dealers and Clearing Organizations Receivables from and payable to brokers, dealers and clearing organizations includes cash held at the clearing brokers, amounts receivable or payable for unsettled transactions, monies borrowed and proceeds from short sales equal to the fair value of securities sold, not yet purchased, which are restricted until the Company purchases the securities sold short. Pursuant to the master netting agreements the Company entered into with its brokers, dealers and clearing organizations, these balances are presented net (assets less liabilities) across balances with the same counterparty. The Company's receivables from and payables to brokers, dealers and clearing organizations balances are held at multiple financial institutions. As of December 31, 2018 and 2017 , amounts receivable from brokers, dealers and clearing organizations include: As of December 31, 2018 2017 (dollars in thousands) Broker-dealers $ 692,581 $ 409,499 Securities failed to deliver 72,918 87,820 Clearing organizations 15,319 6,126 Securities borrowed interest receivable 5,295 4,733 $ 786,113 $ 508,178 As of December 31, 2018 and 2017 , amounts payable to brokers, dealers and clearing organizations include: As of December 31, 2018 2017 (dollars in thousands) Broker-dealers $ 159,443 $ 145,860 Securities failed to receive 28,826 53,540 Clearing organizations 36,338 48,257 Securities loaned interest payable 4,124 4,496 $ 228,731 $ 252,153 |
Receivable from and Payable to
Receivable from and Payable to Customers | 12 Months Ended |
Dec. 31, 2018 | |
Receivables and Payable to Customers [Abstract] | |
Payable to Customers [Text Block] | Receivable From and Payable To Customers As of December 31, 2018 and 2017 , receivable from customers of $37.9 million and $49.9 million , respectively, consist of amounts owed by customers relating to securities transactions not completed on settlement date and receivables arising from the prepayment of Commission Sharing Agreements (“CSA”), net of an allowance for credit losses. A prepaid CSA is established for research-related disbursements in advance of anticipated customer commission volumes. As of December 31, 2018 and 2017 , payable to customers of $525.2 million and $352.5 million , respectively, include amounts due on cash and margin transactions to the Company's clients, some of which have their assets held by a Company omnibus account, which are included within receivables from brokers, dealers and clearing organizations in the accompanying consolidated statements of financial condition. In the omnibus structure, positions that are owned by Cowen International Ltd are fully cross collateralized by client funds, meaning that the Company, for all intents and purposes, has no market risk. Additionally, Cowen International Ltd has no obligation to settle any trade that it deems inappropriate from a risk perspective, adding an important market and counterparty risk mitigating factor. |
Fixed Assets
Fixed Assets | 12 Months Ended |
Dec. 31, 2018 | |
Fixed Assets [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | Fixed Assets As of December 31, 2018 and 2017 , fixed assets consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Telephone and computer equipment $ 3,301 $ 3,465 Computer software 4,214 2,914 Furniture and fixtures 2,829 1,423 Leasehold improvements 37,652 36,702 Assets acquired under capital leases—equipment 10,077 6,920 Aircraft and related equipment — 17,369 Other — 58 58,073 68,851 Less: Accumulated depreciation and amortization (31,630 ) (28,355 ) $ 26,443 $ 40,496 Depreciation and amortization expense related to fixed assets was $7.4 million , $7.0 million and $7.7 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively and are included in depreciation and amortization expense in the accompanying consolidated statements of operations. On April 22, 2016, the Company entered into a transaction whereby the Company acquired a portfolio of four specialized aircraft which were on lease. During the year ended December 31, 2016, the Company purchased two aircraft and entered into two additional lease agreements. As of December 31, 2017 , aircraft and related equipment of $17.4 million was held for leasing purposes. All of the remaining five planes were sold during the fourth quarter of 2018 for a loss of $1.0 million , which is included in other expenses in the accompanying consolidated statement of operations. One of the planes were sold during the third quarter of 2017 for a gain of $2.3 million . Depreciation expense related to leased assets was $0.8 million , $1.5 million and $1.7 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. Assets acquired under capital leases were $10.1 million and $6.9 million as of December 31, 2018 and 2017 , respectively. If the assets acquired under capital leases transfer title at the end of the lease term or contain a bargain purchase option, the assets are amortized over their estimated useful lives; otherwise, the assets are amortized over the respective lease term. The depreciation of assets capitalized under capital leases is included in depreciation and amortization expenses and was $1.6 million , $1.0 million , and $1.2 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. As of December 31, 2018 and 2017, accumulated depreciation related to assets acquired under capital leases was $5.0 million and $3.4 million respectively. |
Goodwill and Intangibles
Goodwill and Intangibles | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangibles [Abstract] | |
Goodwill and Intangible Assets Disclosure [Text Block] | Goodwill and Intangible Assets Goodwill In accordance with US GAAP, the Company tests goodwill for impairment on an annual basis or at an interim period if events or changed circumstances would more likely than not reduce the fair value of a reporting unit below its carrying amount. Under US GAAP, the Company first assesses the qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amounts as a basis for determining if it is necessary to perform the two-step approach. Periodically estimating the fair value of a reporting unit requires significant judgment and often involves the use of significant estimates and assumptions. These estimates and assumptions could have a significant effect on whether or not an impairment charge is recorded and the magnitude of such a charge. The Company assessed the qualitative factors to determine whether is more likely than not that the fair value of the reporting unit is less than its carrying amount. For one of the Company’s reporting units, it was determined that it was not necessary to perform the two-step approach. For the remaining reporting unit, the Company estimated the fair value using the income and market approach which involves estimates of future cash flows, discount rates, economic forecast and other assumptions which are then used in the market approach (earnings and / or transactions multiples) and / or income approach (discounted cash flow method). Based on the results of the impairment analysis as of December 31, 2018 , the Company did not recognize any impairment relating to the investment management or investment bank reporting units. No impairment charges for goodwill were recognized during the years ended December 31, 2017 and 2016, respectively. The following table presents the changes in the Company's goodwill balance, by reporting unit for the years ended December 31, 2018 , 2017 , and 2016 : Investment Management Investment Bank Total (dollars in thousands) Beginning balance - December 31, 2016 Goodwill $ 29,026 $ 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 18,826 41,852 60,678 Activity: 2017 Recognized goodwill — — — Goodwill allocated to disposal group — — — Goodwill impairment charges — — — Ending balance: December 31, 2017 Goodwill 29,026 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 18,826 41,852 60,678 Activity: 2018 Recognized goodwill — — — Goodwill allocated to disposal group — — — Goodwill impairment charges — — — Ending balance: December 31, 2018 Goodwill 29,026 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net $ 18,826 $ 41,852 $ 60,678 Intangible assets Information for the Company's intangible assets that are subject to amortization is presented below as of December 31, 2018 and 2017 . December 31, 2018 December 31, 2017 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) (in thousands) Trade names 0.6 - 7.5 $ 10,622 $ (10,599 ) $ 23 $ 10,622 $ (10,555 ) $ 67 Customer relationships 3 - 14 41,134 (18,960 ) 22,174 41,134 (15,733 ) 25,401 Customer contracts 1.2 800 (800 ) — 800 (800 ) — Non compete agreements and covenants with limiting conditions acquired 3 - 5 2,237 (2,055 ) 182 2,237 (1,479 ) 758 Intellectual property 3 - 10 8,243 (5,679 ) 2,564 8,243 (4,514 ) 3,729 $ 63,036 $ (38,093 ) $ 24,943 $ 63,036 $ (33,081 ) $ 29,955 The Company tests intangible assets for impairment if events or circumstances suggest that the asset groups carrying value may not be fully recoverable. For the years ended December 31, 2018 and 2017 , no impairment charge for intangible assets was recognized. In connection with Convergex acquisition (See Note 2), in June 2017, the Company recognized intangible assets (including customer relationships, trade name, and intellectual property) with an estimated fair value of $10.3 million which are included within intangible assets, net in the consolidation statements of financial condition with the expected useful lives ranging from 0.6 years to 9.0 years with a weighted average useful life of 7.7 years . Amortization expense related to intangible assets was $5.0 million , $6.1 million , and $5.0 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively, which is included in depreciation and amortization expense in the accompanying consolidated statements of operations. All of the Company's intangible assets have finite lives. The estimated future amortization expense for the Company's intangible assets as of December 31, 2018 is as follows: (dollars in thousands) 2019 $ 4,162 2020 3,950 2021 3,890 2022 3,108 2023 2,768 Thereafter 7,065 $ 24,943 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets [Abstract] | |
Other Assets Disclosure [Text Block] | Other Assets Other assets in Operating Entities are as follows: As of December 31, 2018 2017 (dollars in thousands) Prepaid expenses $ 11,989 $ 13,267 Deposits 889 877 Reinsurance receivables, net (b) 18,167 14,014 Tax receivables 7,029 1,457 Redemption receivable 212 19,565 Interest and dividends receivable 2,413 1,021 Deferred acquisition costs (b) 4,696 1,978 The Military Mutual loan (a) 21,504 19,851 Other 12,115 16,238 $ 79,014 $ 88,268 (a) As of December 31, 2018 and 2017, the maturity was January 2024 with interest rate of 8% for the first five years and 8.5% for the remainder of the term, related to the Company's commercial reinsurance activities. (b) Balances relate to the Company's reinsurance business entered into during 2016 (See Note 17 ). |
Accounts Payable Accrued Expens
Accounts Payable Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Accounts Payable, Accrued Expenses and Other Liabilities [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Accounts Payable, Accrued Expenses and Other Liabilities Accounts payable, accrued expenses and other liabilities in Operating Entities are as follows: As of December 31, 2018 2017 (dollars in thousands) Deferred rent obligations (see Note 3(n)) $ 8,242 $ 12,822 Contingent consideration payable (see Note 2) 3,070 3,440 Equity in RCG Longview Partners II, LLC (see Note 6) 6,367 6,022 Interest and dividends payable 2,483 2,891 Loss reserves and claims incurred but not reported (a) 23,714 9,464 Professional fees payable 5,177 5,008 Unearned premiums (a) 12,483 6,116 Fees payable 594 798 Accrued tax liabilities 1,742 7,482 Litigation reserve 500 3,000 Accrued expenses and accounts payable (b) 46,051 39,490 $ 110,423 $ 96,533 (a) Balances relate to the Company's reinsurance business entered into during 2016 (See Note 17 ). (b) As of December 31, 2018 and 2017, the balance includes reinsurance premiums payable of $15.7 million and $18.0 million , respectively. |
Commission Management Payable
Commission Management Payable | 12 Months Ended |
Dec. 31, 2018 | |
Commission Management Payable [Abstract] | |
Commission Management Payable | Commission Management Payable The Company receives a gross commission from various clearing brokers, which is then used to fund commission sharing and recapture arrangements, less the portion retained as income to the Company. Accrued commission sharing and commission recapture payable of $95.3 million and $70.5 million , as of December 31, 2018 and 2017 , respectively, are classified as commission management payable in the accompanying consolidated statements of financial condition. |
Redeemable Non-Controlling Inte
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds | 12 Months Ended |
Dec. 31, 2018 | |
Noncontrolling Interest [Abstract] | |
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds | Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Investment Funds Redeemable non-controlling interests in consolidated subsidiaries and investment funds and the related net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds are comprised as follows: As of December 31, 2018 2017 (dollars in thousands) Redeemable non-controlling interests in consolidated subsidiaries and investment funds Operating companies $ 10,434 $ 6,113 Consolidated Funds 274,346 434,491 $ 284,780 $ 440,604 Year Ended December 31, 2018 2017 2016 (dollars in thousands) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds Operating companies $ 6,515 $ 2,353 $ 3,717 Consolidated Funds 33,883 21,438 3,165 $ 40,398 $ 23,791 $ 6,882 |
Reinsurance
Reinsurance | 12 Months Ended |
Dec. 31, 2018 | |
Reinsurance [Abstract] | |
Reinsurance | Reinsurance The Company’s wholly-owned Luxembourg subsidiary, Hollenfels Re SA (“Hollenfels”) provides reinsurance to third party insurance and reinsurance companies. As Hollenfels started its operations during 2016, all claims it experienced (reported or not reported) began in 2016. During the year ended December 31, 2018 , Hollenfels’s share of incurred and paid claims, as reported to it by the underlying insurance and reinsurance companies, amounted to $14.8 million . During the same period, Hollenfels’ share of claims incurred but not reported plus expected development on reported claims totaled $11.8 million . Hollenfels generally employs an estimation methodology whereby historical average claims ratios over a period of up to 10 years are utilized, based on availability of data. Other methods may also be used that average claims ratios derived through different actuarial calculation methods in cases where current claims development contradicts historical results. In cases where an event may have occurred that could give rise to claims in excess of the amount calculated using the above-mentioned methodologies, then actuarial methods are used to calculate the impact of such an event. During the year, Hollenfels calculated its claim liability or claim adjustment expenses using the above-mentioned methods consistent with prior years. While Hollenfels typically settles its premiums and claim payments on a quarterly basis, the frequency of claims in the underlying policies is impractical for Hollenfels to obtain. This is because certain contracts Hollenfels has written are on a quota-share basis while the other policies provide aggregate loss protection, rendering the collection of information for all underlying contracts impracticable. Hollenfels did not discount any of its reserves and did not cede any portion of its exposures during the years ended December 31, 2018 . |
Other Revenues and Expenses
Other Revenues and Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Other Revenues and Expenses [Abstract] | |
Other Income and Other Expense Disclosure [Text Block] | Other Revenues and Expenses Other expenses, during the years ended December 31, 2018 , 2017 , and 2016 , are primarily the general administrative expenses of the various operating company subsidiaries or the Consolidated Funds. |
Share-Based Compensation and Em
Share-Based Compensation and Employee Ownership Plans | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation and Employee Ownership Plans | Share-Based and Deferred Compensation and Employee Ownership Plans The Company issues share-based compensation under the 2006 Equity and Incentive Plan, the 2007 Equity and Incentive Plan (both established prior to the November 2009 transaction between Ramius Capital Group LLC and Cowen) and the 2010 Equity and Incentive Plan (collectively, the “Equity Plans”). The Equity Plans permit the grant of options, restricted shares, restricted stock units, stock appreciation rights ("SARs") and other equity-based awards to the Company's employees and directors. Stock options granted generally vest over two -to- five -year periods and expire seven years from the date of grant. Restricted shares and restricted share units issued may be immediately vested or may generally vest over a two -to- five -year period. SARs vest and expire after five years from grant date. Awards are subject to the risk of forfeiture. As of December 31, 2018 , there were an immaterial amount of shares available for future issuance under the Equity Plans. Under the 2010 Equity and Incentive Plan, the Company awarded $39.2 million of deferred cash awards to its employees during the year ended December 31, 2018 . These awards vest over a four year period and accrue interest at 0.70% per year. As of December 31, 2018 , the Company had unrecognized compensation expense related to the 2010 Equity and Incentive Plan deferred cash awards of $48.3 million . Subsequent to the acquisition of Convergex Group (see Note 2 ) the Company maintained the Convergex Nonqualified Deferred Compensation Plan, which is a deferred cash award plan that is expensed over the 27 month service period. As of December 31, 2018 , the Company had unrecognized compensation expense related to former Convergex Group deferred cash awards of $0.3 million . The Company measures compensation cost for share-based awards according to the equity method. In accordance with the expense recognition provisions of those standards, the Company amortizes unearned compensation associated with share-based awards on a straight-line basis over the vesting period of the option or award, net of estimated forfeitures. In relation to awards under the Equity Plans, the Company recognized compensation expense of $37.0 million , $28.4 million , and $26.0 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. The income tax effect recognized for the Equity Plans was a benefit of $9.7 million , $7.7 million , and $11.4 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. Stock Appreciation Rights The Company values SARs on grant date using the Black-Scholes valuation model which requires the Company to make assumptions regarding the expected term, volatility, risk-free rate and dividend yield: Expected term . Expected term represents the period of time that awards granted are expected to be outstanding. The Company elected to use the "simplified" calculation method, as applicable to companies that lack extensive historical data. The mid-point between the vesting date and the contractual expiration date is used as the expected term under this method. Expected volatility . The Company bases its expected volatility on its own stock price history. Risk free rate . The risk-free rate for periods within the expected term of the award is based on the interest rate of a traded zero-coupon U.S. Treasury bond with a term equal to the awards' expected term on the date of grant. Dividend yield . The Company has not paid and does not expect to pay dividends in the foreseeable future. Accordingly, the assumed dividend yield is zero . The following table summarizes the Company's stock option activity for the years ended December 31, 2018 and 2017 : Class A Common Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2016 4,167 19.56 0.10 — Options granted — — — — Options exercised — — — — Options expired (4,167 ) 19.56 — — Balance outstanding at December 31, 2017 — — 0 — Options granted — — — — Options exercised — — — — Options expired — — — — Balance outstanding at December 31, 2018 — — 0 — Options exercisable at December 31, 2017 — — 0 — Options exercisable at December 31, 2018 — — 0 — (1) Based on the Company's closing stock price of $13.34 on December 31, 2018 and $13.65 on December 31, 2017 . As of December 31, 2018 , the Company's stock options were fully expensed. The following table summarizes the Company's SARs for the years ended December 31, 2018 : Class A Common Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2016 100,000 $ 11.60 1.21 $ 435 SARs granted — — — — SARs vested (25,000 ) 11.60 — — SARs expired — — — — Balance outstanding at December 31, 2017 75,000 $ 11.60 0.21 $ 173 SARs vested (75,000 ) 14.21 — — Balance outstanding at December 31, 2018 — $ — 0 $ — SARs exercisable at December 31, 2017 — $ — — $ — SARs exercisable at December 31, 2018 — $ — 0 $ — (1) Based on the Company's closing stock price of $13.34 on December 31, 2018 and $13.65 on December 31, 2017 . As of December 31, 2018 , the Company's SARs were fully expensed. As of December 31, 2017 the unrecognized compensation expense related to the Company's grant of SAR's was an immaterial amount. Restricted Stock Units Granted to Employees Restricted shares and restricted stock units are referred to collectively as restricted stock. The following table summarizes the Company's restricted share and restricted stock unit activity for the years ended December 31, 2018 and 2017 : Nonvested Restricted Class A Common Shares and Class A Common Restricted Stock Units Weighted-Average Balance outstanding at December 31, 2016 5,717,932 $ 16.23 Granted 2,255,441 14.98 Vested (2,036,366 ) 14.64 Canceled — — Forfeited (357,714 ) 15.77 Balance outstanding at December 31, 2017 5,579,293 $ 16.33 Granted 2,413,727 14.20 Vested (1,961,824 ) 15.60 Canceled — — Forfeited (68,901 ) 14.21 Balance outstanding at December 31, 2018 5,962,295 $ 15.73 Included in the restricted share and restricted stock unit activity are performance linked restricted stock units of 481,438 which were awarded to employees of the Company in December 2013 and January 2014. An additional 700,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 117,188 have been forfeited through December 31, 2018 . The remaining awards, included in the outstanding balance as of December 31, 2018 , will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market conditions relating to its volume-weighted average share price and total shareholder return in relation to certain benchmark indices and performance goals relating to aggregate net income and average return on shareholder equity. The actual number of RSUs ultimately earned could vary from zero , if performance goals are not met, to as much as 150% of the targeted award. Each RSU is equal to the one share of the Company’s Class A common stock. Compensation expense is recognized to the extent that it is probable that the Company will attain the performance goals. The fair value of restricted stock (excluding performance linked units which are valued using the Monte Carlo valuation model) is determined based on the number of shares granted and the quoted price of the Company's common stock on the date of grant. As of December 31, 2018 , there was $56.1 million of unrecognized compensation expense related to the Company's grant of nonvested restricted shares and restricted stock units to employees. Unrecognized compensation expense related to nonvested restricted shares and restricted stock units granted to employees is expected to be recognized over a weighted-average period of 1.94 years. Restricted Shares and Restricted Stock Units Granted to Non-employee Board Members There were 88,504 restricted stock units awarded during the year ended December 31, 2018 . As of December 31, 2018 there were 253,772 restricted stock units outstanding. There were 56,519 restricted stock units awarded during the year ended December 31, 2017 . As of December 31, 2017 there were 191,962 restricted stock units outstanding. |
Defined Contribution Plans
Defined Contribution Plans | 12 Months Ended |
Dec. 31, 2018 | |
Defined Contribution Plans [Abstract] | |
Defined Contribution Plans [Text Block] | Defined Contribution Plans The Company sponsors a Retirement and Savings Plan which is a defined contribution plan pursuant to Section 401(k) of the Internal Revenue Code (the "401(k) Plans"). All full-time employees of the Company can contribute on a tax deferred basis and an after-tax basis to the 401(k) Plans up to federal contribution limits or up to 100% of their annual compensation, subject to certain limitations. The Company provides matching and profit sharing contributions to employees that are equal to a specified percentage of the eligible participant's contribution as defined by the 401(k) Plans. For the years ended December 31, 2018, 2017, and 2016, the Company's contributions to the Plans were $1.0 million , $0.7 million , and $0.5 million , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The taxable results of the Company’s U.S. operations are included in the consolidated income tax returns of Cowen Inc. as well as stand-alone state and local tax returns. The Company has subsidiaries that are resident in foreign countries where tax filings have to be submitted on a stand-alone or combined basis. These subsidiaries are subject to tax in their respective countries and the Company is responsible for and, thus, reports all taxes incurred by these subsidiaries. The countries where the Company owns subsidiaries with tax filing obligations are the United Kingdom, Luxembourg, Canada and Hong Kong. The Company has reflected the impact of the 2017 Tax Cuts and Jobs Act ("TCJA") in the financial statements, including a policy election to account for taxes on Global Intangible Low Tax Income ("GILTI") as incurred on a current year basis and not included in deferred taxes. The Company continues to monitor the impact of the TCJA as additional regulations and formal guidance are provided. The components of the Company's income tax expense for the years ended December 31, 2018 , 2017 and 2016 are as follows: Year ended December 31, 2018 2017 2016 (dollars in thousands) Current tax expense/(benefit) Federal $ (1,883 ) $ 421 $ 1,268 State and local (2,148 ) 2,034 1,972 Foreign 785 428 262 Total $ (3,246 ) $ 2,883 $ 3,502 Deferred tax expense/(benefit) Federal $ 12,018 $ 44,071 $ (22,834 ) State and local 6,956 (2,938 ) (1,900 ) Foreign (9 ) 37 2,140 Total 18,965 41,170 (22,594 ) Total Tax expense/(benefit) $ 15,719 $ 44,053 $ (19,092 ) Consolidated U.S. income/(loss) before income taxes was $93.0 million in 2018, $3.9 million in 2017, and $(29.5) million in 2016. The corresponding amounts for non-U.S.-based income/(loss) were $6.0 million in 2018, $3.1 million in 2017, and $(2.0) million in 2016. The reconciliations of the Company's federal statutory rate to the effective income tax rate for the years ended December 31, 2018 , 2017 , and 2016 are as follows: Year ended December 31, 2018 2017 2016 Pre-tax loss at U.S. statutory rate 21.0 % 35.0 % 35.0 % Dividend received deduction — (25.9 ) — Bargain purchase gain — (34.8 ) — Basis adjustment on investments 3.5 65.2 — Nondeductible expenses 1.2 14.2 — Unrecognized gains on foreign subsidiaries — — 38.7 Change in valuation allowance 7.1 — (6.7 ) Impact of tax law change — 669.8 — State and foreign tax (10.0 ) 25.3 1.3 Reversal of income attributable to redeemable non-controlling interests (8.6 ) (119.6 ) 1.3 Other, net 1.7 3.7 (9.0 ) Total 15.9 % 632.9 % 60.6 % As of December 31, 2018 , the Company has net income taxes receivable of approximately $6.2 million representing federal, state and foreign tax overpayments, which is included in other assets on the accompanying consolidated statements of financial condition. The components of the Company's deferred tax assets and liabilities as of December 31, 2018 and 2017 are as follows: As of December 31, 2018 2017 (dollars in thousands) Deferred tax assets, net of valuation allowance Net operating loss $ 48,294 $ 78,650 Deferred compensation 59,697 39,992 Goodwill — 1,042 Option liability — 5,776 Tax credits 9,036 4,419 Acquired lease liability 2,098 3,473 Other 2,444 2,696 Total deferred tax assets 121,569 136,048 Valuation allowance (9,135 ) (2,103 ) Deferred tax assets, net of valuation allowance 112,434 133,945 Deferred tax liabilities Unrealized gains on investments (13,092 ) (7,523 ) Amortization of bond discount (4,643 ) (6,402 ) Other (1,642 ) (3,697 ) Total deferred tax liabilities (19,377 ) (17,622 ) Deferred tax assets/(liabilities), net $ 93,057 $ 116,323 Deferred tax assets, net of valuation allowance, are reported in the accompanying consolidated statements of financial condition. In addition to the deferred tax balances in the table above, the Company records balances related to its operating losses in Luxembourg, which are discussed below. The Company records deferred tax assets and liabilities for the future tax benefit or expense that will result from differences between the carrying value of its assets for income tax purposes and for financial reporting purposes, as well as for operating or capital loss and tax credit carryovers. A valuation allowance is recorded to bring the net deferred tax assets to a level that, in management’s view, is more likely than not to be realized in the foreseeable future. This level will be estimated based on a number of factors, especially the amount of net deferred tax assets of the Company that are actually expected to be realized, for tax purposes, in the foreseeable future. The Company recorded approximately $9.1 million valuation allowance against its deferred tax assets of $121.6 million as of December 31, 2018 and recorded approximately $2.1 million valuation allowance against its deferred tax assets of $136.0 million as of December 31, 2017 . Separately, the Company has deferred tax liabilities of $19.4 million as of December 31, 2018 , and $17.6 million as of December 31, 2017 . For the year 2018, the Company’s total deferred tax expense of $19.0 million was derived by the basis difference realized from the disposal of assets and the reversal of timing differences in the normal course of business. The deferred tax expense of $41.2 million in 2017 predominantly related to the impact of the TCJA, and the reversal of timing differences in the normal course of business. The deferred tax benefit of $22.6 million in 2016 was derived by the release of deferred tax liabilities related to the previous acquisitions by a local subsidiary, and reversal of temporary items during the course of normal operations. As of December 31, 2018, the Company has foreign tax credit carryforwards of $7.0 million which expire between 2018 and 2026. A full valuation allowance was established against foreign tax credit carryforward as the Company determined that it is not more likely than not that the credits will be utilized. The Company has the following net operating loss carryforwards at December 31, 2018 : Federal New York State New York City Hong Kong Jurisdiction: Net operating loss (in millions) $138.0 $58.0 $98.2 $12.7 Year of expiration 2037 2037 2037 Indefinite In addition to the net operating loss carryforwards in the table above, the Company also has net operating loss carryforwards in Luxembourg. These loss carryforwards are only accessible to the extent of taxable income generated by the Luxembourg reinsurance companies, including any deferred income that will be generated in the future. Consequently, the Company recorded a deferred tax asset of $189.1 million , net of deferred tax liabilities of $323.1 million in connection with future taxable income, and an offsetting valuation allowance of $189.1 million against its Luxembourg net operating loss carryforwards that are in excess of such taxable income. The Company underwent a change of control under Section 382 of the Internal Revenue Code on November 2, 2009 (“Section 382”). Accordingly, a portion of the Company’s deferred tax assets, in particular a portion of its net operating loss, have been subject to an annual limitation. As of December 31, 2018, all of these losses were utilized. Further, as a result of an acquisition of a subsidiary with net operating loss carryovers in June 2011, a portion of the Company’s deferred tax assets, are subject to an annual limitation under Section 382. The deduction limitation is approximately $6.7 million annually and applies to approximately $37.1 million of net operating losses. The Company is not expected to lose any deferred tax assets as a result of these limitations. The components of unrecognized tax benefits are as follows: As of December 31, 2018 2017 (dollars in thousands) Beginning balance at January 1 $ 3,947 $ — Increases due to acquisition — 2,847 Increases/(Decreases) due to current year positions (3,648 ) 1,100 Ending balance at December 31 $ 299 $ 3,947 The amount of the unrecognized tax benefits that impacted the effective tax rate of the Company is $(1.7) million . The total amount of income tax-related interest and penalties recognized in the consolidated statement of operations for the year ended December 31, 2018 is $0.3 million . No income tax-related interest and penalties are recognized in the consolidated statement of financial condition at December 31, 2018. The Company is subject to examination by the United States Internal Revenue Service as well as state, local and foreign tax authorities in jurisdictions where the Company has significant business operations, such as New York, United Kingdom, and Luxembourg. The open tax years are 2015-2017 for the United States, and 2016-2017 for United Kingdom and Luxembourg. In October, the Company concluded an IRS audit for tax year 2014 with no financial statement impact. In December, the Company concluded a New York City unincorporated business tax audit for tax years 2011 to 2013, which caused a release of unrecognized tax benefits of $1.2 million . The Company continues to permanently reinvest the capital and accumulated earnings of its United Kingdom, Canadian and Hong Kong subsidiaries. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease Obligations The Company has entered into leases for office space and equipment. These leases contain rent escalation clauses. The Company records rent expense on a straight-line basis over the lease term, including any rent holiday periods. Rent expense was $26.0 million , $22.6 million , and $20.3 million for the years ended December 31, 2018 , 2017 , and 2016, respectively, and are included in occupancy and equipment expense in the accompanying consolidated statements of operations. As of December 31, 2018 , future minimum annual lease and service payments for the Company were as follows: Equipment Leases (a) Service Payments Real Estate and other Facility Rental (b) (dollars in thousands) 2019 $ 2,434 $ 21,758 $ 24,584 2020 1,492 7,514 22,608 2021 1,382 1,877 22,321 2022 1,123 1,372 19,166 2023 374 735 16,204 Thereafter — 735 21,478 $ 6,805 $ 33,991 $ 126,361 (a) Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 23 for further information on the capital lease minimum payments which are included in the table. (b) The Company has entered into various agreements to sublease certain of its premises. The Company recorded sublease income related to these leases of $1.4 million , $1.1 million , and $2.2 million for the years ended December 31, 2018 , 2017 , and 2016 respectively. Clawback Obligations For financial reporting purposes, the general partners of a real estate fund have recorded a liability for potential clawback obligations to the limited partners, due to changes in the unrealized value of the real estate fund's remaining investments and where the real estate fund's general partner has previously received carried interest distributions. The clawback liability, however, is not realized until the end of the real estate fund's life. The real estate fund is currently in a winding-up phase whereby the remaining assets of the real estate fund are being liquidated as promptly as possible so as to maximize value. However a final date for liquidation has not been set. The clawback obligations for the real estate fund were $6.5 million and $6.2 million at December 31, 2018 and 2017, which is included in accounts payable, accrued expenses and other liabilities in the accompanying consolidated statements of financial condition. The Company serves as the general partner/managing member and/or investment manager to various affiliated and sponsored investment funds. As such, the Company is contingently liable for obligations for those entities. These amounts are not included above as the Company believes that the assets in these investment funds are sufficient to discharge any liabilities. Unfunded Commitments The following table summarizes unfunded commitments as of December 31, 2018 : Entity Unfunded Commitments Commitment term (dollars in millions) Real estate (a) $ 22.6 (a) HealthCare Royalty Partners funds (b) 4.9 2 years Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) 0.2 6 years Lagunita Biosciences, LLC 1.0 3 years Eclipse Fund II, L.P. 0.8 7 years Eclipse Continuity Fund I, L.P. 0.6 8 years Cowen Healthcare Investments II LP 6.9 3 years (a) The Company had unfunded commitments pertaining to capital commitments in five real estate investments held by the Company, all of which pertain to related party investments. Such commitments can be called at any time between two to four years, subject to advance notice. (b) The Company is a limited partner of the HealthCare Royalty Partners funds (which are managed by Healthcare Royalty Management) and is a member of HealthCare Royalty Partners General Partners. The Company will make its pro-rata investment in the HealthCare Royalty Partners funds along with the other limited partners. Litigation In the ordinary course of business, the Company and its affiliates, subsidiaries and current and former officers, directors and employees (the "Company and Related Parties") are named as defendants in, or as parties to, various legal actions and proceedings. Certain of these actions and proceedings assert claims or seek relief in connection with alleged violations of securities, banking, anti-fraud, anti-money laundering, employment and other statutory and common laws. Certain of these actual or threatened legal actions and proceedings include claims for substantial or indeterminate compensatory or punitive damages, or for injunctive relief. In the ordinary course of business, the Company and Related Parties are also subject to governmental and regulatory examinations, information gathering requests (both formal and informal), certain of which may result in adverse judgments, settlements, fines, penalties, injunctions or other relief. Certain of our affiliates and subsidiaries are registered broker-dealers, futures commission merchants, investment advisers or other regulated entities and, in those capacities, are subject to regulation by various U.S., state and foreign securities, commodity futures and other regulators. In connection with formal and informal inquiries by these regulators, we receive requests, and orders seeking documents and other information in connection with various aspects of our regulated activities. Due to the global scope of the Company's operations, and its presence in countries around the world, the Company and Related Parties may be subject to litigation, governmental and regulatory examinations, information gathering requests, investigations and proceedings (both formal and informal), in multiple jurisdictions with legal and regulatory regimes that may differ substantially, and present substantially different risks, from those to which the Company and Related Parties are subject in the United States. The Company seeks to resolve all litigation and regulatory matters in the manner management believes is in the best interests of the Company and its shareholders, and contests liability, allegations of wrongdoing and, where applicable, the amount of damages or scope of any penalties or other relief sought as appropriate in each pending matter. In accordance with US GAAP, the Company establishes reserves for contingencies when the Company believes that it is probable that a loss has been incurred and the amount of loss can be reasonably estimated. The Company discloses a contingency if there is at least a reasonable possibility that a loss may have been incurred and there is no reserve for the loss because the conditions above are not met. The Company's disclosure includes an estimate of the reasonably possible loss or range of loss for those matters, for which an estimate can be made. Neither a reserve nor disclosure is required for losses that are deemed remote . The Company appropriately reserves for certain matters where, in the opinion of management, the likelihood of liability is probable and the extent of such liability is reasonably estimable. Such amounts are included within accounts payable, accrued expenses and other liabilities in the accompanying consolidated statements of financial condition. Estimates, by their nature, are based on judgment and currently available information and involve a variety of factors, including, but not limited to, the type and nature of the litigation, claim or proceeding, the progress of the matter, the advice of legal counsel, the Company's defenses and its experience in similar cases or proceedings as well as its assessment of matters, including settlements, involving other defendants in similar or related cases or proceedings. The Company may increase or decrease its legal reserves in the future, on a matter-by-matter basis, to account for developments in such matters. The Company accrues legal fees as incurred. The following information reflects developments with respect to the Company’s legal proceedings that occurred during the quarter ended December 31, 2018 . On December 27, 2013, Landol Fletcher filed a putative class action lawsuit against Convergex Holdings, LLC, Convergex Group, LLC, Cowen Execution, Convergex Global Markets Limited and G-Trade Services LLC (collectively, “Convergex”) in the United States District Court for the Southern District of New York (Landol Fletcher and all others similarly situated v. Convergex Group LLC, Cowen Execution, Convergex Global Markets Ltd., Convergex Holdings LLC, G-Trade Services LLC, & Does 1-10, No. 1:13-CV-09150-LLS). The suit alleges breaches of fiduciary duty and prohibited transactions under ERISA and seeks to maintain a class action on behalf of all ERISA plan participants, beneficiaries and named fiduciaries whose plans were impacted by net trading by Convergex Global Markets Limited from October 2006 to December 2011. On April 11, 2014, Landol Fletcher and Frederick P. Potter Jr., filed an amended complaint raising materially similar allegations. This matter was assumed by the Company as a result of the Company’s previously announced acquisition of Convergex Group, which was completed on June 1, 2017. On February 17, 2016, the District Court granted Convergex’s motion to dismiss the amended complaint. Plaintiffs filed an appeal to the Second Circuit, and the AARP and Department of Labor filed amicus briefs on plaintiffs' behalf. The appeal was argued on December 12, 2016. On February 10, 2017, the Second Circuit Court of Appeals (1) reversed the District Court, finding that plaintiff has constitutional standing in a “representative” capacity to sue for damages to the ERISA defined benefit plan in which he is a participant, and (2) remanded to the District Court to reconsider, in light of the Circuit Court’s decision, the issue whether plaintiff has standing to pursue claims on behalf of ERISA plans in which plaintiff is not a participant. Convergex filed a petition for rehearing, and the Court of Appeals denied the petition. On June 30, 2017, the Company filed a notice of motion and memorandum of law in support of a motion to stay the proceedings in the District Court pending resolution of its petition for writ of certiorari, which the Company intended to file with the U.S. Supreme Court. On August 16, 2017, the District Court granted the Company’s motion to stay the proceedings in the District Court pending resolution of the Company’s petition for writ of certiorari. On September 1, 2017, the Company filed a petition with the United States Supreme Court for a writ of certiorari requesting review of the decision of the Court of Appeals. On January 8, 2018, the U.S. Supreme Court denied the Company’s petition for a writ of certiorari. The previously granted stay of the proceedings in the District Court has been lifted, and the case is proceeding in the District Court. Status conferences were held on April 6, 2018, October 12, 2018, and December 4, 2018. We are indemnified against losses arising from this matter pursuant to, and subject to, the provisions of the purchase agreement relating to the acquisition of Convergex Group. Because the case is in its preliminary stages, the Company cannot predict the outcome at this time, but it does not currently expect this case to have a material effect on its financial position or its results of operations. |
Convertible Debt and Notes Paya
Convertible Debt and Notes Payable | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Convertible Debt and Notes Payable | Convertible Debt and Notes Payable As of December 31, 2018 and 2017 , the Company's outstanding debt was as follows: As of December 31, 2018 2017 (dollars in thousands) Convertible debt $ 134,489 $ 141,502 Notes payable 229,740 132,970 Term loan 28,200 28,121 Other notes payable — 8,247 Capital lease obligations 5,025 4,120 $ 397,454 $ 314,960 Convertible Debt 2022 Convertible Notes The Company, on December 14, 2017, issued $135.0 million a ggregate principal amount of 3.00% convertible senior notes due 2022 (the “2022 Convertible Notes”). The 2022 Convertible Notes are due on December 15, 2022 unless earlier repurchased by the Company or converted by the holder in accordance with their terms prior to such date. The interest on the 2022 Convertible Notes is payable semi-annually on December 15 and June 15 of each year. The 2022 Convertible Notes are senior unsecured obligations of Cowen. The 2022 Convertible Notes may be converted into cash or shares of Class A common stock at the Company's election based on the current conversion price. The 2022 Convertible Notes were issued with an initial conversion price of $17.375 per share of Cowen’s Class A common stock. The Company used the net proceeds, together with cash on hand, from the offering for general corporate purposes, including the repurchase or repayment of $115.1 million of the Company’s outstanding 3.0% cash convertible senior notes due 2019 (the "2019 Convertible Notes") and the repurchase of approximately $19.5 million of the Company’s shares of its Class A common stock, which were consummated substantially concurrently with the closing of the offering. As of December 31, 2018 , the outstanding principal amount of the 2022 Convertible Notes was $135.0 million . On June 26, 2018, the Company received shareholder approval for the Company to settle the 2022 Convertible Note entirely in class A common shares. Upon receiving shareholder approval, the Company reclassified the separately recognized conversion option from a derivative liability to equity. The Company recorded interest expense of $4.1 million and $0.2 million for the years ended December 31, 2018 and 2017 , respectively. The Company recognized the embedded cash conversion option at issuance date fair value, which also represents the initial unamortized discount on the 2022 Convertible Notes of $23.4 million and is shown net in convertible debt in the accompanying consolidated statements of financial condition. Amortization on the discount, included within interest and dividends expense in the accompanying consolidated statements of operations is $4.0 million and $0.2 million for the years ended December 31, 2018 and 2017 , respectively, based on an effective interest rate of 7.57% . The Company capitalized the debt issuance costs in the amount of $2.2 million , which is a direct deduction from the carrying value of the debt and will be amortized over the life of the 2022 Convertible Notes. 2019 Convertible Notes On March 10, 2014, the Company issued $149.5 million of 3.0% cash convertible senior notes (the "2019 Convertible Notes"). The 2019 Convertible Notes are due on March 15, 2019 unless earlier repurchased by the Company or converted by the holder into cash in accordance with their terms prior to such date. The interest on the 2019 Convertible Notes is payable semi-annually on March 15 and September 15 of each year. The 2019 Convertible Notes are senior unsecured obligations of the Company. The 2019 Convertible Notes may be converted into cash, upon the occurrence of certain events, whereby a holder will receive, per $1,000 principal amount of notes being converted, an amount equal to the sum of principal amount outstanding and the conversion amount based on the current conversion price (the "Conversion Option"). The 2019 Convertible Notes were issued with an initial conversion price of $21.32 per share (per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016). During December 2017, the Company repurchased and extinguished $115.1 million of the outstanding principal amount of the 2019 Convertible Notes. During June 2018, the Company repurchased and extinguished an additional $13.5 million of the outstanding principal amount of the 2019 Convertible Notes. As of December 31, 2018 , the outstanding principal amount of the 2019 Convertible Notes was $20.8 million . The Company recorded interest expense of $1.1 million , $4.3 million , and $4.5 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. The initial unamortized discount on the 2019 Convertible Notes was $35.7 million and is shown net in convertible debt in the accompanying consolidated statements of financial condition. Amortization on the discount, included within interest and dividends expense in the accompanying consolidated statements of operations is $1.5 million , $7.3 million , and $6.9 million for the years ended December 31, 2018 , 2017 , and 2016, respectively, based on an effective interest rate of 8.89% . Upon issuance of the 2019 Convertible Notes, the Company capitalized the debt issuance costs in the amount of $3.7 million , which is a direct deduction from the carrying value of the debt and is amortized over the life of the 2019 Convertible Notes. In conjunction with the partial extinguishment of the 2019 Convertible Notes, the Company accelerated the pro-rata unamortized discount and capitalized debt issuance costs. During the years ended December 31, 2018 and 2017 , the Company recognized $0.6 million and $10.5 million , respectively, of loss on debt extinguishment. Of the net proceeds from the sale of the 2019 Convertible Notes, approximately $20.5 million was applied to pay the net cost of a cash convertible note economic hedge and warrant transaction, which increased the effective conversion price to $28.72 (see Note 6 ) (per share amounts have been retroactively updated to reflect the one-for-four reverse stock split effective as of December 5, 2016), and approximately $0.3 million was applied to repurchase shares of Cowen Class A common stock. The remainder of the net proceeds is being used for general corporate purposes. Notes Payable 2033 Notes On June 11, 2018, the Company completed its public offering of $90.0 million of 7.75% senior notes due 2033 (the “2033 Notes”) and subsequently the underwriters exercised in full their option to purchase an additional $10.0 million principal amount of the 2033 Notes. Interest on the 2033 Notes is payable quarterly in arrears on March 15, June 15, September 15 and December 15. The Company recorded interest expense of $4.3 million for the year ended December 31, 2018 . The Company capitalized debt issuance costs of approximately $3.6 million which is a direct deduction from the carrying value of the debt and will be amortized over the life of the 2033 Notes. 2027 Notes On December 8, 2017, the Company completed its public offering of $120.0 million of 7.35% senior notes due 2027 (the “2027 Notes”) and subsequently the underwriters exercised in full their option to purchase an additional $18.0 million principal amount of the 2027 Notes. Interest on the 2027 Notes is payable quarterly in arrears on March 15, June 15, September 15 and December 15. The Company recorded interest expense of $10.1 million and $0.6 million for the years ended December 31, 2018 and 2017 , respectively. The Company capitalized debt issuance costs of approximately $5.0 million w hich is a direct deduction from the carrying value of the debt and will be amortized over the life of the 2027 Notes. The net proceeds of the offering, after deducting the underwriting discount and estimated offering expenses payable by the Company were used to redeem all of its 8.25% senior notes due 2021 (the "2021 Notes") and for general corporate purposes. 2021 Notes The Company redeemed the Company's outstanding $63.3 million principal amount of the 2021 Notes, following which the 2021 Notes were delisted from NASDAQ. The redemption was made pursuant to the terms of the 2021 Notes and the indenture governing the 2021 Notes. The redemption price for the 2021 Notes was equal to 106.188% of the principal amount of the 2021 Notes plus accrued and unpaid interest. The Company recorded interest expense of $5.3 million and $5.2 million for the years ended December 31, 2017 and 2016, respectively. In conjunction with the extinguishment of the 2021 Notes, the Company expensed the unamortized capitalized debt issuance costs. For the period ended December 31, 2017, the Company recognized $5.6 million of loss on debt extinguishment, which was recorded in gain/(loss) on debt extinguishment in the accompanying consolidated statements of operation. Term Loan On June 30, 2017, the Company borrowed $28.2 million to fund general corporate purposes. This term loan has an effective interest rate of LIBOR plus 3.75% with a lump sum payment of the entire principal amount due on June 28, 2019. The loan is secured by the value of the Company's limited partnership interests in two affiliated investment funds. The Company has provided a guarantee for this loan. The Company recorded interest expense of $1.6 million and $0.7 million for the years ended December 31, 2018 and 2017 , respectively. Other Notes Payable During January 2018, the Company borrowed $2.0 million to fund insurance premium payments. This note had an effective interest rate of 2.01% and was due on December 31, 2018, with monthly payment requirements of $0.2 million . As of December 31, 2018 , the note was fully repaid. Interest expense for the year ended December 31, 2018 was insignificant. During January 2017, the Company borrowed $2.1 million to fund insurance premium payments. This note had an effective interest rate of 1.50% and was due on December 31, 2017, with monthly payment requirements of $0.2 million . As of December 31, 2017, the note was fully repaid. Interest expense for the year ended December 31, 2017 was insignificant. In 2016, the Company entered into various financing for its aircraft. The aircraft financing, net of debt costs, was recorded in notes payable and other debt in the accompanying consolidated statements of financial condition. The debt maturities ranged from January 2019 to April 2021 and interest rates ranged from 4.21% to 7.25% . As of December 31, 2018 the financing for all the aircraft was fully repaid. As of December 31, 2017, the remaining balance on the aircraft financing agreements was $8.2 million . Interest expense was $0.4 million , $0.7 million , and $0.8 million for the years ended December 31, 2018 , 2017, and 2016, respectively. Capital Lease Obligations The Company has entered into various capital leases for computer equipment, which amounted to $10.1 million and is recorded in fixed assets as capital lease obligations. These capital lease obligations are included in notes payable and other debt in the accompanying consolidated statements of financial condition, and have lease terms that range from 55 to 60 months and interest rates that range from 3.70% to 5.69% . As of December 31, 2018 , the remaining balance on these capital leases was $5.0 million . Interest expense was $0.2 million , $0.1 million , and $0.1 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. Annual scheduled maturities of debt and minimum payments (of principal and interest) for all debt outstanding as of December 31, 2018 , are as follows: Convertible Debt Notes Payable Term loan Capital Lease (dollars in thousands) 2019 $ 25,092 $ 17,893 $ 29,089 $ 1,355 2020 4,050 17,893 — 1,358 2021 4,050 17,893 — 1,358 2022 139,050 17,893 — 1,127 2023 — 17,893 — 374 Thereafter — 352,197 — — Subtotal 172,242 441,662 29,089 5,572 Less (a) (37,753 ) (211,922 ) (889 ) (547 ) Total $ 134,489 $ 229,740 $ 28,200 $ 5,025 (a) Amount necessary to reduce net minimum payments to present value calculated at the Company's implicit rate at inception. This amount also includes capitalized debt costs and the unamortized discount on the convertible debt. Letters of Credit As of December 31, 2018 , the Company has the following seven irrevocable letters of credit, related to leased office space, for which there is cash collateral pledged, which the Company pays a fee on the stated amount of the letter of credit. The Company also has pledged collateral for reinsurance agreements which amounted to $1.0 million , as of December 31, 2018 , and $11.8 million , as of December 31, 2017 , which is anticipated to be due March 2021. Location Amount Maturity (dollars in thousands) Boston $ 388 March 2019 New York $ 357 April 2019 New York $ 71 May 2019 New York $ 497 October 2019 New York $ 1,687 October 2019 New York $ 1,605 November 2019 San Francisco $ 717 January 2020 To the extent any letter of credit is drawn upon, interest will be assessed at the prime commercial lending rate . As of December 31, 2018 and 2017 , there were no amounts due related to these letters of credit . |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholder's Equity On December 5, 2016, the Company effected a one-for-four reverse stock split of the Company's class A and class B common stock. All share and per share information has been retroactively adjusted to reflect the reverse stock split. In addition, there was a reclassification of $0.9 million from the par value of our class A common stock to additional paid-in capital to reflect the impact of the reverse stock split. The Company is authorized to issue 125,000,000 shares of common stock, which shall consist of 62,500,000 shares of Class A common stock, par value $0.01 per share, and 62,500,000 shares of Class B common stock, par value $0.01 per share. The Company is also authorized to issue 10,000,000 shares of preferred stock, par value $0.01 per share. Subject to the rights of holders of any outstanding preferred stock, the number of authorized shares of common stock or preferred stock may be increased or decreased by the affirmative vote of the holders of a majority of the shares entitled to vote on such matters, but in no instance can the number of authorized shares be reduced below the number of shares then outstanding. Common stock The certificate of incorporation of the Company provides for two classes of common stock, and for the conversion of each class into the other, to provide a mechanism by which holders of Class A common stock of the Company who may be limited in the amount of voting common stock of the Company they can hold pursuant to federal, state or foreign bank laws, to convert their shares into non-voting Class B common stock to prevent being in violation of such laws. Each holder of Class A common stock is entitled to one vote per share in connection with the election of directors and on all other matters submitted to a stockholder vote, provided, however, that, except as otherwise required by law, holders of Class A common stock are not entitled to vote on any amendment to the Company's amended and restated certificate of incorporation that relates solely to the terms of one or more outstanding series of the Company's preferred stock, if holders of the preferred stock series are entitled to vote on the amendment under the Company's certificate of incorporation or Delaware law. No holder of Class A common stock may accumulate votes in voting for directors of the Company. Each holder of Class B common stock is not entitled to vote except as otherwise provided by law, provided however that the Company must obtain the consent of a majority of the holders of Class B common stock to effect any amendment, alteration or repeal of any provision of the Company's amended and restated certificate of incorporation or amended and restated by-laws that would adversely affect the voting powers, preferences or rights of holders of Class B common stock. Except as otherwise provided by law, Class B common stock shares will not be counted as shares held by stockholders for purposes of determining whether a vote or consent has been approved or given by the requisite percentage of shares. Each share of Class A common stock is convertible at the option of the holder and at no cost into one share of Class B common stock, and each share of Class B common stock is convertible at the option of the holder and at no cost into one share of Class A common stock. The conversion ratios will be adjusted proportionally to reflect any stock split, stock dividend, merger, reorganization, recapitalization or other change in the Class A common stock and Class B common stock. Upon conversion, converted shares resume the status of authorized and unissued shares. Subject to the preferences of the holders of any of the Company's preferred stock that may be outstanding from time to time, each share of Class A common stock and Class B common stock will have an equal and ratable right to receive dividends and other distributions in cash, property or shares of stock as may be declared by the Company's board of directors out of assets or funds legally available for the payment of dividends and other distributions. In the event of the liquidation, dissolution or winding up of the Company, subject to the preferences of the holders of any preferred stock of the Company that may be outstanding from time to time, holders of Class A common stock and Class B common stock will be entitled to share equally and ratably in the assets available for distribution to the Company's stockholders. There are no redemption or sinking fund provisions applicable to the Class A or the Class B common stock. Preferred stock The Company's amended and restated certificate of incorporation permits the Company to issue up to 10,000,000 shares of preferred stock in one or more series with such designations, titles, voting powers, preferences and rights and such qualifications, limitations and restrictions as may be fixed by the board of directors of the Company without any further action by the Company's stockholders. The Company's board of directors may increase or decrease the number of shares of any series of preferred stock following the issuance of that series of preferred stock, but in no instance can the number of shares of a series of preferred stock be reduced below the number of shares of the series then outstanding. Preferred Stock and Purchase of Capped Call Option On May 19, 2015, the Company completed its offering of 120,750 shares of the Company's 5.625% Series A cumulative perpetual convertible preferred stock ("Series A Convertible Preferred Stock") that provided $117.2 million of proceeds, net of underwriting fees and issuance costs of $3.6 million . Each share of the Series A Convertible Preferred Stock is entitled to dividends at a rate of 5.625% per annum which will be payable, when and if declared by the board of directors of the Company, quarterly, in arrears, on February 15, May 15, August 15 and November 15 of each year. The Company may, at its option, pay dividends in cash, common stock or a combination thereof . The Company declared and accrued a cash dividend of $6.8 million , $6.8 million , and $6.8 million for the years ended December 31, 2018 , 2017 , and 2016, respectively. Each share of Series A Convertible Preferred Stock is non-voting and has a liquidity preference over the Company's Class A common stock and ranks senior to all classes or series of the Company's Class A common stock, but junior to all of the Company's existing and future indebtedness with respect to divided rights and rights upon the Company's involuntary liquidation, dissolution or winding down. Each share of Series A Convertible Preferred Stock is convertible, at the option of the holder, into a number of shares of our Class A common stock equal to the liquidation preference of $1,000 divided by the conversion rate. The initial conversion rate (subsequent to the December 5, 2016 reverse stock split) is 38.0619 shares (which equates to $26.27 per share) of the Company's Class A common stock for each share of the Series A Convertible Preferred Stock. At any time on or after May 20, 2020, the Company may elect to convert all outstanding shares of the Series A Convertible Preferred Stock into shares of the Company’s Class A common stock, cash or a combination thereof, at the Company’s election, in each case, based on the then-applicable conversion rate, if the last reported sale price of the Company’s Class A common stock equals or exceeds 150% of the then-current conversion price on at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days (including on the last trading day of such period) immediately prior to such election. At the time of conversion, the conversion rate may be adjusted based on certain events including but not limited to the issuance of cash dividends or Class A common stock as dividends to the Company's Class A common shareholders or a share split or combination. In connection with the issuance and sale of the Series A Convertible Preferred Stock, the Company entered into a capped call option transaction (the “Capped Call Option Transaction”) with Nomura Global Financial Products Inc. (the “option counterparty”) for $15.9 million . The Capped Call Option Transaction is expected generally to reduce the potential dilution to the Company’s Class A common stock (if the Company elects to convert to common shares) and/or offset any cash payments that the Company is required to make upon conversion of any Series A Convertible Preferred Stock. The Capped Call Option Transaction has an initial effective strike price of $26.27 per share, which matches the initial conversion price of the Series A Convertible Preferred Stock, and a cap price of $33.54 per share. However, to the extent that the market price of Class A common stock, as measured under the terms of the Capped Call Option Transaction, exceeds the cap price thereof, there would nevertheless be dilution and/or such cash payments would not be offset. As the Capped Call Option Transaction is a free standing derivative that is indexed to the Company's own stock price and the Company controls if it is settled in cash or stock it qualifies for equity classification as a reduction to additional paid in capital. Embedded Cash Conversion Option on the 2022 Convertible Notes Upon issuance of the 2022 Convertible Notes (see Note 23 ), the Company recognized the embedded cash conversion option at fair value of $23.4 million which was valued as of June 26, 2018 at $29.0 million . On June 26, 2018, the Company received shareholder approval for the Company to settle the 2022 Convertible Note entirely in class A common shares. Upon receiving shareholder approval, the Company reclassified the separately recognized conversion option from a derivative liability to equity. Treasury Stock Treasury stock of $234.1 million as of December 31, 2018 , compared to $186.8 million as of December 31, 2017 , resulted from $12.1 million acquired through repurchases of shares to cover employee minimum tax withholding obligations related to stock compensation vesting events under the Company's Equity Plans or other similar transactions, $3.4 million received from an escrow account established to satisfy the Company’s indemnification claims arising under the terms of the purchase agreement entered into in connection with the Company’s acquisition of Convergex Group, LLC and $31.8 million purchased in connection with a share repurchase program. The following represents the activity relating to the treasury stock held by the Company during the year ended December 31, 2018 : Treasury stock shares Cost Average cost per share Balance outstanding at December 31, 2017 12,133,276 $ 186,846 $ 15.40 Shares purchased for minimum tax withholding under the Equity Plans or other similar transactions 803,236 12,136 15.11 Shares of stock received in respect of indemnification claims 236,173 3,398 14.39 Purchase of treasury stock 2,164,186 31,762 14.68 Balance outstanding at December 31, 2018 15,336,871 $ 234,142 $ 15.27 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2018 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | |
Accumulated other comprehensive income (loss) | Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income includes the after tax change in unrealized gains and losses on foreign currency translation adjustments. During the periods presented, the Company did not have material reclassifications out of other comprehensive income. Year Ended December 31, 2018 2017 2016 (dollars in thousands) Beginning Balance $ (8 ) $ (2 ) $ — Foreign currency translation 3 (6 ) (2 ) Ending Balance $ (5 ) $ (8 ) $ (2 ) |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company calculates its basic and diluted earnings per share in accordance with US GAAP. Basic earnings per share is calculated by dividing net income attributable to the Company's common stockholders by the weighted average number of common shares outstanding for the period. As of December 31, 2018 , there were 28,437,860 of Class A common shares outstanding. The Company has included 253,772 fully vested, unissued restricted stock units in its calculation of basic earnings per share. As of December 31, 2017, there were 29,632,020 of Class A common shares outstanding. The Company has included 191,962 fully vested, unissued restricted stock units in its calculation of basic earnings per share. Diluted earnings per common share are calculated by adjusting the weighted average outstanding shares to assume conversion of all potentially dilutive items. The Company uses the treasury stock method to reflect the potential dilutive effect of the warrants (see Note 6 (a)), unexercised stock options, unvested restricted shares, restricted stock units, and SAR's. In calculating the number of dilutive shares outstanding, the shares of common stock underlying unvested restricted shares and restricted stock units are assumed to have been delivered, and options and warrants are assumed to have been exercised, for the entire period being presented. The number of performance-linked unvested restricted stock units that are included in the calculation are at the amount that could be earned using current payout rates. The assumed proceeds from the assumed vesting, delivery and exercising were calculated as the amount of compensation cost attributed to future services and not yet recognized. The Company can elect to settle the Series A Convertible Preferred Stock in shares, cash, or a combination of both. The Company's intent is to settle in cash and, based on current and projected liquidity needs, the Company has the ability to do so. The computation of earnings per share is as follows: Year Ended December 31, 2018 2017 2016 (dollars in thousands, except share and per share data) Net income (loss) $ 83,217 $ (37,091 ) $ (12,395 ) Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 40,398 23,791 6,882 Net income (loss) attributable to Cowen Inc. 42,819 (60,882 ) (19,277 ) Preferred stock dividends 6,792 6,792 6,792 Net income (loss) attributable to Cowen Inc. common stockholders $ 36,027 $ (67,674 ) $ (26,069 ) Shares for basic and diluted calculations: Weighted average shares used in basic computation 29,545 29,492 26,857 Stock options — — — Stock appreciation rights — — — Restricted stock 1,190 — — Weighted average shares used in diluted computation 30,735 29,492 26,857 Earnings (loss) per share: Basic $ 1.22 $ (2.29 ) $ (0.97 ) Diluted $ 1.17 $ (2.29 ) $ (0.97 ) |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company conducts its operations through two segments: the investment management segment and the investment bank segment. These activities are conducted primarily in the United States and substantially all of its revenues are generated domestically. The performance measure for these segments is Economic Income (Loss), which management uses to evaluate the financial performance of and make operating decisions for the segments including determining appropriate compensation levels. Expenses not directly associated with specific segments are allocated based on the most relevant measures applicable, including headcount, square footage and other factors. In general, Economic Income (Loss) (which is attributable to Cowen Inc.) is a pre-tax measure that (i) eliminates the impact of consolidation for Consolidated Funds and excludes (ii) goodwill and intangible impairment (iii) certain other transaction-related adjustments and/or reorganization expenses (iv) certain costs associated with debt and (v) preferred stock dividends. Economic Operating Income (Loss) represents Economic Income (Loss) before depreciation and amortization expenses. In addition, Economic Income (Loss) revenues include investment income that represents the income the Company has earned in investing its own capital, including realized and unrealized gains and losses, interest and dividends, net of associated investment related expenses. For US GAAP purposes, these items are included in each of their respective line items. Economic Income (Loss) revenues also include management fees, incentive income and investment income earned through the Company's investment as a general partner in certain real estate entities and the Company's investment in the activist business and certain investment funds. For US GAAP purposes, all of these items, are recorded in other income (loss). Economic Income (Loss) recognizes incentive fees during periods when the fees are not yet crystallized for US GAAP reporting. In addition, Economic Income (Loss) expenses are reduced by reimbursement from affiliates, which for US GAAP purposes is presented gross as part of revenue. As further stated below, one major difference between Economic Income (Loss) and US GAAP net income (loss) is that Economic Income (Loss) presents the segments' results of operations without the impact resulting from the full consolidation of any of the Consolidated Funds. The consolidation of these investment funds' results include the pro rata share of the income or loss attributable to other owners of such entities which is reflected in net income (loss) attributable to redeemable non-controlling interest in consolidated subsidiaries in the accompanying consolidated statements of operations. This pro rata share has no effect on the overall financial performance for the investment management segment, as ultimately, this income or loss is not income or loss for the investment management segment itself. Included in Economic Income (Loss) is the actual pro rata share of the income or loss attributable to the Company as an investor in such entities, which is relevant in management making operating decisions and evaluating financial performance. The following tables set forth operating results for the Company's investment management and investment bank segments and related adjustments necessary to reconcile the Company's Economic Income (Loss) measure to arrive at the Company's consolidated US GAAP net income (loss): Year Ended December 31, 2018 Adjustments Investment Investment Bank Total Economic Income (Loss) Funds Consolidation Other Adjustments US GAAP Net Income (Loss) (dollars in thousands) Revenues Investment banking $ — $ 329,061 $ 329,061 $ — $ 28,161 (a) $ 357,222 Brokerage — 452,299 452,299 — (38,717 ) (b) 413,582 Management fees 46,017 3,158 49,175 (2,513 ) (17,004 ) (c) 29,658 Incentive income (loss) 23,747 — 23,747 (52 ) (20,578 ) (c)(a) 3,117 Investment income (loss) 37,642 18,704 56,346 — (56,346 ) (d)(e) — Interest and dividends — — — — 108,009 (d) 108,009 Reimbursement from affiliates — — — (269 ) 1,307 (f) 1,038 Aircraft lease revenue — — — — 1,852 (e) 1,852 Reinsurance premiums — — — — 38,096 (g) 38,096 Other revenue (2,143 ) 975 (1,168 ) — 5,672 (g) 4,504 Consolidated Funds revenues — — — 9,838 — 9,838 Total revenues 105,263 804,197 909,460 7,004 50,452 966,916 Interest expense 11,396 11,617 23,013 — 81,103 (d) 104,116 Total net revenues 93,867 792,580 886,447 7,004 (30,651 ) 862,800 Expenses Non interest expense 83,943 718,078 802,021 — 76,970 (d)(h)(i) 878,991 Consolidated Funds expenses — — — 8,615 — 8,615 Total expenses 83,943 718,078 802,021 8,615 76,970 887,606 Total other income (loss) — — — 35,494 88,248 (d)(k)(j) 123,742 Income taxes expense / (benefit) — — — — 15,719 (h) 15,719 Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 8,292 — 8,292 33,883 (1,777 ) 40,398 Income (Loss) attributable to Cowen Inc. $ 1,632 $ 74,502 $ 76,134 $ — $ (33,315 ) $ 42,819 Less: Preferred stock dividends 6,792 6,792 Income (Loss) attributable to Cowen Inc. common stockholders 69,342 $ 36,027 Add back: Depreciation and amortization expense 11,583 Economic Operating Income (Loss) attributable to Cowen Inc. common stockholders $ 80,925 Year Ended December 31, 2017 Adjustments Investment Investment Bank Total Economic Income (Loss) Funds Consolidation Other Adjustments US GAAP Net Income (Loss) (dollars in thousands) Revenues Investment banking $ — $ 223,614 $ 223,614 $ — $ — $ 223,614 Brokerage 38 312,742 312,780 — (19,170 ) (b) 293,610 Management fees 52,239 3,148 55,387 (2,593 ) (19,549 ) (c) 33,245 Incentive income (loss) 26,028 — 26,028 (1,739 ) (18,906 ) (c) 5,383 Investment income (loss) 31,447 13,695 45,142 — (45,142 ) (d)(e) — Interest and dividends — — — — 49,440 (d) 49,440 Reimbursement from affiliates — — — (297 ) 3,157 (f) 2,860 Aircraft lease revenue — — — — 3,751 (e) 3,751 Reinsurance premiums — — — — 30,996 (g) 30,996 Other revenue 1,575 1,656 3,231 — 5,330 (g) 8,561 Consolidated Funds revenues — — — 7,321 — 7,321 Total revenues 111,327 554,855 666,182 2,692 (10,093 ) 658,781 Interest expense 14,268 4,620 18,888 — 42,061 (d) 60,949 Total net revenues 97,059 550,235 647,294 2,692 (52,154 ) 597,832 Expenses Non interest expense 92,567 532,820 625,387 (199 ) 58,935 (d)(h)(i) 684,123 Consolidated Funds expenses — — — 12,526 — 12,526 Total expenses 92,567 532,820 625,387 12,327 58,935 696,649 Total other income (loss) — — — 31,073 74,706 (d)(j)(k) 105,779 Income taxes expense / (benefit) — — — — 44,053 (h) 44,053 Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 6,072 — 6,072 21,438 (3,719 ) 23,791 Income (Loss) attributable to Cowen Inc. $ (1,580 ) $ 17,415 $ 15,835 $ — $ (76,717 ) $ (60,882 ) Less: Preferred stock dividends 6,792 6,792 Income (Loss) attributable to Cowen Inc. common stockholders 9,043 $ (67,674 ) Add back: Depreciation and amortization expense 11,558 Economic Operating Income (Loss) attributable to Cowen Inc. common stockholders $ 20,601 Year Ended December 31, 2016 Adjustments Alternative Investment Broker-Dealer Total Economic Income (Loss) Funds Consolidation Other Adjustments US GAAP Net Income (Loss) (dollars in thousands) Revenues Investment banking $ — $ 133,279 $ 133,279 $ — $ — $ 133,279 Brokerage — 207,040 207,040 — (7,860 ) (b) 199,180 Management fees 64,086 3,162 67,248 (1,665 ) (24,971 ) (c) 40,612 Incentive income (loss) 26,274 — 26,274 (714 ) (17,226 ) (c) 8,334 Investment income (loss) 3,015 1,008 4,023 — (4,023 ) (d) — Interest and dividends — — — — 14,732 (d) 14,732 Reimbursement from affiliates — — — (303 ) 10,807 (f) 10,504 Aircraft lease revenue — — — — 4,161 (e) 4,161 Reinsurance premiums — — — — 32,459 (g) 32,459 Other revenue 29,202 565 29,767 — (7,412 ) (d) 22,355 Consolidated Funds revenues — — — 5,949 — 5,949 Total revenues 122,577 345,054 467,631 3,267 667 471,565 Interest expense 12,827 4,363 17,190 — 12,118 (d) 29,308 Total net revenues 109,750 340,691 450,441 3,267 (11,451 ) 442,257 Expenses Non interest expense 102,163 369,188 471,351 (429 ) 37,824 (d)(h)(i) 508,746 Consolidated Funds expenses — — — 9,064 — 9,064 Total expenses 102,163 369,188 471,351 8,635 37,824 517,810 Total other income (loss) — — — 8,532 35,534 (d) 44,066 Income taxes expense / (benefit) — — — — (19,092 ) (h) (19,092 ) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 7,821 — 7,821 3,164 (4,103 ) 6,882 Income (Loss) attributable to Cowen Inc. $ (234 ) $ (28,497 ) $ (28,731 ) $ — $ 9,454 $ (19,277 ) Less: Preferred stock dividends 6,792 6,792 Income (Loss) attributable to Cowen Inc. common stockholders (35,523 ) $ (26,069 ) Add back: Depreciation and amortization expense 11,009 Economic Operating Income (Loss) attributable to Cowen Inc. common stockholders $ (24,514 ) The following is a summary of the adjustments made to US GAAP net income (loss) for the segment to arrive at Economic Income (Loss): Funds Consolidation: The impacts of consolidation and the related elimination entries of the Consolidated Funds are not included in Economic Income (Loss). Adjustments to reconcile to US GAAP net income (loss) included elimination of incentive income and management fees earned from the Consolidated Funds and addition of investment fund expenses excluding management fees paid, investment fund revenues and investment income (loss). Other Adjustments: (a) Economic Income (Loss) presents underwriting expenses net of investment banking revenues, expenses reimbursed from clients within their respective expense category and records income from uncrystallized incentive fees. (b) Economic Income (Loss) brokerage revenues included net securities borrowed and securities loaned activities. (c) Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities, the healthcare royalty business and the activist business. (d) Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends). (e) Aircraft lease revenue is shown net of expenses in investment income for Economic Income (Loss). (f) Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP. (g) Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities, net of expenses, within other revenue. (h) Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment. (i) Economic Income (Loss) recognizes the Company's proportionate share of expenses, for certain real estate operating entities and the activist business, for which the investments are recorded under the equity method of accounting for investments. (j) Economic Income (Loss) excludes gain/(loss) on debt extinguishment. (k) Economic Income (Loss) excludes the bargain purchase gain which resulted from the Convergex Group acquisition. For the years ended December 31, 2018 and 2017 , there was no one investment fund or other customer which represented more than 10% of the Company's total revenues. |
Regulatory Requirements
Regulatory Requirements | 12 Months Ended |
Dec. 31, 2018 | |
Brokers and Dealers [Abstract] | |
Regulatory Requirements | Regulatory Requirements As registered broker-dealers, Cowen and Company, Cowen Execution, ATM Execution, Cowen Prime and Westminster are subject to the SEC's Uniform Net Capital Rule 15c3-1 (“SEC Rule 15c3-1”), which requires the maintenance of minimum net capital. Each registered broker-dealer has elected to compute net capital under the alternative method permitted by the Rule. Under the alternative method, Cowen and Company's minimum net capital requirement, as defined in (a)(4) of the Rule, is $1.0 million . Cowen Execution, ATM Execution, Cowen Prime and Westminster are required to maintain minimum net capital, as defined in (a)(1)(ii) of the Rule, equal to the greater of $250,000 or 2% of aggregate debits arising from customer transactions. Advances to affiliates, repayment of borrowings, distributions, dividend payments and other equity withdrawals are subject to certain notification and other requirements of the Rule and other regulatory bodies. Cowen Prime is also subject to Commodity Futures Trading Commission Regulation 1.17 (“Regulation 1.17”). Regulation 1.17 requires net capital equal to or in excess of $45,000 or the amount of net capital required by SEC Rule 15c3-1, whichever is greater. Cowen Execution is also subject to Options Clearing Corporation ("OCC") Rule 302. OCC Rule 302 requires maintenance of net capital equal to the greater of $2,000,000 or 2% of aggregate debit items. At December 31, 2018 , Cowen Execution had $110.4 million of net capital in excess of this minimum requirement. Cowen International Ltd and Cowen Execution Ltd are subject to the capital requirements of the FCA, as defined, must exceed the minimum capital requirement set forth by the FCA. Effective June 1, 2018, the FCA approved Ramius UK’s application to cancel all of its FCA authorization permissions. Accordingly, Ramius UK is no longer an FCA regulated and authorized firm. Ramius UK sought the cancellation. Effective December 20, 2018, Cowen Execution Ltd was formally approved to trade in a principal capacity conditional upon the completion, and communication to the Wholesale Supervision, of the implementation of its order management system. As of December 31, 2018 , these regulated broker-dealers had regulatory net capital or financial resources, regulatory net capital requirements or minimum FCA requirement and excess as follows : Subsidiary Net Capital Minimum Net Capital Requirement Excess Net Capital (dollars in millions) Cowen and Company $91.9 $1.0 $90.9 Cowen Execution $112.7 $2.3 $110.4 ATM Execution $3.1 $0.3 $2.8 Cowen Prime $8.7 $0.3 $8.4 Westminster $14.5 $0.3 $14.2 Cowen International Ltd $12.9 $9.9 $3.0 Cowen Execution Ltd $4.9 $3.2 $1.7 The Company’s U.S. broker-dealers must also comply with SEC Rule 15c3-3 or claim an exemption pursuant to subparagraphs (k)(2)(i) or (k)(2)(ii) of that rule. Firms can rely on more than one exemption. Cowen and Company, Cowen Prime and ATM Execution claim the (k)(2)(ii) exemption with regards to some or all of their customer accounts and transactions that are introduced on a fully-disclosed basis to their clearing agents for clearing, settlement and custody. Cowen and Company, Cowen Prime and Westminster claim the (k)(2)(i) exemption with regards to customer transactions and balances that are cleared, settled and custodied in Special Bank Accounts. In accordance with the requirements of SEC Rule 15c3-3, Cowen Execution may be required to deposit in a Special Reserve Account cash or acceptable qualified securities for the exclusive benefit of customers. As of December 31, 2018 , Co wen Execution had segregated approximately $16.1 million of cash, while its required deposit was $6.8 million . As a clearing broker-dealer, Cowen Execution is required to compute a reserve requirement for proprietary accounts of broker-dealers (“PAB accounts”), as defined in SEC Rule 15c3-3. Cowen Execution conducts PAB reserve computations in order to determine the amount it is required to deposit in its PAB Reserve Bank Accounts pursuant to SEC Rule 15c3-3. This allows each correspondent firm that uses Cowen Execution as its clearing broker-dealer to classify its PAB account assets held at Cowen Execution as allowable assets in the correspondent's net capital calculation. At December 31, 2018 , Cowen Execution had $17.5 million of cash on deposit in PAB Reserve Bank Accounts, which was more than its required deposit of $4.2 million . Cowen and Company, ATM Execution, Cowen Prime and Cowen Execution also maintain certain assets in PAB accounts held at their respective clearing brokers. Each treats its assets held in those PAB accounts at the respective clearing brokers as allowable assets for net capital purposes. Cowen’s Luxembourg reinsurance companies, Vianden RCG Re SCA and Hollenfels, individually and their Luxembourg parent holding company, Ramius Enterprise Luxembourg Holdco S.à r.l., on a combined basis with the reinsurance companies, are required to maintain a solvency capital ratio as calculated by relevant European Commission directives and local regulatory rules in Luxembourg. Each reinsurance company’s individual solvency capital ratio as well as the combined solvency capital ratio of the holding and reinsurance companies as of December 31, 2018 were in excess of this minimum requirement. Based on minimum capital and surplus requirements pursuant to the laws of the state of New York that apply to captive insurance companies, RCG Insurance Company, Cowen’s captive insurance company incorporated and licensed in the state of New York, was required to maintain capital and surplus of approximately $0.3 million as of December 31, 2018 . RCG Insurance Company’s capital and surplus as of December 31, 2018 totaled approximately $32.5 million . |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company and its affiliated entities are the managing member, general partner and/or investment manager to the Company's investment funds and certain managed accounts. Management fees and incentive income are primarily earned from affiliated entities. As of December 31, 2018 and 2017 , $19.4 million and $13.5 million , respectively, included in fees receivable are earned from related parties. The Company may, at its discretion, reimburse certain fees charged to the investment funds that it manages to avoid duplication of fees when such funds have an underlying investment in another affiliated investment fund. For the years ended December 31, 2018 , these amounts are immaterial. For the years ended December 31, 2017 and 2016 , the Company reimbursed the investment funds it manages $0.1 million and $0.2 million , respectively, which were recorded net in management fees and incentive income in the accompanying consolidated statements of operation. As of December 31, 2017 , related amounts still payable were immaterial. Fees receivable and fees payable are recorded at carrying value, which approximates fair value. The Company may also make loans to employees or other affiliates, excluding executive officers of the Company. These loans are interest bearing and settle pursuant to the agreed-upon terms with such employees or affiliates, and are included in due from related parties in the accompanying consolidated statements of financial condition. As of December 31, 2018 and 2017 , loans to employees of $17.0 million and $11.1 million , respectively, were included in due from related parties on the accompanying consolidated statements of financial condition. Of these amounts $8.8 million and $4.8 million , respectively, are related to forgivable loans. These forgivable loans provide for a cash payment up-front to employees, with the amount due back to the Company forgiven over a vesting period. An employee that voluntarily ceases employment, or is terminated with cause, is generally required to pay back to the Company any unvested forgivable loans granted to them. The forgivable loans are recorded as an asset to the Company on the date of grant and payment, and then amortized to compensation expense on a straight-line basis over the vesting period. The vesting period on forgivable loans is generally one to three years. The Company recorded compensation expense of $3.1 million , $2.1 million , and $1.2 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. This expense is included in employee compensation and benefits in the accompanying consolidated statement of operations. For the years ended December 31, 2018 , the interest income was immaterial, for the year ended December 31, 2017 , the interest income was $0.1 million and for the year ended December 31, 2016, the interest income was immaterial for these related party loans and advances. This income is included in interest and dividends in the accompanying consolidated statement of operations. As of December 31, 2018 and 2017 , included in due from related parties is $7.7 million and $14.0 million , respectively, related to the sales of portions of the Company's ownership interest in the activist business of Starboard Value to the Starboard principals. It is being financed through the profits of the relevant Starboard entities over a 5 year period and earns interest at 5% per annum. The interest income for the years ended December 31, 2018 , 2017 , and 2016 was $0.4 million , $0.8 million , and $0.6 million , respectively. The remaining balance included in due from related parties of $8.9 million and $9.7 million as of December 31, 2018 and 2017 , respectively, relates to amounts due to the Company from affiliated investment funds and real estate entities due to expenses paid on their behalf. Included in due to related parties is approximately $0.6 million and $0.6 million as of December 31, 2018 and 2017 , respectively, related to a subordination agreement with an investor in certain real estate funds. This total is based on a hypothetical liquidation of the real estate funds as of the balance sheet date. Employees and certain other related parties invest on a discretionary basis within consolidated entities. These investments generally are subject to preferential management fee and performance fee arrangements. As of December 31, 2018 and 2017 , such investments aggregated $ 25.1 million and $ 28.2 million , respectively, were included in redeemable non-controlling interests on the accompanying consolidated statements of financial condition. Their share of the net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds aggregated $ 7.6 million , $ 7.2 million , and $5.7 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. The Company may, at times, have unfunded commitment amounts pertaining to related parties. See Note 22 "Commitments and Contingencies" for amounts committed as of December 31, 2018. |
Guarantees and Off-Balance Shee
Guarantees and Off-Balance Sheet Arrangements | 12 Months Ended |
Dec. 31, 2018 | |
Guarantees and Off Balance Sheet Arrangements [Abstract] | |
Guarantees and Off-Balance Sheet Arrangements | Guarantees and Off-Balance Sheet Arrangements Guarantees US GAAP requires the Company to disclose information about its obligations under certain guarantee arrangements. Those standards define guarantees as contracts and indemnification agreements that contingently require a guarantor to make payments to the guaranteed party based on changes in an underlying security (such as an interest or foreign exchange rate, security or commodity price, an index or the occurrence or nonoccurrence of a specified event) related to an asset, liability or equity security of a guaranteed party. Those standards also define guarantees as contracts that contingently require the guarantor to make payments to the guaranteed party based on another entity's failure to perform under an agreement as well as indirect guarantees of the indebtedness of others. In the normal course of its operations, the Company enters into contracts that contain a variety of representations and warranties which provide general indemnifications. The Company's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Company that have not yet occurred. However, based on experience, the Company expects the risk of loss to be remote. The Company indemnifies and guarantees certain service providers, such as clearing and custody agents, trustees and administrators, against specified potential losses in connection with their acting as an agent of, or providing services to, the Company or its affiliates. The Company also indemnifies some clients against potential losses incurred in the event specified third-party service providers, including sub-custodians and third-party brokers, improperly execute transactions. The maximum potential amount of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes that it is unlikely it will have to make significant payments under these arrangements and has not recorded any contingent liability in the consolidated financial statements for these indemnifications. The Company also provides representations and warranties to counterparties in connection with a variety of commercial transactions and occasionally indemnifies them against potential losses caused by the breach of those representations and warranties. The Company may also provide standard indemnifications to some counterparties to protect them in the event additional taxes are owed or payments are withheld, due either to a change in or adverse application of certain tax laws. These indemnifications generally are standard contractual terms and are entered into in the normal course of business. The maximum potential amount of future payments that the Company could be required to make under these indemnifications cannot be estimated. However, the Company believes it is unlikely it will have to make material payments under these arrangements and has not recorded any contingent liability in the accompanying consolidated financial statements for these indemnifications. The Company may maintain cash and cash equivalents at financial institutions in excess of federally insured limits. The Company has not experienced any material losses in such accounts and does not believe it is exposed to significant credit risks in relation to such accounts. Off-Balance Sheet Arrangements The Company has no material off-balance sheet arrangements, which have not been disclosed, as of December 31, 2018 and 2017 . Through indemnification provisions in clearing agreements with clients, customer activities may expose the Company to off-balance-sheet credit risk. Pursuant to the clearing agreement, the Company is required to reimburse the Company's clearing broker, without limit, for any losses incurred due to a counterparty's failure to satisfy its contractual obligations. However, these transactions are collateralized by the underlying security, thereby reducing the associated risk to changes in the market value of the security through the settlement date. The Company’s customer securities activities are transacted on a delivery versus payment, cash or margin basis. In delivery versus payment transactions, the Company is exposed to risk of loss in the event of the customers’ or brokers’ inability to meet the terms of their contracts. In margin transactions, the Company extends credit to clients collateralized by cash and securities in their account. In the event the customers or brokers fail to satisfy their obligations, the Company may be required to purchase or sell securities at prevailing market prices in order to fulfill the obligations. The Company’s exposure to credit risk can be directly impacted by volatile securities markets, which may impair the ability of counterparties to satisfy their contractual obligations. The Company seeks to control its credit risk through a variety of reporting and control procedures, including establishing credit limits based upon a review of the customers’ financial condition and credit ratings. The Company seeks to control the risk associated with its customer margin transactions by requiring customers to maintain margin collateral in compliance with various regulatory and internal guidelines. The Company also monitors required margin levels daily and, pursuant to its guidelines, requires customers to deposit additional collateral, or reduce positions, when necessary. In addition, during the normal course of business, the Company has exposure to a number of risks including market risk, currency risk, credit risk, operational risk, liquidity risk and legal risk. As part of the Company's risk management process, these risks are monitored on a regular basis throughout the course of the year. The Company enters into secured and unsecured borrowing agreements to obtain funding necessary to cover daily securities settlements with clearing corporations. At times, funding is required for unsettled customer delivery versus payment and riskless principal transactions, as well as to meet deposit requirements with clearing organizations. Secured arrangements are collateralized by the securities. The Company maintains uncommitted financing arrangements with large financial institutions, the details of which are summarized below as of December 31, 2018 . Lender Contractual Amount Available Amount Maturity Date Description Pledge Lines (dollars in thousands) Texas Capital Bank $ 75,000 $ 75,000 None Secured Depository Trust Company Pledge Line BMO Harris Bank 75,000 75,000 None Secured Tri-Party Pledge Facility BMO Harris Bank 150,000 150,000 None Secured Depository Trust Company Pledge Line Total 300,000 300,000 Revolving Credit Facility BMO Harris Bank Canadian Imperial Bank of Commerce Texas Capital Bank 70,000 70,000 August 23, 2019 (Syndicated) Unsecured liquidity facility to cover increases in National Securities Clearing Corporation margin deposit requirements Total Credit Lines $ 370,000 $ 370,000 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On January 2, 2019 (the "Acquisition Date") , the Company, together with its indirect wholly owned subsidiaries, Cowen International Ltd and Cowen QN Acquisition LLC, completed its previously announced acquisition (the "Acquisition") of Quarton International AG through the acquisition of all of the outstanding equity interest of Quarton International AG’s affiliated combining companies, Quarton Management AG, Quarton International Europe AG, Quarton Partners, LLC and Quarton Securities GP, LLC (which owns a U.S. Securities Exchange Commission ("SEC") registered broker-dealer that was subsequently renamed to Cowen Securities LP), comprising the U.S. and European operations of the acquired combining companies (collectively "Quarton"). Quarton is a group of leading global financial advisory companies serving the middle market. Due to the limited time since the date of the Acquisition, it is impractical for the Company to make certain business combination disclosures as of the date of this filing as the Company is still finalizing the analysis of the information necessary to provide these disclosures. As a result, the Company is unable to present the allocation of the preliminary purchase price to the fair value of assets acquired and liabilities assumed. The Company is also unable to present supplemental pro forma financial information related to the Acquisition. The Company plans to provide this information in its quarterly report on Form 10-Q for the quarter ended March 31, 2019. The acquisition will be accounted for under the acquisition method in accordance with US GAAP. As such, the results of operations for Quarton will be included in the Company's condensed consolidated statements of operations as of the Acquisition Date, and the assets acquired and liabilities assumed will be recorded at their fair value as at the Acquisition Date. Subsequent to the Acquisition, the operations of Quarton will be integrated within the Company's investment bank segment. The aggregate estimated purchase price of the Acquisition was $115.0 million . The Company expects a significant portion of the consideration to be allocated to goodwill and intangibles assets. On the Acquisition Date the Company paid an upfront consideration of $75.0 million subject to certain net working capital and other customary adjustments, with additional contingent consideration of $40.0 million that will become payable dependent on the achievement of certain milestones by Quarton in each of the first four years following the Acquisition Date, if certain conditions are met, an additional fifth year following the Acquisition Date. In addition, Quarton and the Company have established a retention bonus pool for previous Quarton employees. A portion of the preliminary purchase price was deposited into escrow, in the amount of $0.3 million , as a reserve for any future claims against the sellers of Quarton. All consideration, including a) the upfront consideration, b) amounts pursuant to any employee retention program and c) contingent consideration, consist of a combination of 80% cash and 20% shares of the Company’s Class A common stock. Shares issued on the Acquisition Date of 1,033,950 were valued based on the 30-trading day volume-weighted average price per share of $14.52 as of December 31, 2018. Any shares of Class A common stock issued in connection with any such contingent payments will be valued based on the 30-trading day volume-weighted average price per share as of the day immediately prior to the date on which such shares are to be issued. The Acquisition consideration held in escrow does not meet the definition of contingent consideration as provided under US GAAP. The amount held in escrow was included in the preliminary purchase price as representations and warranties were expected to be valid as of the Acquisition date. The Company has recognized approximately $1.9 million of acquisition-related costs, including legal, accounting, and valuation services through December 31, 2018. These costs are included in professional, advisory and other fees in the accompanying consolidated statements of operations. The Company has evaluated events that have occurred after the balance sheet date but before the financial statements are issued and has determined that there were no other subsequent events requiring adjustment or disclosure in the consolidated financial statements. |
Significant Accounting Polici_2
Significant Accounting Policies - Annual (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of Presentation These financial statements are prepared in accordance with US GAAP as promulgated by the Financial Accounting Standards Board ("FASB") through Accounting Standards Codification ("The Accounting Standards") as the source of authoritative accounting principles in the preparation of financial statements, and include the accounts of the Company, its operating and other subsidiaries, and entities in which the Company has a controlling financial interest or a general partner interest. All material intercompany transactions and balances have been eliminated on consolidation. Certain investment funds that are consolidated in these accompanying consolidated financial statements, as further discussed below, are not subject to the consolidation provisions with respect to their own controlled investments pursuant to specialized industry accounting. The Company serves as the managing member/general partner and/or investment manager to investment funds which it sponsors and manages. Investment funds in which the Company has a controlling financial interest are consolidated with the Company pursuant to US GAAP as described below. Consequently, the Company's consolidated financial statements reflect the assets, liabilities, income and expenses of these investment funds on a gross basis. The ownership interests in these investment funds that are not owned by the Company are reflected as redeemable non-controlling interests in consolidated subsidiaries in the accompanying consolidated financial statements. The management fees and incentive income earned by the Company from these investment funds are eliminated in consolidation. In this Form 10-K, interest and dividends expense has been reclassified to be presented net of revenues on the consolidated statement of operations. The Company believes that this presentation provides a better representation of the Company's operating results as it is used by management to monitor the Company's financial performance and is consistent with industry practice. The change to the presentation of interest and dividend expense has no impact on net income. |
Principles of consolidation | Principles of consolidation The Company consolidates all entities that it controls through a majority voting interest or otherwise, including those investment funds in which the Company either directly or indirectly has a controlling financial interest. In addition, the Company consolidates all variable interest entities for which it is the primary beneficiary. In accordance with these standards, the Company consolidates four investment funds for which it acts as the general partner and investment manager. As of December 31, 2018 , the Company consolidated the following investment funds: Ramius Enterprise LP (“Enterprise LP”), Ramius Merger Fund LLC (the "Merger Fund"), Cowen Private Investments LP ("Cowen Private"), and Ramius Merger Arbitrage UCITS Fund ("UCITS Fund") (each a "Consolidated Fund" and collectively the "Consolidated Funds"). The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting operating entity ("VOE") or a variable interest entity ("VIE") under US GAAP. Voting Operating Entities — VOEs are entities in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders at risk have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact the entity's economic performance. Under US GAAP, the usual condition for a controlling financial interest in a VOE is ownership of a majority voting interest. Accordingly, the Company consolidates all VOEs in which it owns a majority of the entity's voting shares or units. Variable Interest Entities— VIEs are entities that lack one or more of the characteristics of a VOE. In accordance with US GAAP, an enterprise must consolidate all VIEs of which it is the primary beneficiary. Under the US GAAP consolidation model for VIEs, an enterprise that (1) has the power to direct the activities of a VIE that most significantly impacts the VIE's economic performance, and (2) has an obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE, is considered to be the primary beneficiary of the VIE and thus is required to consolidate it. The Company reconsiders whether it is the primary beneficiary of a VIE by performing a periodic qualitative and/or quantitative analysis of the VIE that includes a review of, among other things, its capital structure, contractual agreements between the Company and the VIE, the economic interests that create or absorb variability, related party relationships and the design of the VIE. As of December 31, 2018 and 2017 , the total net assets of the consolidated VIEs were $427.5 million and $482.8 million , respectively. The decrease is primarily related to other investors' redemptions which reduced overall VIEs net assets. The VIEs act as investment managers and/or investment companies that may be managed by the Company or the Company may have equity interest in those investment companies. The VIEs are financed through their operations and/or loan agreements with the Company. As of December 31, 2018 , the Company held variable interests in Ramius Enterprise Master Fund Ltd (“Enterprise Master”) and Ramius Merger Master Fund Ltd ("Merger Master") (collectively the “Unconsolidated Master Funds”) through the Consolidated Funds. Investment companies, which account for their investments under the specialized industry accounting guidance for investment companies prescribed under US GAAP, are not subject to the consolidation provisions for their investments. Therefore, the Company has not consolidated the Unconsolidated Master Funds. In the ordinary course of business, the Company also sponsors various other entities that it has determined to be VIEs. These VIEs are primarily investment funds for which the Company serves as the general partner, managing member and/or investment manager with decision-making rights. The Company does not consolidate the Unconsolidated Master Funds or real estate funds that are VIEs as it has concluded that it is not the primary beneficiary in each instance. Investment fund investors are entitled to all of their economics of these VIEs with the exception of the management fee and incentive income, if any, earned by the Company. The company has equity interests in the funds as both GP and Limited partner. In these instances the Company has concluded that the variable interests are not potentially significant to the VIE. Although the Company may advance amounts and pay certain expenses on behalf of the investment funds that it considers to be VIEs, it does not provide, nor is it required to provide, any type of substantive financial support to these entities outside of regular investment management services (see Note 6 for additional disclosures on VIEs). Equity Method Investments — For operating entities over which the Company exercises significant influence but which do not meet the requirements for consolidation as outlined above, the Company uses the equity method of accounting. The Company's investments in equity method investees are recorded in other investments in the accompanying consolidated statements of financial condition. The Company's share of earnings or losses from equity method investees is included in net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. The difference between the carrying value of the equity method investment and its estimated fair value is recognized as an impairment charge when the loss in value is deemed other than temporary. Other — If the Company does not consolidate an entity or apply the equity method of accounting, the Company accounts for such entities (primarily, all securities of such entity which are bought and held principally for the purpose of selling them in the near term as trading securities) in accordance with US GAAP, at fair value with unrealized gains (losses) resulting from changes in fair value reflected within net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. Retention of Specialized Accounting — The Consolidated Funds and certain other consolidated companies are investment companies and apply specialized industry accounting for investment companies. The Company has retained this specialized accounting for these investment funds pursuant to US GAAP. The Company reports its investments on the consolidated statements of financial condition at their estimated fair value, with unrealized gains (losses) resulting from changes in fair value reflected within net realized and unrealized gains (losses) on investments and other transactions. Accordingly, the accompanying consolidated financial statements reflect different accounting policies for investments depending on whether or not they are held through a consolidated investment company. In addition, the Company's broker-dealer subsidiaries , Cowen and Company, LLC ("Cowen and Company"), Cowen Execution, Westminster, Cowen Execution Ltd, ATM Execution LLC ("ATM Execution"), Cowen International Limited ("Cowen International Ltd"), Cowen Prime Services LLC ("Cowen Prime") apply the specialized industry accounting for brokers and dealers in securities also prescribed under US GAAP. The Company also retains specialized accounting upon consolidation. |
Use of estimates | Use of estimates The preparation of the accompanying consolidated financial statements in conformity with US GAAP requires the management of the Company to make estimates and assumptions that affect the fair value of securities and other investments, the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the accompanying consolidated financial statements, the accounting for goodwill and identifiable intangible assets and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. |
Cash and Cash Equivalents, Policy | Cash and cash equivalents The Company considers investments in money market funds and other highly liquid investments with original maturities of three months or less which are deposited with a bank or prime broker to be cash equivalents. Cash and cash equivalents held at Consolidated Funds, although not legally restricted, are not available to fund the general liquidity needs of the Company. The Company may also be exposed to credit risk as a result of cash being held at several banks. |
Allowance for doubtful accounts | Allowance for credit losses The allowance for credit losses is based on the Company’s assessment of the collectability of receivables related to securities transactions, prepaid research and other receivables. The Company considers factors such as historical experience, credit quality, age of balances and current economic conditions that may affect collectability in determining the allowance for credit losses. Specifically for prepaid research, the Company reviews clients' historical, current and forecasted trading activity in determining the allowance for credit losses. The credit loss expense related to the allowance for credit losses as well as any recoveries of amounts previously charged is reflected in other expenses in the accompanying consolidated statements of operations. |
Valuation of investments and derivative contracts | Valuation of investments and derivative contracts US GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1 Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3 Fair value is determined based on pricing inputs that are unobservable and includes situations where there is little, if any, market activity for the asset or liability. The determination of fair value for assets and liabilities in this category requires significant management judgment or estimation. Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument's level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Company. The Company considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument and does not necessarily correspond to the Company's perceived risk of that instrument. The Company and its operating subsidiaries act as the manager for the Consolidated Funds. Both the Company and the Consolidated Funds hold certain investments which are valued by the Company, acting as the investment manager. The fair value of these investments is generally estimated based on proprietary models developed by the Company, which include discounted cash flow analysis, public market comparables, and other techniques and may be based, at least in part, on independently sourced market information. The material estimates and assumptions used in these models include the timing and expected amount of cash flows, the appropriateness of discount rates used, and, in some cases, the ability to execute, timing of, and estimated proceeds from expected financings. Significant judgment and estimation goes into the selection of an appropriate valuation methodology as well as the assumptions used in these models, and the timing and actual values realized with respect to investments could be materially different from values derived based on the use of those estimates. The valuation methodologies applied impact the reported value of the Company's investments and the investments held by the Consolidated Funds in the consolidated financial statements. Certain of the Company's investments are relatively illiquid or thinly traded and may not be immediately liquidated on demand if needed. Fair values assigned to these investments may differ significantly from the fair values that would have been used had a ready market for the investments existed and such differences could be material . The Company primarily uses the “market approach” to value its financial instruments measured at fair value. In determining an instrument's level within the hierarchy, the Company categorizes the Company's financial instruments into three categories: securities, derivative contracts and other investments. To the extent applicable, each of these categories can further be divided between those held long or sold short. The Company has the option to measure certain financial assets and financial liabilities at fair value with changes in fair value recognized in earnings each period. The election is made on an instrument by instrument basis at initial recognition of an asset or liability or upon an event that gives rise to a new basis of accounting for that instrument. The Company has elected the fair value option for certain of its investments held by its operating companies. This option has been elected because the Company believes that it is consistent with the manner in which the business is managed, as well as the way that financial instruments in other parts of the business are recorded. Securities — Securities with values based on quoted market prices in active markets for identical assets are classified within level 1 of the fair value hierarchy. These securities primarily include active listed equities, certain U.S. government and sovereign obligations, Exchange Traded Funds ("ETFs"), mutual funds and certain money market securities. The Company does not adjust the quoted price for such instruments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price. Certain positions for which trading activity may not be readily visible, consisting primarily of convertible debt, corporate debt and loans and restricted equities, are stated at fair value and classified within level 2 of the fair value hierarchy. The estimated fair values assigned by management are determined in good faith and are based on available information considering, trading activity, broker quotes, quotations provided by published pricing services, counterparties and other market participants, and pricing models using quoted inputs, and do not necessarily represent the amounts which might ultimately be realized. As level 2 investments include positions that are not always traded in active markets and/or are subject to transfer restrictions, valuations may be adjusted to reflect illiquidity and/or non-transferability. Derivative contracts — Derivative contracts can be exchange-traded or privately negotiated over-the-counter (“OTC”). Exchange-traded derivatives, such as futures contracts and exchange-traded option contracts, are typically classified within level 1 or level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. OTC derivatives, such as generic forwards, swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within level 2. OTC derivatives, such as swaps and options where market data is not readily available or observable are classified as level 3. Other investments — Other investments consist primarily of investment funds, real estate investments and equity method investments, which are valued as follows : i. Portfolio funds— Portfolio funds (“Portfolio Funds”) include interests in private investment partnerships, foreign investment companies and other collective investment vehicles which may be managed by the Company or its affiliates. The Company follows US GAAP regarding fair value measurements and disclosures relating to investments in certain entities that calculate net asset value (“NAV”) per share (or its equivalent). The guidance permits, as a practical expedient, an entity holding investments in certain entities that either are investment companies as defined by the American Institute of Certified Public Accountants ("AICPA") Audit and Accounting Guide, Investment Companies, or have attributes similar to an investment company, and calculate net asset value per share or its equivalent for which the fair value is not readily determinable, to measure the fair value of such investments on the basis of that NAV per share, or its equivalent, without adjustment. In accordance with US GAAP, investments which are valued using NAV per share as a practical expedient are not categorized within the fair value hierarchy. ii. Real estate investments— Real estate debt and equity investments are valued at fair value. The fair value of real estate investments are estimated based on the price that would be received to sell an asset in an orderly transaction between marketplace participants at the measurement date. Real estate investments without a public market are valued based on assumptions and valuation techniques used by the Company. Such valuation techniques may include discounted cash flow analysis, prevailing market capitalization rates or earnings multiples applied to earnings from the investment, analysis of recent comparable sales transactions, actual sale negotiations and bona fide purchase offers received from third parties, consideration of the amount that currently would be required to replace the asset, as adjusted for obsolescence, as well as independent external appraisals. In general, the Company considers several valuation techniques when measuring the fair value of a real estate investment. However, in certain circumstances, a single valuation technique may be appropriate. Real estate investments are reviewed on a quarterly basis by the Company for significant changes at the property level or a significant change in the overall market which would impact the value of the real estate investment resulting in unrealized appreciation or depreciation. Real estate and capital markets are cyclical in nature. Property and investment values are affected by, among other things, the availability of capital, occupancy rates, rental rates and interest and inflation rates. In addition, the Company invests in real estate and real estate related investments for which no liquid market exists. The market prices for such investments may be volatile and may not be readily ascertainable. Amounts ultimately realized by the Company from investments sold may differ from the fair values presented, and the differences could be material. The Company's real estate investments are typically categorized as level 3 investments within the fair value hierarchy as management uses significant unobservable inputs in determining their estimated fair value. See Notes 6 and 7 for further information regarding the Company's investments, including equity method investments and fair value measurements. |
Due From / Due to Related Parties [Policy Text Block] | Due from/due to related parties The Company may advance amounts and pay certain expenses on behalf of employees of the Company or other affiliates of the Company. These amounts settle in the ordinary course of business. Such amounts are included in due from and due to related parties, respectively, on the accompanying consolidated statements of financial condition. |
Receivable from and payable to brokers [Policy Text Block] | Receivable from and payable to brokers Receivable from and payable to brokers, includes cash held at clearing brokers, amounts receivable or payable for unsettled transactions, monies borrowed and proceeds from short sales equal to the fair value of securities sold, but not yet purchased. Pursuant to the Company's prime broker agreements, these balances are presented net (assets less liabilities) across balances with the same broker. |
Fees receivable | Fees receivable Fees related to security transactions are reported net of an allowance for credit losses. An allowance for credit losses is assessed on any commission receivables aged over 180 days. Corporate finance and syndicate receivables, include receivables relating to the Company’s investment banking and advisory engagements net of allowance for credit losses. The Company records this allowance for credit losses on these receivables on a specific identification basis. The future collectability of the receivables is reviewed on a monthly basis based on the following factors: aging (usually if outstanding greater than 90 days), known financial stability of the paying company, as well as any other factors that might impact the collection of the outstanding fees. Management and incentive fees are earned as the managing member, general partner and/or investment manager to the Company's investment funds and are recognized in accordance with the new revenue recognition guidance (see Note 3t). |
Securities borrowed and securities loaned | Securities borrowed and securities loaned Securities borrowed and securities loaned are carried at the amounts of cash collateral advanced or received on a gross basis. The related rebates are recorded in the accompanying consolidated statements of operations as interest and dividends income and interest and dividends expense. Securities borrowed transactions require the Company to deposit cash collateral with the lender. With respect to securities loaned, the Company receives cash collateral from the borrower. The initial collateral advanced or received approximates or is greater than the market value of securities borrowed or loaned. The Company monitors the market value of securities borrowed and loaned on a daily basis, with additional collateral obtained or returned, as necessary. Securities borrowed and loaned may also result in credit exposures for the Company in an event that the counterparties are unable to fulfill their contractual obligations. The Company minimizes its credit risk by continuously monitoring its credit exposure and collateral values by demanding additional or returning excess collateral in accordance with the netting provisions available in the master securities lending contracts in place with the counterparties. Fees and interest received or paid are recorded in interest and dividends income and interest and dividends expense, respectively, on an accrual basis in the accompanying consolidated statements of operations. In cases where the fair value basis of accounting is elected, any resulting change in fair value would be reported in net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. Accrued interest income and expense are recorded in receivable from brokers, dealers and clearing organizations and payable to brokers, dealers and clearing organizations, respectively, on an accrual basis in the accompanying consolidated statements of financial condition. At December 31, 2018 , the Company did not have any securities lending transactions for which fair value basis of accounting was elected. |
Fixed Assets | Fixed Assets Fixed assets are stated at cost less accumulated depreciation or amortization. Leasehold improvements are amortized on a straight-line basis over the lesser of their useful life or lease term. When the Company commits to a plan to abandon fixed assets or leasehold improvements before the end of its original useful life, the estimated depreciation or amortization period is revised to reflect the shortened useful life of the asset. Other fixed assets are depreciated on a straight-line basis over their estimated useful lives. Aircraft and related equipment, which are leased out under operating leases, are carried at cost less accumulated depreciation and are depreciated to estimated residual value using the straight-line method over the lease term or estimated useful life of the asset. Any assets received at the end of the lease are marked to the lower of cost or fair value with the adjustment recorded in other income. Asset Depreciable Lives Depreciation and/or Amortization Method Telephone and computer equipment 3-5 years Straight-line Computer software 3-8 years Straight-line Furniture and fixtures 5 years Straight-line Leasehold improvements Term of Lease Straight-line Capitalized lease asset 5 years Straight-line Aircraft and related equipment 10-20 years Straight-line Modifications to aircraft 4-10 years Straight-line |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and intangible assets Goodwill represents the excess of the purchase price consideration of acquired companies over the estimated fair value assigned to the individual assets acquired and liabilities assumed. Goodwill is allocated to the Company's reporting units at the date the goodwill is initially recorded. Once goodwill has been allocated to the reporting units, it generally no longer retains its identification with a particular acquisition, but instead becomes identifiable with the reporting unit. As a result, all of the fair value of each reporting unit is available to support the value of goodwill allocated to the unit. In accordance with US GAAP, the Company tests goodwill for impairment on an annual basis or at an interim period if events or changed circumstances would more likely than not reduce the fair value of a reporting unit below its carrying amount. In testing for goodwill impairment, the Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances led to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events and circumstances, the Company concludes that fair value exceeds its carrying amount, then performing the two-step impairment test is not necessary. If the Company concludes otherwise, the Company is required to perform the two-step quantitative impairment test. The first step requires a comparison of the fair value of the reporting unit to its carrying value, including goodwill. If the fair value of the reporting unit exceeds its carrying value, the related goodwill is not considered impaired and no further analysis is required. If the carrying value of the reporting unit exceeds the fair value, there is an indication that the related goodwill might be impaired and the second step is performed to measure the amount of impairment, if any. The second step of the goodwill impairment test compares the implied fair value of the reporting unit's goodwill with its carrying amount to measure the amount of impairment, if any. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. In other words, the estimated fair value of the reporting unit is allocated to all of its assets and liabilities (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the purchase price paid. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment is recognized in an amount equal to that excess. Goodwill impairment tests involve significant judgment in determining the estimates of future cash flows, discount rates, economic forecast and other assumptions which are then used in acceptable valuation techniques, such as the market approach (earning and/or transactions multiples) and/or income approach (discounted cash flow method). Changes in these estimates and assumptions could have a significant impact on the fair value and any resulting impairment of goodwill. See Note 12 for further discussion. Intangible assets with finite lives are amortized over their estimated average useful lives. The Company does not have any intangible assets deemed to have indefinite lives. Intangible assets are tested for potential impairment whenever events or changes in circumstances suggest that an asset or asset group's carrying value may not be fully recoverable. Similar to goodwill impairment test, an impairment loss, calculated as the difference between the estimated fair value and the carrying value of an asset or asset group, is recognized in the accompanying consolidated statements of operations if the sum of the estimated undiscounted cash flows relating to the asset or asset group is less than the corresponding carrying value. |
Debt | Debt Long-term debt is carried at the principal amount borrowed net of any unamortized discount/premium. The discount is accreted to interest expense using the effective interest method over the remaining life of the underlying debt obligations. Accrued but unpaid coupon interest is included in accounts payable, accrued expenses and other liabilities in the accompanying consolidated statements of financial condition. |
Deferred rent | Deferred rent Deferred rent primarily consists of step rent, allowances from landlords and valuing the Company's lease properties acquired through business combinations in accordance with US GAAP. Step rent represents the difference between actual operating lease payments due and straight-line rent expense, which is recorded by the Company over the term of the lease, including the build-out period. This amount is recorded as deferred rent in the early years of the lease, when cash payments are generally lower than straight-line rent expense, and reduced in the later years of the lease when payments begin to exceed the straight-line expense. Landlord allowances are generally comprised of amounts received and/or promised to the Company by landlords and may be received in the form of cash or free rent. These allowances are part of the negotiated terms of the lease. The Company records a receivable from the landlord and a deferred rent liability when the allowances are earned. This deferred rent is amortized into income (through lower rent expense) over the term (including the pre-opening build-out period) of the applicable lease, and the receivable is reduced as amounts are received from the landlord. Liabilities resulting from valuing the Company's leased properties acquired through business combinations are quantified by comparing the current fair value of the leased space to the current rental payments on the date of acquisition. Deferred rent, included in accounts payable, accrued expenses and other liabilities in the accompanying consolidated statements of financial condition, as of December 31, 2018 and 2017 is $8.2 million and $12.8 million , respectively. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements In October 2018, the FASB issued guidance that made targeted changes to the related party consolidation guidance. The new guidance changes how entities evaluate decision-making fees under the variable interest entity guidance. To determine whether decision-making fees represent a variable interest, an entity will consider indirect interests held through related parties under common control on a proportionate basis under the new guidance, rather than in their entirety, as has been the case under current guidance. The guidance is effective in annual periods beginning after December 15, 2019 and interim periods within those fiscal years with early adoption permitted. The Company is currently evaluating the impact of the new guidance. In August 2018, the FASB issued guidance for accounting for upfront costs and fees paid by a customer in a cloud computing arrangement. The guidance requires capitalization of implementation costs incurred in connection with a hosting arrangement or the development or obtainment of internal use software. The guidance is effective for public business entities for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years for any implementation costs incurred after adoption. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements and does not expect this guidance to have a material impact on its consolidated statements of financial condition or its consolidated statements of operations. In August 2018, as part of its disclosure framework project, the FASB amended the disclosure requirements for fair value measurement. The amendments update and eliminate various disclosure requirements that improve the overall usefulness of the disclosure requirement for financial statement users and reduce costs by eliminating disclosures that may not be useful. The guidance is effective for public business entities for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Since the guidance only relates to disclosure requirements, the Company does not expect this guidance to have a material impact on its consolidated statements of financial condition or its consolidated statements of operations. In February 2018, the FASB issued guidance to permit entities to reclassify certain tax effects from accumulated comprehensive income as a result of recent tax reforms. The amendments in this guidance are effective for public business entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements and does not expect this guidance to have a material impact as the Company does not hold any material components of deferred taxes in accumulated other comprehensive income (loss). In March 2017, the FASB issued guidance to amend the amortization period for certain purchased callable debt securities held at a premium. Under current guidance, entities generally amortize the premium as an adjustment of yield over the contractual life of the instrument. The new guidance shortened the amortization period for the premium to the earliest call date. The amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. The amendments in this guidance are effective for public business entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements and does not expect this guidance to have a material impact on its consolidated statement of financial condition or its statement of operations as the Company does not hold any material callable debt securities. In January 2017, the FASB issued guidance that simplifies the subsequent measurement of goodwill. The new guidance eliminated Step 2 from the goodwill impairment test which was required in computing the implied fair value of goodwill. Instead, under the new amendments, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. If applicable, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss. The amendments in this guidance are effective for public business entities for annual and interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019 with early adoption permitted after January 1, 2017. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements. The Company expects this guidance to simplify its goodwill impairment analysis. In February 2016, the FASB issued guidance that amends and supersedes its previous guidance regarding leases. The new guidance requires the lessee to recognize the right to use lease assets and lease liabilities that arise from leases greater than one year, and present them in its statement of financial condition. The recognition of these lease assets and lease liabilities represents a change from previous US GAAP requirements, which did not require lease assets and lease liabilities to be recognized for most leases. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee, have not significantly changed from previous US GAAP requirements. For public business entities, the guidance is effective for reporting periods beginning after December 15, 2018. As of December 31, 2018, the Company has identified its arrangements that are within the scope of the new guidance and has evaluated its portfolio of leases, which is primarily comprised of operating real estate leases for its respective offices. The new standard provides a number of optional practical expedients in transition. The Company will elect the package of practical expedients and, upon adoption, will recognize the right to use lease assets and related lease liabilities as of the adoption date using the modified retrospective approach. Prior period information will not be restated. While the Company is still finalizing the quantitative effect of adoption, the Company believes, based upon the current population of leases, the right of use asset and corresponding lease liability will be 2% - 4% of the Company's total assets. In June 2016, the FASB issued guidance that impacts the impairment model for certain financial assets measured at amortized cost by requiring a current expected credit loss (“CECL”) methodology to estimate expected credit losses over the entire life of the financial asset, recorded at inception or purchase. CECL will replace the loss model currently applicable to loans, held to maturity securities and other receivables carried at amortized cost. The guidance also eliminates the concept of other-than-temporary impairment for available-for-sale securities. Impairments on available-for-sale securities will be required to be recognized in earnings through an allowance, when the fair value is less than amortized cost and a credit loss exists or the securities are expected to be sold before recovery of amortized cost. Under the accounting update, there may be an ability to determine there are no expected credit losses in certain circumstances, e.g., based on collateral arrangements for lending and financing transactions or based on the credit quality of the borrower or issuer. For public business entities, the guidance is effective for reporting periods beginning after December 15, 2019. The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements and does not expect this guidance to have a material impact. |
Earnings Per Share | Diluted earnings per common share are calculated by adjusting the weighted average outstanding shares to assume conversion of all potentially dilutive items. The Company uses the treasury stock method to reflect the potential dilutive effect of the warrants (see Note 6 (a)), unexercised stock options, unvested restricted shares, restricted stock units, and SAR's. In calculating the number of dilutive shares outstanding, the shares of common stock underlying unvested restricted shares and restricted stock units are assumed to have been delivered, and options and warrants are assumed to have been exercised, for the entire period being presented. The number of performance-linked unvested restricted stock units that are included in the calculation are at the amount that could be earned using current payout rates. The assumed proceeds from the assumed vesting, delivery and exercising were calculated as the amount of compensation cost attributed to future services and not yet recognized. |
Segment Reporting | The performance measure for these segments is Economic Income (Loss), which management uses to evaluate the financial performance of and make operating decisions for the segments including determining appropriate compensation levels. Expenses not directly associated with specific segments are allocated based on the most relevant measures applicable, including headcount, square footage and other factors. In general, Economic Income (Loss) (which is attributable to Cowen Inc.) is a pre-tax measure that (i) eliminates the impact of consolidation for Consolidated Funds and excludes (ii) goodwill and intangible impairment (iii) certain other transaction-related adjustments and/or reorganization expenses (iv) certain costs associated with debt and (v) preferred stock dividends. Economic Operating Income (Loss) represents Economic Income (Loss) before depreciation and amortization expenses. In addition, Economic Income (Loss) revenues include investment income that represents the income the Company has earned in investing its own capital, including realized and unrealized gains and losses, interest and dividends, net of associated investment related expenses. For US GAAP purposes, these items are included in each of their respective line items. Economic Income (Loss) revenues also include management fees, incentive income and investment income earned through the Company's investment as a general partner in certain real estate entities and the Company's investment in the activist business and certain investment funds. For US GAAP purposes, all of these items, are recorded in other income (loss). Economic Income (Loss) recognizes incentive fees during periods when the fees are not yet crystallized for US GAAP reporting. In addition, Economic Income (Loss) expenses are reduced by reimbursement from affiliates, which for US GAAP purposes is presented gross as part of revenue. As further stated below, one major difference between Economic Income (Loss) and US GAAP net income (loss) is that Economic Income (Loss) presents the segments' results of operations without the impact resulting from the full consolidation of any of the Consolidated Funds. The consolidation of these investment funds' results include the pro rata share of the income or loss attributable to other owners of such entities which is reflected in net income (loss) attributable to redeemable non-controlling interest in consolidated subsidiaries in the accompanying consolidated statements of operations. This pro rata share has no effect on the overall financial performance for the investment management segment, as ultimately, this income or loss is not income or loss for the investment management segment itself. Included in Economic Income (Loss) is the actual pro rata share of the income or loss attributable to the Company as an investor in such entities, which is relevant in management making operating decisions and evaluating financial performance. |
Legal Costs, Policy [Policy Text Block] | Legal reserves In accordance with US GAAP, the Company establishes reserves for contingencies when the Company believes that it is probable that a loss has been incurred and the amount of loss can be reasonably estimated. The Company discloses a contingency if there is at least a reasonable possibility that a loss may have been incurred and there is no reserve for the loss because the conditions above are not met. The Company's disclosure includes an estimate of the reasonably possible loss or range of loss for those matters, for which an estimate can be made. Neither reserve nor disclosure is required for losses that are deemed remote. |
Capital withdrawals payable [Policy Text Block] | Capital withdrawals payable Capital withdrawals from the Consolidated Funds are recognized as liabilities, net of any incentive income, when the amount requested in the withdrawal notice represents an unconditional obligation at a specified or determined date (or dates) or upon an event certain to occur. This generally may occur either at the time of the receipt of the notice, or on the last day of a reporting period, depending on the nature of the request. As a result, withdrawals paid after the end of the year, but based upon year-end capital balances are reflected as liabilities at the balance sheet date. |
Redeemable non-controlling interests in consolidated subsidiaries [Policy Text Block] | Redeemable non-controlling interests in consolidated subsidiaries Redeemable non-controlling interests represent the pro rata share of the book value of the financial positions and results of operations attributable to the other owners of the consolidated subsidiaries. Redeemable non-controlling interests related to Consolidated Funds are generally subject to annual, semi-annual or quarterly withdrawals or redemptions by investors in these funds, sometimes following the expiration of a specified period of time (generally one year), or may only be withdrawn subject to a redemption fee (generally ranging from 1% to 5%). Likewise, non-controlling interests related to certain other consolidated entities are generally subject to withdrawal, redemption, transfer or put/call rights that permit such non-controlling investors to withdraw from the entities on varying terms and conditions. Because these non-controlling interests are redeemable at the option of the non-controlling interests, they have been classified as temporary equity in the accompanying consolidated statements of financial condition. When redeemed amounts become legally payable to investors on a current basis, they are reclassified as a liability. |
Stockholders' Equity, Policy [Policy Text Block] | Treasury stock In accordance with US GAAP relating to repurchases of an entity's own outstanding common stock, the Company records the purchases of stock held in treasury at cost and reports them separately as a deduction from total stockholders' equity on the accompanying consolidated statements of financial condition and changes in equity. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive income (loss) Comprehensive income (loss) consists of net income and other comprehensive income (loss). The Company's other comprehensive income (loss) is comprised of foreign currency cumulative translation adjustments. |
Revenue recognition | Revenue recognition Effective January 1, 2018, the Company adopted ASC Topic 606, Revenue from Contracts with Customers ("ASC Topic 606"). The new revenue recognition guidance requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance requires an entity to follow a five step model to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation. In determining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. Significant judgments are required in the application of the five step model when determining whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of the Company’s progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. The Company applied the modified retrospective method of adoption which resulted in a cumulative adjustment of $0.6 million to retained earnings as of January 1, 2018. Reported financial results for historic periods were not restated and are reported under the accounting standards in effect during the historic period. Refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2018 for discussions related to the Company's previous revenue recognition policies. Our principle sources of revenue are derived from two segments: an investment management segment and an investment bank segment, as more fully described below. Revenue from contracts with customers includes management fees, incentive, investment banking revenue, brokerage services revenue excluding principal transactions from investment management and investment banking services. The new revenue recognition guidance does not apply to revenue associated with financial instruments, interest income and expense, leasing and insurance contracts. The following is a description of principal activities, separated by reportable segments, from which the Company generates its revenue. For more detailed information about reportable segments, see Note 27 . Investment Management Our investment management segment generates revenue through three principle sources: management fees, incentive income and investment income from the Company's own capital. The investment income was excluded from the new revenue recognition guidance, therefore there were no changes associated with the adoption of the new guidance. Management fees The Company earns management fees from investment funds and certain managed accounts for which it serves as the investment manager; such fees earned are typically based on assets under management. The management fees are earned as the investment management services are provided and are not subject to reversals. The performance obligation related to the transfer of these services is satisfied over time because the customer is receiving and consuming the benefits as they are provided by the Company. Several investment managers and/or general partners of the investment funds are owned jointly by the Company and third parties. Accordingly, the management fees generated by these funds are split between the Company and these third parties based on the proportionate ownership of the management company. Pursuant to US GAAP, these fees received by the management companies are accounted for under the equity method of accounting and are reflected under net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. Management fees are generally paid on a quarterly basis and are prorated for capital inflows (or commitments) and redemptions (or distributions) and are recognized as revenue at that time as they relate specifically to the services provided in that period, which are distinct from the services provided in other periods. While some investors may have separately negotiated fees, in general the management fees are as follows: • Hedge Funds. Management fees for the Company's hedge funds are generally charged at an annual rate of up to 2% of assets under management or notional trading level. Management fees are generally calculated monthly based on assets under management at the end of each month. • Real Estate. Management fees from the Company's real estate business are generally charged at an annual rate from 0.25% to 1.50% of total capital commitments during the investment period and of invested capital or net asset value of the applicable real estate fund after the investment period has ended. Management fees are typically paid to the general partners on a quarterly basis, at the beginning of the quarter in arrears. • Private Equity Funds. Management fees for the Company's private equity or debt funds are generally charged at an annual rate of 1% to 2% of committed capital during the investment period (as defined in the relevant partnership agreements). After the investment period, management fees for these private equity funds are generally charged at an annual rate of 0.5% to 2% of the net asset value or the aggregate cost basis of the unrealized investments held by the private equity funds. For certain other private equity funds (and managed accounts), the management fees range from 0.2% to 1% and there is no adjustment based on the investment period. Management fees for the Company's private equity funds are generally paid on a quarterly basis. • Cowen Trading Strategies. Advisory fees for the Company's collateral management advisory business are typically paid quarterly based on assets under management, generally subject to a minimum fee. Incentive income The Company earns incentive income based on net profits (as defined in the respective investment management or partnership agreements) with respect to certain of the Company's investment funds and managed accounts. The incentive income is either allocated to the Company or is charged to the investment funds in accordance with their respective investment management or partnership agreements. For the hedge funds the Company offers, incentive income earned is typically up to 20% (in certain cases on performance in excess of a benchmark) of the net profits earned for the full year that are attributable to each fee-paying investor. For the private equity and debt fund products the Company offers, the carried interest earned is typically up to 20% of the distributions made to investors after return of their contributed capital and generally a preferred return. With the adoption of ASC Topic 606, the Company applied an accounting policy election to recognize incentive income allocated to the Company under an equity ownership model as net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. The Company previously recognized these amounts as incentive income. Under the equity method of accounting the Company recognizes its allocations of incentive income or carried interest within net gains (losses) along with the allocations proportionate to the Company’s ownership interests in the investment funds. The Company recognizes incentive income charged to the Company's hedge funds based on the net profits of the hedge funds. The Company recognizes such incentive income when the fees are no longer subject to reversal or are crystalized. For a majority of the hedge funds, the incentive fee crystallizes annually when the high-water mark for such hedge funds is reset, which delays recognition of the incentive fee until year end. In periods following a period of a net loss attributable to an investor, the Company generally does not earn incentive income on any future profits attributable to such investor until the accumulated net loss from prior periods is recovered, an arrangement commonly referred to as a “high-water mark.” The management companies and general partners of the Company's private equity structures (including the real estate funds, the private healthcare investing funds and HealthCare Royalty Partners funds) are private companies and therefore have not adopted the new revenue recognition guidance. Generally, incentive income or carried interest is earned after the investor has received a full return of their invested capital, plus a preferred return. However, for certain private equity structures, the Company is entitled to receive incentive fees earlier, provided that the investors have received their preferred return on a current basis or on an investor by investor basis. These private equity structures are generally subject to a potential clawback of these incentive fees upon the liquidation of the private equity structure if the investor has not received a full return of its invested capital plus the preferred return thereon. Incentive income or carried interest in the HealthCare Royalty Partners and the Company's private healthcare investment funds is generally earned only after investors receive a full return of their capital plus a preferred return. With the adoption of ASC Topic 606, the Company recognizes incentive income at the end of the performance period. Several investment managers and/or general partners of the Company's investment funds are jointly owned by the Company and third parties. Accordingly, the incentive fees generated by these investment funds are split between the Company and these third parties. Pursuant to US GAAP, incentive income received by the general partners that are accounted for under the equity method of accounting are reflected under net gains (losses) on securities, derivatives and other investments in the accompanying consolidated statements of operations. Investment Bank Investment Banking The Company earns investment banking revenue primarily from fees associated with public and private capital raising transactions and providing strategic advisory services. Investment banking revenues are derived primarily from small- and mid-capitalization companies within the Company's Target Sectors. Investment banking revenue consists of underwriting fees, strategic/financial advisory fees, expenses reimbursed from clients and placement and sales agent fees. • Underwriting fees. The Company earns underwriting fees in securities offerings in which the Company acts as an underwriter, such as initial public offerings, follow-on equity offerings, debt offerings, and convertible security offerings. Fee revenue relating to underwriting commitments is recorded at the point in time when all significant items relating to the underwriting process have been completed and the amount of the underwriting revenue has been determined. This generally is the point at which all of the following have occurred: (i) the issuer's registration statement has become effective with the SEC or the other offering documents are finalized; (ii) the Company has made a firm commitment for the purchase of securities from the issuer; (iii) the Company has been informed of the number of securities that it has been allotted; and (iv) the issuer obtains control and benefits if the offering; which generally occurs on trade date. Underwriting fees are recognized gross of transaction-related expenses, such amounts are adjusted to reflect actual expenses in the period in which the Company receives the final settlement, typically within 90 days following the closing of the transaction. • Strategic/financial advisory fees. The Company's strategic advisory revenues include success fees earned in connection with advising companies, principally in mergers, acquisitions and restructuring transactions. The Company also earns fees for related advisory work such as providing fairness opinions. A significant portion of the Company's advisory revenue (i.e., success related advisory fees) is considered variable consideration and recognized when it is probable that the variable consideration will not be reversed in a future period. The variable consideration is constrained until satisfaction of the performance obligation. The Company records strategic advisory revenues at the point in time, gross of related expenses, when the services for the transactions are completed or the contract is canceled under the terms of each assignment or engagement. • Placement and sales agent fees. The Company earns agency placement fees and sales agent commissions in non-underwritten transactions, such as private placements of loans and debt and equity securities, including, private investment in public equity transactions (“PIPEs”), and as sales agent in at-the-market offerings of equity securities. The Company records placement revenues (which may be in cash and/or securities) at the point in time when the services for the transactions are completed under the terms of each assignment or engagement. The Company records sales agent commissions on a trade-date basis. • Expense reimbursements from clients. Investment banking revenue includes expense reimbursements for transaction-related expenses, primarily consisting of legal, travel and other costs directly associated with the transaction. Expense reimbursements associated with investment banking engagements are recognized in revenue at the point in time when the Company is contractually entitled to reimbursement. The related expenses are presented gross within their respective expense category in the accompanying consolidated statements of operations. Brokerage Brokerage revenue consists of commissions, principal transactions, equity and credit research fees and trade conversion revenue. • Commissions. Commission revenue includes fees from executing and clearing client transactions and commission sharing arrangements. Trade execution and clearing services, when provided together, represent a single performance obligation as the services are not separately identifiable in the context of the contract. Commission revenues associated with combined trade execution and clearing services on a standalone basis, are recognized at a point in time on trade-date. Commissions revenues are generally paid on settlement date and the Company records a receivable between trade-date and payment on settlement date. The Company permits institutional customers to allocate a portion of their commissions to pay for research products and other services provided by third parties. The amounts allocated for those purposes are commonly referred to as "soft dollar arrangements". The Company also offers institutional clients the ability to allocate a portion of their gross commissions incurred on trades executed with various clearing brokers to pay for research products and other services provided by third parties by entering into commission sharing arrangements. The Company acts as an agent in the soft dollar and commission sharing arrangements as the customer controls the use of the soft dollars and directs payments to third-party service providers on its behalf. Accordingly, amounts allocated to soft dollar arrangements are netted against commission revenues and recorded on trade date. Commissions on soft dollar brokerage are recorded net of the related expenditures. The costs of commission sharing arrangements are recorded for each eligible trade and shown net of commission revenue. • Principal transactions. Principal transactions revenue includes net trading gains and losses from the Company's market-making activities in over-the-counter equity and fixed income securities, trading of convertible securities, and trading gains and losses on inventory and other Company positions, which include warrants previously received as part of investment banking transactions. In certain cases, the Company provides liquidity to clients by buying or selling blocks of shares of listed stocks without previously identifying the other side of the trade at execution, which subjects the Company to market risk. These positions are typically held for a very short duration. • Equity and credit research fees. Equity and credit research fees are paid to the Company for providing equity and credit research. Revenue is recognized once an arrangement exists, access to research has been provided and the customer has benefited from the research. • Trade conversion revenue. Trade conversion revenue includes fees earned from converting foreign securities into an American Depository Receipt (“ADR”) and fees earned from converting an ADR into foreign securities on behalf of customers, and margins earned from facilitating customer foreign exchange transactions. Trade conversion revenue is recognized on a trade-date basis. Investment Income Investment income earned by the investment management and investment bank segments are earned from investing the Company's capital in various strategies and from investments in private capital raising transactions of its investment banking clients. Interest and dividends Interest and dividends are earned by the Company from various sources. The Company receives interest and dividends primarily from securities finance activities and securities held by the Company for purposes of investing capital, investments held by its Consolidated Funds and its brokerage balances. Interest is recognized on an accrual basis and interest income is recognized on the debt of those issuers that is deemed collectible. Interest income and expense includes premiums and discounts amortized and accreted on debt investments based on criteria determined by the Company using the effective yield method, which assumes the reinvestment of all interest payments. Dividends are recognized on the ex-dividend date. Reimbursement from affiliates The Company allocates, at its discretion, certain expenses incurred on behalf of its investment management business. These expenses relate to the administration of such subsidiaries and assets that the Company manages for its investment funds. In addition, pursuant to the investment funds' offering documents, the Company charges certain allowable expenses to the investment funds, including charges and personnel costs for legal, compliance, accounting, tax compliance, risk and technology expenses that directly relate to administering the assets of the investment funds. Such expenses that have been reimbursed at their actual costs are included in the accompanying consolidated statements of operations as employee compensation and benefits, professional, advisory and other fees, communications, occupancy and equipment, client services and business development and other expenses. Aircraft lease revenue Aircraft lease revenue associated with the Company's aircraft leasing business is recorded on a straight-line basis over the term of the lease, net of deferred rent and/or prepaid initial direct costs. Reinsurance-related contracts Premiums for reinsurance-related contracts are earned over the coverage period. In most cases, premiums are recognized as revenues ratably over the term of the contract with unearned premiums computed on a monthly basis. For each of its contracts, the Company determines if the contract provides indemnification against loss or liability relating to insurance risk, in accordance with US GAAP. If the Company determines that a contract does not expose it to a reasonable possibility of a significant loss from insurance risk, the Company records the contract under the deposit method of accounting with any net amount receivable reflected as an asset in other assets, and any net amount payable reflected as a liability within accounts payable, accrued expenses and other liabilities on the consolidated statements of financial condition. The liabilities for losses and loss adjustment expenses are recorded at the estimated ultimate payment amounts, including reported losses. Estimated ultimate payment amounts are based upon (1) reports of losses from policyholders, (2) individual case estimates and (3) estimates of incurred but unreported losses. Provisions for losses and loss adjustment expenses are charged to earnings after deducting amounts recovered and estimates of recoverable amounts and are included in other expenses on the consolidated statements of operations. Costs of acquiring new policies, which vary with and are directly related to the production of new policies, have been deferred to the extent that such costs are deemed recoverable from future premiums or gross profits. Such costs include commissions and allowances as well as certain costs of policy issuance and underwriting and are included within other assets in the consolidated statements of financial condition. The following tables summarize the impacts of adopting ASC Topic 606 on the Company’s consolidated financial statements. Consolidated Statements of Financial Condition As of December 31, 2018 As reported ASC 606 Impact Adjusted (a) (dollars in thousands) Assets Fees receivable, net of allowance $ 111,946 $ 17,995 $ 129,941 Other investments 181,407 (17,995 ) 163,412 Stockholders' equity $ 794,407 $ 1,002 $ 795,409 Consolidated Statements of Operations Year Ended December 31, 2018 As reported ASC 606 Impact Adjusted (a) (dollars in thousands) Revenues Investment banking $ 357,222 $ (28,160 ) $ 329,062 Incentive income 3,117 15,911 19,028 Total revenues 966,916 (12,249 ) 954,667 Expenses Underwriting expenses 15,282 (15,282 ) — Professional, advisory and other fees 40,957 (7,861 ) 33,096 Service fees 20,198 (42 ) 20,156 Communications 30,801 (1,449 ) 29,352 Occupancy and equipment 41,602 (14 ) 41,588 Client services and business development 35,927 (3,373 ) 32,554 Other expenses 22,014 (139 ) 21,875 Total expenses 887,606 (28,160 ) 859,446 Net gains (losses) on securities, derivatives and other investments 68,043 15,469 83,512 Net income (loss) attributable to Cowen Inc. common stockholders $ 36,027 $ 442 $ 36,469 Consolidated Statements of Cash Flows Year Ended December 31, 2018 As reported ASC 606 Impact Adjusted (a) (dollars in thousands) Cash flows from operating activities: Net income (loss) $ 83,217 $ 442 $ 83,659 Adjustments to reconcile net income (loss) to net cash provided by / (used in) operating activities: Net (gains) losses on securities, derivatives, and other investments (54,032 ) 12,331 (41,701 ) (Increase) decrease in operating assets: Fees receivable, net of allowance (6,401 ) (11,962 ) (18,363 ) Net cash provided by / (used in) operating activities 324,536 811 325,347 Cash flows from investing activities: Purchase of other investments (28,092 ) (812 ) (28,904 ) Net cash provided by / (used in) investing activities $ (17,882 ) $ (812 ) $ (18,694 ) (a) The amounts reflected above represent items as they would have been reported prior to adoption of the new revenue standard. For the year ended December 31, 2018 , the following table presents revenues from contracts with customers disaggregated by fee type. Revenue from contracts with Customers Investment Banking Underwriting fees $ 215,724 Strategic/financial advisory fees 81,733 Placement and sales agent fees 46,887 Expense reimbursements from clients 12,878 Total Investment Banking Revenue 357,222 Brokerage Commissions 366,090 Trade conversion revenue 17,061 Equity and credit research fees 20,184 Total Brokerage Revenue from Customers 403,335 Management Fees 29,658 Incentive Income 3,117 Total revenue from contracts with customers $ 793,332 Interest and dividends expense Interest and dividends expense relates primarily to securities finance activities, trading activity with respect to the Company's investments and interest expense on debt. |
Investment Transactions and Related Income / Expenses [Policy Text Block] | Investments transactions and related income/expenses Purchases and sales of securities, net of commissions, and derivative contracts, and the related revenues and expenses are recorded on a trade date basis with net trading gains and losses included as a component of net gains (losses) on securities, derivatives and other investments, and with respect to the Consolidated Funds and other real estate entities as a component of net realized and unrealized gains (losses) on investments and other transactions and net realized and unrealized gains (losses) on derivatives, respectively, in the accompanying consolidated statements of operations. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Share-based compensation The Company accounts for its share-based awards granted to individuals as payment for employee services in accordance with US GAAP and values such awards based on grant date fair value. Unearned compensation associated with share-based awards is amortized over the vesting period of the option or award. The Company estimates forfeiture for equity-based awards that are not expected to vest. See Note 19 for further information regarding the Company's share-based compensation plans. |
Lessee, Leases [Policy Text Block] | Leases The Company leases certain facilities and equipment used in its operations. The Company evaluates and classifies its leases as operating or capital leases for financial reporting purposes. Assets held under capital leases are included in fixed assets. Operating lease expense is recorded on a straight-line basis over the lease term. Landlord incentives are recorded as deferred rent and amortized, as reductions to lease expense, on a straight-line basis over the life of the applicable lease. |
Income Tax, Policy [Policy Text Block] | Income taxes The Company accounts for income taxes in accordance with US GAAP which requires the recognition of tax benefits or expenses based on the estimated future tax effects of temporary differences between the financial statement and tax basis of its assets and liabilities. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date. Valuation allowances are established to reduce deferred tax assets to an amount that is more likely than not to be realized. We evaluate our deferred tax assets for recoverability considering negative and positive evidence, including our historical financial performance, projections of future taxable income, future reversals of existing taxable temporary differences, and tax planning strategies. We record a valuation allowance against our deferred tax assets to bring them to a level that it is more likely than not to be utilized. In evaluating the need for a valuation allowance, we estimate future taxable income based on management approved business plans. This process involves significant management judgment about assumptions that are subject to change from period to period. Because the recognition of deferred tax assets requires management to make significant judgments about future earnings, the periods in which items will impact taxable income and the application of inherently complex tax laws, we have identified the assessment of deferred tax assets and the need for any related valuation allowance as a critical accounting estimate. US GAAP clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements, requiring the Company to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. For tax positions meeting the more likely than not threshold, the tax amount recognized in the financial statements is reduced by the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant taxing authority. The Company recognizes accrued interest and penalties related to its uncertain tax positions as a component of income tax expense. In accordance with federal and state tax laws, the Company and its subsidiaries file consolidated federal, state, and local income tax returns as well as stand-alone state and local tax returns. The Company also has subsidiaries that are resident in foreign countries where tax filings have to be submitted on a stand-alone or combined basis. These subsidiaries are subject to tax in their respective countries and the Company is responsible for and, thus, reports all taxes incurred by these subsidiaries in the consolidated statement of operations. The countries where the Company owns subsidiaries and has tax filing obligations are the United Kingdom, Luxembourg, Canada and Hong Kong. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign currency transactions The Company consolidates certain foreign subsidiaries that have designated a foreign currency as their functional currency. For entities that have designated a foreign currency as their functional currency, assets and liabilities are translated into U.S. dollars based on current rates, which are the spot rates prevailing at the end of each statement of financial condition date, and revenues and expenses are translated at historical rates, which are the average rates for the relevant periods. The resulting translation gains and losses, and the tax effects of such gains and losses, are recorded in accumulated other comprehensive income (loss), a separate component of stockholders' equity. For subsidiaries that have designated the U.S. Dollar as their functional currency, securities and other assets and liabilities denominated in foreign currencies are translated into U.S. Dollar amounts at the date of valuation. Purchases and sales of securities and other assets and liabilities and the related income and expenses denominated in foreign currencies are translated into U.S. Dollar amounts on the respective dates of the transactions. The Company does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on these balances from fluctuations arising from changes in market prices of securities and other assets/liabilities held or sold. Such fluctuations are included in the accompanying consolidated statements of operations as a component of net gains (losses) on securities, derivatives and other investments. Gains and losses primarily relating to foreign currency broker balances are included in Other income (loss) in the accompanying consolidated statements of operations. |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Finite-lived Intangible Assets Amortization Expense [Table Text Block] | The estimated amortization expense related to these intangible assets in future periods is as follows: (dollars in thousands) 2019 $ 1,239 2020 1,216 2021 1,216 2022 1,007 2023 858 Thereafter 2,073 $ 7,609 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The table below summarizes the preliminary purchase price allocation of net tangible and intangible assets acquired and liabilities assumed as of June 1, 2017: (dollars in thousands) Cash and cash equivalents $ 30,562 Segregated cash 129,025 Securities owned, at fair value 3,417 Securities borrowed 258,321 Deposits from clearing organizations 52,596 Receivable from brokers 62,983 Receivable from customers 43,469 Fees receivable 36,232 Fixed assets, net 1,325 Intangible assets 10,270 Other assets 7,528 Securities sold, not yet purchased, at fair value (71 ) Securities loaned (286,359 ) Payable to brokers (74,284 ) Payable to customers (11,801 ) Commission management payable (82,718 ) Compensation payable (31,083 ) Notes payable and other debt (857 ) Fees payable (5,414 ) Accounts payable, accrued expenses and other liabilities (33,570 ) Total identifiable net assets acquired and liabilities assumed 109,571 Goodwill/(Bargain purchase gain) (11,609 ) Total estimated purchase price $ 97,962 The allocation of the intangible assets is shown within the following table. Estimated intangible assets acquired Estimated average remaining useful lives (dollars in thousands) (in years) Intangible asset class Trade name $ 760 0.6 - 2.6 Intellectual property 1,790 5 Customer relationships 7,720 9 Total intangible assets $ 10,270 |
Business Acquisition, Pro Forma Information | Year Ended December 31, 2017 (dollars in thousands, except per share data) Revenues $ 733,744 Net income (loss) attributable to Cowen Inc. stockholders (84,671 ) Net income (loss) per common share: Basic $ (2.75 ) Diluted (2.75 ) |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment Useful Life | Asset Depreciable Lives Depreciation and/or Amortization Method Telephone and computer equipment 3-5 years Straight-line Computer software 3-8 years Straight-line Furniture and fixtures 5 years Straight-line Leasehold improvements Term of Lease Straight-line Capitalized lease asset 5 years Straight-line Aircraft and related equipment 10-20 years Straight-line Modifications to aircraft 4-10 years Straight-line |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following tables summarize the impacts of adopting ASC Topic 606 on the Company’s consolidated financial statements. Consolidated Statements of Financial Condition As of December 31, 2018 As reported ASC 606 Impact Adjusted (a) (dollars in thousands) Assets Fees receivable, net of allowance $ 111,946 $ 17,995 $ 129,941 Other investments 181,407 (17,995 ) 163,412 Stockholders' equity $ 794,407 $ 1,002 $ 795,409 Consolidated Statements of Operations Year Ended December 31, 2018 As reported ASC 606 Impact Adjusted (a) (dollars in thousands) Revenues Investment banking $ 357,222 $ (28,160 ) $ 329,062 Incentive income 3,117 15,911 19,028 Total revenues 966,916 (12,249 ) 954,667 Expenses Underwriting expenses 15,282 (15,282 ) — Professional, advisory and other fees 40,957 (7,861 ) 33,096 Service fees 20,198 (42 ) 20,156 Communications 30,801 (1,449 ) 29,352 Occupancy and equipment 41,602 (14 ) 41,588 Client services and business development 35,927 (3,373 ) 32,554 Other expenses 22,014 (139 ) 21,875 Total expenses 887,606 (28,160 ) 859,446 Net gains (losses) on securities, derivatives and other investments 68,043 15,469 83,512 Net income (loss) attributable to Cowen Inc. common stockholders $ 36,027 $ 442 $ 36,469 Consolidated Statements of Cash Flows Year Ended December 31, 2018 As reported ASC 606 Impact Adjusted (a) (dollars in thousands) Cash flows from operating activities: Net income (loss) $ 83,217 $ 442 $ 83,659 Adjustments to reconcile net income (loss) to net cash provided by / (used in) operating activities: Net (gains) losses on securities, derivatives, and other investments (54,032 ) 12,331 (41,701 ) (Increase) decrease in operating assets: Fees receivable, net of allowance (6,401 ) (11,962 ) (18,363 ) Net cash provided by / (used in) operating activities 324,536 811 325,347 Cash flows from investing activities: Purchase of other investments (28,092 ) (812 ) (28,904 ) Net cash provided by / (used in) investing activities $ (17,882 ) $ (812 ) $ (18,694 ) |
Investments of Operating Enti_2
Investments of Operating Entities and Consolidated Funds - (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Investment Holdings [Line Items] | |
Marketable Securities | As of December 31, 2018 and 2017 , securities owned, at fair value consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Common stock (b) $ 472,299 $ 640,065 Preferred stock (b) 5,617 9,604 Warrants and rights (b) 7,990 9,604 U.S. Government securities (a) 13,398 2,807 Corporate bonds (d) 13,041 4,909 Convertible bonds (c) 3,000 282 Trade claims 5,543 5,950 $ 520,888 $ 673,221 (a) As of December 31, 2018 , maturities ranged from April 2019 to August 2019 with an interest rate of 0% . As of December 31, 2017 , maturities ranged from February 2018 to June 2018 with an interest rate of 0% . (b) The Company has elected the fair value option for investments in securities of preferred and common stock with a fair value of $2.9 million and $7.1 million , respectively, at December 31, 2018 and $6.0 million and $5.2 million , respectively, at December 31, 2017 . At December 31, 2018 and 2017 , the Company elected the fair value option for investments in warrants and rights with a fair value of $1.1 million and $2.4 million . (c) As of December 31, 2018 , the maturity was June 2020 with an interest rate of 8% . As of December 31, 2017 , maturities ranged from February 2018 to March 2018 and interest rates ranged from 5% to 12% . (d) As of December 31, 2018 , maturities ranged from April 2019 to April 2049 and interest rates ranged from 2% to 15.5% . As of December 31, 2017 , maturities ranged from October 2018 to May 2040 and interest rates ranged from 0% to 10.75% . |
Schedule of Derivative Instruments | The Company's long and short exposure to derivatives is as follows: Receivable on derivative contracts As of December 31, 2018 2017 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ 42,288 $ 334 $ 3,819 $ 58 Currency forwards $ 395 1 $ 233 5 Swaps $ 13,702 917 $ 164,664 10,942 Options other (a) 654,506 23,130 283,112 58,172 Pay to hold $ — 743 $ — — $ 25,125 $ 69,177 (a) Includes index, equity, commodity future and cash conversion options. Payable for derivative contracts As of December 31, 2018 2017 Number of contracts / Notional Value Fair value Number of contracts / Notional Value Fair value (dollars in thousands) Futures $ — $ — $ 16,796 $ 242 Currency forwards $ 96,406 709 $ 62,439 874 Swaps $ 52,905 2,162 $ 11,595 71 Options other (a) 90,730 13,211 57,043 41,563 $ 16,082 $ 42,750 (a) Includes index, equity, commodity future and cash conversion options. The following tables present the gross and net derivative positions and the related offsetting amount, as of December 31, 2018 and 2017 . This table does not include the impact of over collateralization. Gross amounts not offset in the Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Consolidated Statements of Financial Condition (a) Net amounts included on the Consolidated Statements of Financial Condition Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of December 31, 2018 Receivable on derivative contracts, at fair value $ 25,125 $ — $ 25,125 $ — $ 1,662 $ 23,463 Payable for derivative contracts, at fair value 16,082 — 16,082 — 2,871 13,211 As of December 31, 2017 Receivable on derivative contracts, at fair value $ 69,177 $ — $ 69,177 $ — $ 10,948 $ 58,229 Payable for derivative contracts, at fair value 42,750 — 42,750 — 1,031 41,719 (a) Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. (b) Includes the amount of collateral held or posted. |
Schedule of Other Investments | As of December 31, 2018 and 2017 , other investments included the following: As of December 31, 2018 2017 (dollars in thousands) Portfolio Funds, at fair value (1) $ 141,236 $ 100,148 Equity method investments (2) 40,171 41,099 Lehman claims, at fair value — 301 $ 181,407 $ 141,548 |
Schedule of Other Investments, Portfolio Funds | The Portfolio Funds, at fair value as of December 31, 2018 and 2017 , included the following: As of December 31, 2018 2017 (dollars in thousands) Starboard Value and Opportunity Fund LP (c)(*) $ 32,579 $ 32,079 Formation8 Partners Fund I, L.P. (f) 34,099 28,243 RCG Longview Debt Fund V, L.P. (g)(*) 4,394 8,892 RCG Longview II LP (g) (*) 4,400 131 Cowen Healthcare Investments II LP (j) (*) 21,717 — Eclipse Ventures Fund I, L.P. (b) 4,412 3,428 HealthCare Royalty Partners LP (a)(*) 1,833 3,452 Lagunita Biosciences, LLC (d) 3,833 2,400 RCG IO Renergys Sarl (j) (*) 6,369 — Starboard Leaders Fund LP (e)(*) 1,230 1,276 Eclipse SPV I, LP (k)(*) 1,447 — RCG Longview Equity Fund, LP (g) (*) 802 — RCG Longview Debt Fund VI, LP (g) (*) 1,586 1,022 RCG Park Liberty GP Member LLC (g) (*) 1,023 750 HealthCare Royalty Partners II LP (a)(*) 1,037 873 RCGL PE MPA, LLC (g)(*) 618 — RCG LPP2 PNW5 Co-Invest, L.P. (h)(*) 296 3,493 Quadratic Fund LLC (i)(*) — 906 Other private investment (l)(*) 15,898 10,133 Other affiliated funds (m)(*) 3,663 3,070 $ 141,236 $ 100,148 * These Portfolio Funds are affiliates of the Company. The Company has no unfunded commitments regarding the Portfolio Funds held by the Company except as noted in Note 22 . (a) HealthCare Royalty Partners, L.P. and HealthCare Royalty Partners II, L.P. are private equity funds and therefore distributions will be made when cash flows are received from the underlying investments, typically on a quarterly basis. (b) Eclipse Ventures Fund I, L.P. is a private equity fund which invests in early stage and growth hardware companies. Distributions will be made when the underlying investments are liquidated. (c) Starboard Value and Opportunity Fund LP permits quarterly withdrawals upon 90 days' notice. (d) Lagunita Biosciences, LLC, is a healthcare investment company that creates and grows early stage companies to commercialize impactful translational science that addresses significant clinical needs, is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (e) Starboard Leaders Fund LP does not permit withdrawals, but instead allows terminations with respect to capital commitments upon 30 days' prior written notice at any time following the first anniversary of an investors' initial capital contribution. (f) Formation8 Partners Fund I, L.P. is a private equity fund which invests in early stage and growth transformational information and energy technology companies. Distributions will be made when the underlying investments are liquidated. (g) RCG Longview Debt Fund V, L.P., RCG Longview II LP, RCG Park Liberty GP Member LLC, RCG Longview Equity Fund, LP, RCGL PE MPA, LLC and RCG Longview Debt Fund VI, LP are real estate private equity structures. The timing of distributions depend on the nature of the underlying investments and therefore will be made either quarterly or when the underlying investments are liquidated. (h) RCG LPP2 PNW5 Co-Invest, L.P. is a single purpose entity formed to participate in a joint venture which acquired five multi-unit residential rental properties located in the Pacific Northwest. RCG LPP2 PNW5 Co-Invest, L.P. is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. (i) Effective January 31, 2018, the Company is no longer affiliated with Quadratic Capital Management LLC. (j) Cowen Healthcare Investments II LP and RCG IO Renergys Sarl are private equity funds. Distributions are made from these funds when cash flows or securities are received from the underlying investments. Investors do not have redemption rights. (k) Eclipse SPV I, L.P. is a co-investment vehicle organized to invest in a private company focused on software-driven automation projects. Distributions will be made when the underlying investments are liquidated. (l) Other private investment represents the Company's closed end investment in a Portfolio Fund that invests in a wireless broadband communication provider in Italy. (m) The majority of these investment funds are affiliates of the Company or are managed by the Company and the investors can redeem from these funds as investments are liquidated. |
Schedule Equity Method Investments | The following table summarizes equity method investments held by the Company: As of December 31, 2018 2017 (dollars in thousands) Surf House Ocean Views Holdings, LLC $ 7,589 $ 14,179 Starboard Value LP 12,699 13,202 RCG Longview Debt Fund V Partners, LLC 11,000 9,284 RCG Longview Management, LLC 1,167 1,149 RCG Longview Debt Fund VI Partners LLC 1,254 — HealthCare Royalty GP, LLC 149 281 HealthCare Royalty GP II, LLC 176 148 RCG Longview Debt Fund IV Management, LLC 331 331 HealthCare Royalty GP III, LLC 1,573 764 Triartisan ES Partners LLC 1,500 — RCG Kennedy House, LLC 131 154 RCG Longview Equity Management, LLC 114 114 RCG LPP II GP, LLC 272 487 RCG Park Liberty GP Member Manager, LLC 1,248 428 Other 968 578 $ 40,171 $ 41,099 For the period ended December 31, 2018 , equity method investments held by the Company in aggregate have met the significance criteria as defined under SEC guidance. As such, the Company is required to present summarized financial information for these significant investees for the years ended December 31, 2018 , 2017, and 2016, and such information is as follows: As of December 31, 2018 2017 (dollars in thousands) Assets $ 137,419 $ 159,077 Liabilities 22,019 74,393 Equity $ 115,400 $ 84,684 Year Ended December 31, 2018 2017 2016 (dollars in thousands) Revenues $ 79,870 $ 136,459 $ 87,707 Expenses (35,835 ) (32,425 ) (34,490 ) Net realized and unrealized gains (losses) 26,029 12,002 (6,305 ) Net Income $ 70,064 $ 116,036 $ 46,912 |
Schedule of Securities Sold, Not yet Purchased | As of December 31, 2018 and 2017 , securities sold, not yet purchased, at fair value consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Common stock $ 194,305 $ 342,328 Corporate bonds (a) 750 122 Preferred stock 199 77 Warrants and rights 53 — $ 195,307 $ 342,527 (a) As of December 31, 2018 , the maturities ranged from October 2022 to January 2034 with interest rates ranged from 2.25% to 9.38% . As of December 31, 2017 , the maturities ranged from July 2025 to January 2026 with interest rates ranged from 3.78% to 5.55% . |
Schedule of Assets and Associated Liabilities Accounted for as Secured Borrowings | The following tables present the contractual gross and net securities borrowing and lending agreements and the related offsetting amount as of December 31, 2018 and 2017 . Gross amounts not offset on the Consolidated Statement of Financial Condition Gross amounts recognized Gross amounts offset on the Consolidated Statements of Financial Condition (a) Net amounts included on the Consolidated Statements of Financial Condition Additional Amounts Available Financial instruments Cash Collateral pledged (b) Net amounts (dollars in thousands) As of December 31, 2018 Securities borrowed $ 407,795 $ — $ 407,795 $ — $ 383,593 $ — $ 24,202 Securities loaned 414,852 — 414,852 — 391,310 — 23,542 As of December 31, 2017 Securities borrowed $ 443,148 $ — $ 443,148 $ — $ 414,778 $ — $ 28,370 Securities loaned 456,831 — 456,831 — 439,228 — 17,603 (a) Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. (b) Includes the amount of cash collateral held/posted. |
Investments Classified by Contractual Maturity Date | The following tables present gross obligations for securities loaned transactions by remaining contractual maturity and class of collateral pledged as of December 31, 2018 and 2017 : Open and Overnight Up to 30 days 31 - 90 days Greater than 90 days Total (dollars in thousands) As of December 31, 2018 Common stock $ 414,852 $ — $ — $ — $ 414,852 As of December 31, 2017 Common stock $ 456,831 $ — $ — $ — $ 456,831 |
Fair Value, Concentration of Risk | Investment's percentage of the Company's equity Issuer Security Type Country Industry Percentage of Equity Market Value (dollars in thousands) As of December 31, 2018 Linkem Equity Italy Wireless Broadband 8.36 % $ 66,439 As of December 31, 2017 Linkem Equity Italy Wireless Broadband 7.52 % $ 56,271 |
Consolidated Funds | |
Investment Holdings [Line Items] | |
Marketable Securities | As of December 31, 2018 and 2017 , securities owned, at fair value, held by the Consolidated Funds consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Preferred stock $ 24,314 $ 50,445 Common stock 95,565 77,702 U.S. Government securities (a) 38,377 34,201 Corporate bonds (b) 24,098 — Warrants and rights 5,279 3,568 $ 187,633 $ 165,916 (a) As of December 31, 2018 , maturities ranged from January 2019 to April 2019 and interest rates were 0% . As of December 31, 2017 , maturities ranged from January 2018 to April 2022 and interest rates ranged from 0% to 5.75% . (b) As of December 31, 2018 , maturities ranged from August 2020 to March 2026 and interest rates ranged from 5.88% to 7.63% . |
Schedule of Derivative Instruments | As of December 31, 2018 and 2017 , receivable on derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2018 2017 (dollars in thousands) Currency forwards $ 186 $ 524 Equity swaps 2,477 1,754 Options 1,753 242 $ 4,416 $ 2,520 Payable for derivative contracts As of December 31, 2018 and 2017 , payable for derivative contracts, at fair value, held by the Consolidated Funds are comprised of: As of December 31, 2018 As of December 31, 2017 (dollars in thousands) Currency forwards $ 96 $ 11 Equity swaps 713 7,042 Options 854 77 $ 1,663 $ 7,130 |
Schedule of Other Investments, Portfolio Funds | Investments in Portfolio Funds, at fair value As of December 31, 2018 and 2017 , investments in Portfolio Funds, at fair value, included the following: As of December 31, 2018 2017 (dollars in thousands) Investments of Enterprise LP $ 97,656 $ 87,221 Investments of Merger Fund 88,739 286,890 $ 186,395 $ 374,111 |
Enterprise Master | |
Investment Holdings [Line Items] | |
Marketable Securities | Securities owned by Enterprise Master, at fair value As of December 31, 2018 2017 (dollars in thousands) Common stock $ 469 $ 608 $ 469 $ 608 |
Schedule of Other Investments, Portfolio Funds | Portfolio Funds, owned by Enterprise Master, at fair value As of December 31, 2018 2017 Strategy (dollars in thousands) RCG Special Opportunities Fund, Ltd* Multi-Strategy $ 111,548 $ 97,345 RCG Longview Equity Fund, LP* Real Estate — 1,266 RCG Longview Debt Fund IV, LP* Real Estate — 99 RCG Longview II, LP* Real Estate — 229 Other Private Investments Various 846 937 $ 112,394 $ 99,876 * Affiliates of the Company. |
Merger Master | |
Investment Holdings [Line Items] | |
Schedule of Derivative Instruments | Receivable on derivative contracts, at fair value, owned by Merger Master As of December 31, 2018 2017 Description (dollars in thousands) Options $ 3,450 $ 108,063 Equity swaps 5,320 14,488 $ 8,770 $ 122,551 Payable for derivative contracts, at fair value, owned by Merger Master As of December 31, 2018 2017 Description (dollars in thousands) Options $ 1,430 $ 1,256 Currency forwards 270 213 Equity swaps 28 1,249 $ 1,728 $ 2,718 |
Fair Value Measurements for O_2
Fair Value Measurements for Operating Entities and Consolidated Funds (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents the assets and liabilities that are measured at fair value on a recurring basis on the accompanying consolidated statements of financial condition by caption and by level within the valuation hierarchy as of December 31, 2018 and 2017 : Assets at Fair Value as of December 31, 2018 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned, at fair value US Government securities $ 13,398 $ — $ — $ 13,398 Preferred stock 449 — 5,168 5,617 Common stock 459,601 2,848 9,850 472,299 Convertible bonds — — 3,000 3,000 Corporate bonds — 13,041 — 13,041 Trade claims — — 5,543 5,543 Warrants and rights 6,324 — 1,666 7,990 Receivable on derivative contracts, at fair value Futures 334 — — 334 Currency forwards — 1 — 1 Swaps — 917 — 917 Options 23,130 — — 23,130 Pay to hold — 743 — 743 Consolidated Funds Securities owned, at fair value US Government securities 38,377 — — 38,377 Preferred stock — — 24,314 24,314 Common stock 95,471 — 94 95,565 Corporate bonds — 24,098 — 24,098 Warrants and rights — — 5,279 5,279 Receivable on derivative contracts, at fair value Currency forwards — 186 — 186 Equity swaps — 2,477 — 2,477 Options 1,753 — — 1,753 $ 638,837 $ 44,311 $ 54,914 $ 738,062 Percentage of total assets measured at fair value on a recurring basis 86.6 % 6.0 % 7.4 % Portfolio Funds measured at net asset value (a) 141,236 Consolidated Funds' Portfolio Funds measured at net asset value (a) 186,395 Equity method investments 40,171 Total investments $ 1,105,864 Liabilities at Fair Value as of December 31, 2018 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased, at fair value Common stock $ 194,305 $ — $ — $ 194,305 Corporate bonds — 750 — 750 Preferred stock 199 — — 199 Warrants and rights 53 — — 53 Payable for derivative contracts, at fair value Futures — — — — Currency forwards — 709 — 709 Swaps — 2,162 — 2,162 Options 11,115 — 2,096 13,211 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 3,070 3,070 Consolidated Funds Payable for derivative contracts, at fair value Currency forwards — 96 — 96 Options 854 — — 854 Equity swaps — 713 — 713 $ 206,526 $ 4,430 $ 5,166 $ 216,122 Percentage of total liabilities measured at fair value 95.6 % 2.0 % 2.4 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income and/or revenues of the acquired businesses, if certain targets are achieved through the periods ended December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2018 can range from $2.8 million to $3.4 million . Assets at Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities owned, at fair value US Government securities $ 2,807 $ — $ — $ 2,807 Preferred stock 571 918 8,115 9,604 Common stock 627,011 5,484 7,570 640,065 Convertible bonds — — 282 282 Corporate bonds — 4,909 — 4,909 Trade claims — — 5,950 5,950 Warrants and rights 7,087 — 2,517 9,604 Receivable on derivative contracts, at fair value Futures 58 — — 58 Currency forwards — 5 — 5 Swaps — 10,942 — 10,942 Options 56,717 — 1,455 58,172 Other investments Lehman claim — — 301 301 Consolidated Funds Securities owned, at fair value US Government securities 30,552 3,649 — 34,201 Preferred stock — — 50,445 50,445 Common stock 77,652 — 50 77,702 Warrants and rights — — 3,568 3,568 Receivable on derivative contracts, at fair value Currency forwards — 524 — 524 Equity swaps — 1,754 — 1,754 Options 242 — — 242 $ 802,697 $ 28,185 $ 80,253 $ 911,135 Percentage of total assets measured at fair value on a recurring basis 88.1 % 3.1 % 8.8 % Portfolio Funds measured at net asset value (a) 100,148 Consolidated Funds' Portfolio Funds measured at net asset value (a) 374,111 Equity method investments 41,099 Total investments $ 1,426,493 Liabilities at Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 Total (dollars in thousands) Operating Entities Securities sold, not yet purchased, at fair value Common stock $ 342,328 $ — $ — $ 342,328 Corporate bonds — 122 — 122 Preferred stock 77 — — 77 Payable for derivative contracts, at fair value Futures 242 — — 242 Currency forwards — 874 — 874 Swaps — 71 — 71 Options 19,162 — 22,401 41,563 Accounts payable, accrued expenses and other liabilities Contingent consideration liability (b) — — 3,440 3,440 Consolidated Funds Payable for derivative contracts, at fair value Currency forwards — 11 — 11 Options 77 — — 77 Equity swaps — 7,042 — 7,042 $ 361,886 $ 8,120 $ 25,841 $ 395,847 Percentage of total liabilities measured at fair value 91.4 % 2.1 % 6.5 % (a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income and/or revenues of the acquired businesses, if certain targets are achieved through the periods ended December 2018 and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2017 can range from $0.1 million to $15.0 million . |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table includes a roll forward of the amounts for the years ended December 31, 2018 and 2017 for financial instruments classified within level 3. The classification of a financial instrument within level 3 is based upon the significance of the unobservable inputs to the overall fair value measurement. Year Ended December 31, 2018 Balance at December 31, 2017 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2018 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 8,115 $ — $ (1,141 ) (c) $ 1,415 $ (695 ) $ (2,526 ) $ 5,168 $ 860 Common stock 7,570 — (569 ) 3,324 (1,416 ) 941 9,850 1,797 Convertible bonds 282 — — 3,000 (307 ) 25 3,000 — Options, asset 1,455 — — — (1,455 ) — — — Options, liability 22,401 — (28,973 ) (e) — (259 ) 8,927 2,096 8,927 Warrants and rights 2,517 — — — (143 ) (708 ) 1,666 (850 ) Trade claims 5,950 — — 44 (536 ) 85 5,543 — Lehman claim 301 — — — (234 ) (67 ) — — Contingent consideration liability 3,440 — — 427 (797 ) — 3,070 — Consolidated Funds Preferred stock 50,445 — (38,552 ) (a) 3,066 — 9,355 24,314 9,355 Common stock 50 — — — — 44 94 44 Warrants and rights 3,568 — (20 ) (a) (1,340 ) — 3,071 5,279 1,730 Year Ended December 31, 2017 Balance at December 31, 2016 Transfers in Transfers out Purchases/(covers) (Sales)/shorts Realized and Unrealized gains/losses Balance at December 31, 2017 Change in unrealized gains/losses relating to instruments still held (1) (dollars in thousands) Operating Entities Preferred stock $ 15,811 $ — $ (25,098 ) (c) (f) $ 25,785 $ (2,956 ) $ (5,427 ) $ 8,115 $ 486 Common stock 10,121 — — 2,670 (2,688 ) (2,533 ) 7,570 (412 ) Convertible bonds 250 — — 282 — (250 ) 282 — Options, asset 14,753 — — — — (13,298 ) 1,455 (13,298 ) Options, liability 14,753 — — — — 7,648 22,401 7,648 Warrants and rights 3,719 2,173 (b) (d) — — (4,118 ) 743 2,517 510 Trade claim 562 — — 5,865 (611 ) 134 5,950 202 Lehman claim 265 — — — — 36 301 36 Contingent consideration liability 5,997 — — — (392 ) (2,165 ) 3,440 (2,165 ) Consolidated Funds Preferred stock 36,928 22,644 (f) (13,668 ) (c) 8,437 (11,903 ) 8,007 50,445 3,896 Common stock 295 — — 526 (848 ) 77 50 — Warrants and rights 3 — — — — 3,565 3,568 3,565 Term Loan 657 — — 202 (1,021 ) 162 — — (1) Unrealized gains/losses are reported in other income (loss) in the accompanying consolidated statements of operations. (a) The Company deconsolidated an investment fund (See note 3) (b) The Company received warrants as consideration as part of an investment banking transaction. (c) The investments were converted to common stock. (d) As part of the preferred stock sale, the sellers received contingent value rights to be paid in the event certain milestones are reached. (e) On June 26, 2018, the Company received shareholder approval which will allow the Company to settle its convertible note (see Note 23 ) entirely in class A common shares. Upon receiving shareholder approval, the Company reclassified the embedded conversion option, associated with the convertible debt, to equity. (See Note 24 ) (f) The Company transferred investments to a Consolidated Fund. |
Fair Value Inputs, Assets, Quantitative Information | The following table includes quantitative information as of December 31, 2018 and 2017 for financial instruments classified within level 3. The table below quantifies information about the significant unobservable inputs used in the fair value measurement of the Company's level 3 financial instruments. Quantitative Information about Level 3 Fair Value Measurements Fair Value at December 31, 2018 Valuation Techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 4,323 Guideline companies/Discounted cash flows Discount rate 8%-14% Trade claims 25 Discounted cash flows Discount rate 20% Warrants and rights 1,666 Model based Discounted cash flows Discount rate 7% to 9% Other level 3 assets (a) 48,900 Total level 3 assets $ 54,914 Level 3 Liabilities Options 2,096 Option pricing models Volatility 35% to 40% Contingent consideration liability 3,070 Discounted cash flows Projected cash flow and discount rate 23% Total level 3 liabilities $ 5,166 Quantitative Information about Level 3 Fair Value Measurements Fair Value at December 31, 2017 Valuation Techniques Unobservable Inputs Range Level 3 Assets (dollars in thousands) Common and preferred stocks $ 5,642 Guideline companies/transaction price Market multiples 4.8x to 8.5x Trade claims 70 Discounted cash flows Discount rate 20% Warrants and rights 2,516 Model based Discounted cash flows Volatility Discount rate 61% 22% Options 1,455 Option pricing models Volatility 28% Other level 3 assets (a) 70,570 Total level 3 assets $ 80,253 Level 3 Liabilities Options 22,401 Option pricing models Volatility 28% Contingent consideration liability 3,440 Discounted cash flows Projected cash flow and discount rate 8% to 23% Total level 3 liabilities $ 25,841 (a) The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from recent transactions. |
Fair Value Measurements, Nonrecurring | The following table presents the carrying values and fair values, at December 31, 2018 and 2017 , of financial assets and liabilities and information on their classification within the fair value hierarchy which are not measured at fair value on a recurring basis. For additional information regarding the financial instruments within the scope of this disclosure, and the methods and significant assumptions used to estimate their fair value see Note 3 . December 31, 2018 December 31, 2017 Fair Value Hierarchy Carrying Amount Fair Value Carrying Amount Fair Value (dollars in thousands) Financial Assets Operating companies Cash and cash equivalents $ 259,148 $ 259,148 $ 130,052 $ 130,052 Level 1 Cash collateral pledged 6,318 6,318 17,888 17,888 Level 2 Segregated cash 176,647 176,647 116,268 116,268 Level 1 Securities borrowed 407,795 $ 383,593 443,148 414,763 Level 2 Loans receivable 36,021 36,021 (d) 37,993 37,993 (d) Level 3 Consolidated Funds Cash and cash equivalents 38,118 38,118 21,988 21,988 Level 1 Financial Liabilities Securities loaned 414,852 391,310 456,831 440,162 Level 2 Convertible debt 134,489 (a) 157,433 (b) 141,502 (a) 172,709 (b) Level 2 Notes payable and other debt 262,965 258,546 (c) 173,458 182,352 (c) Level 2 (a) The carrying amount of the convertible debt includes an unamortized discount of $24.9 million and $25.6 million as of December 31, 2018 and 2017 , respectively. (b) The convertible debt includes the conversion option and is based on the last broker quote available. (c) Notes payable and other debt are based on the last broker quote available. (d) The fair market value of level 3 loans is calculated using discounted cash flows. |
Receivables from and payables_2
Receivables from and payables to brokers, dealers and clearing organizations receivables from brokers, dealers, and clearing organization (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables from Brokers-Dealers and Clearing Organizations [Abstract] | |
Schedule of Due to (from) Broker-Dealers and Clearing Organizations | As of December 31, 2018 and 2017 , amounts receivable from brokers, dealers and clearing organizations include: As of December 31, 2018 2017 (dollars in thousands) Broker-dealers $ 692,581 $ 409,499 Securities failed to deliver 72,918 87,820 Clearing organizations 15,319 6,126 Securities borrowed interest receivable 5,295 4,733 $ 786,113 $ 508,178 As of December 31, 2018 and 2017 , amounts payable to brokers, dealers and clearing organizations include: As of December 31, 2018 2017 (dollars in thousands) Broker-dealers $ 159,443 $ 145,860 Securities failed to receive 28,826 53,540 Clearing organizations 36,338 48,257 Securities loaned interest payable 4,124 4,496 $ 228,731 $ 252,153 |
Fixed Assets (Tables)
Fixed Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fixed Assets [Abstract] | |
Property, Plant and Equipment [Table Text Block] | As of December 31, 2018 and 2017 , fixed assets consisted of the following: As of December 31, 2018 2017 (dollars in thousands) Telephone and computer equipment $ 3,301 $ 3,465 Computer software 4,214 2,914 Furniture and fixtures 2,829 1,423 Leasehold improvements 37,652 36,702 Assets acquired under capital leases—equipment 10,077 6,920 Aircraft and related equipment — 17,369 Other — 58 58,073 68,851 Less: Accumulated depreciation and amortization (31,630 ) (28,355 ) $ 26,443 $ 40,496 |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangibles [Abstract] | |
Goodwill Disclosure [Text Block] | The following table presents the changes in the Company's goodwill balance, by reporting unit for the years ended December 31, 2018 , 2017 , and 2016 : Investment Management Investment Bank Total (dollars in thousands) Beginning balance - December 31, 2016 Goodwill $ 29,026 $ 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 18,826 41,852 60,678 Activity: 2017 Recognized goodwill — — — Goodwill allocated to disposal group — — — Goodwill impairment charges — — — Ending balance: December 31, 2017 Goodwill 29,026 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net 18,826 41,852 60,678 Activity: 2018 Recognized goodwill — — — Goodwill allocated to disposal group — — — Goodwill impairment charges — — — Ending balance: December 31, 2018 Goodwill 29,026 51,337 80,363 Accumulated impairment charges (10,200 ) (9,485 ) (19,685 ) Net $ 18,826 $ 41,852 $ 60,678 |
Intangible Assets Disclosure [Text Block] | Information for the Company's intangible assets that are subject to amortization is presented below as of December 31, 2018 and 2017 . December 31, 2018 December 31, 2017 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in years) (in thousands) (in thousands) Trade names 0.6 - 7.5 $ 10,622 $ (10,599 ) $ 23 $ 10,622 $ (10,555 ) $ 67 Customer relationships 3 - 14 41,134 (18,960 ) 22,174 41,134 (15,733 ) 25,401 Customer contracts 1.2 800 (800 ) — 800 (800 ) — Non compete agreements and covenants with limiting conditions acquired 3 - 5 2,237 (2,055 ) 182 2,237 (1,479 ) 758 Intellectual property 3 - 10 8,243 (5,679 ) 2,564 8,243 (4,514 ) 3,729 $ 63,036 $ (38,093 ) $ 24,943 $ 63,036 $ (33,081 ) $ 29,955 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | The estimated future amortization expense for the Company's intangible assets as of December 31, 2018 is as follows: (dollars in thousands) 2019 $ 4,162 2020 3,950 2021 3,890 2022 3,108 2023 2,768 Thereafter 7,065 $ 24,943 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Other Assets [Abstract] | |
Schedule of Other Assets [Table Text Block] | Other assets in Operating Entities are as follows: As of December 31, 2018 2017 (dollars in thousands) Prepaid expenses $ 11,989 $ 13,267 Deposits 889 877 Reinsurance receivables, net (b) 18,167 14,014 Tax receivables 7,029 1,457 Redemption receivable 212 19,565 Interest and dividends receivable 2,413 1,021 Deferred acquisition costs (b) 4,696 1,978 The Military Mutual loan (a) 21,504 19,851 Other 12,115 16,238 $ 79,014 $ 88,268 (a) As of December 31, 2018 and 2017, the maturity was January 2024 with interest rate of 8% for the first five years and 8.5% for the remainder of the term, related to the Company's commercial reinsurance activities. (b) Balances relate to the Company's reinsurance business entered into during 2016 (See Note 17 ). |
Accounts Payable Accrued Expe_2
Accounts Payable Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounts Payable, Accrued Expenses and Other Liabilities [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Accounts payable, accrued expenses and other liabilities in Operating Entities are as follows: As of December 31, 2018 2017 (dollars in thousands) Deferred rent obligations (see Note 3(n)) $ 8,242 $ 12,822 Contingent consideration payable (see Note 2) 3,070 3,440 Equity in RCG Longview Partners II, LLC (see Note 6) 6,367 6,022 Interest and dividends payable 2,483 2,891 Loss reserves and claims incurred but not reported (a) 23,714 9,464 Professional fees payable 5,177 5,008 Unearned premiums (a) 12,483 6,116 Fees payable 594 798 Accrued tax liabilities 1,742 7,482 Litigation reserve 500 3,000 Accrued expenses and accounts payable (b) 46,051 39,490 $ 110,423 $ 96,533 (a) Balances relate to the Company's reinsurance business entered into during 2016 (See Note 17 ). (b) As of December 31, 2018 and 2017, the balance includes reinsurance premiums payable of $15.7 million and $18.0 million , respectively. |
Redeemable Non-Controlling In_2
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Noncontrolling Interest [Abstract] | |
Redeemable non-controlling interests in consolidated subsidiaries and funds | Redeemable non-controlling interests in consolidated subsidiaries and investment funds and the related net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds are comprised as follows: As of December 31, 2018 2017 (dollars in thousands) Redeemable non-controlling interests in consolidated subsidiaries and investment funds Operating companies $ 10,434 $ 6,113 Consolidated Funds 274,346 434,491 $ 284,780 $ 440,604 |
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | Year Ended December 31, 2018 2017 2016 (dollars in thousands) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds Operating companies $ 6,515 $ 2,353 $ 3,717 Consolidated Funds 33,883 21,438 3,165 $ 40,398 $ 23,791 $ 6,882 |
Share-Based Compensation and _2
Share-Based Compensation and Employee Ownership Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes the Company's stock option activity for the years ended December 31, 2018 and 2017 : Class A Common Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2016 4,167 19.56 0.10 — Options granted — — — — Options exercised — — — — Options expired (4,167 ) 19.56 — — Balance outstanding at December 31, 2017 — — 0 — Options granted — — — — Options exercised — — — — Options expired — — — — Balance outstanding at December 31, 2018 — — 0 — Options exercisable at December 31, 2017 — — 0 — Options exercisable at December 31, 2018 — — 0 — (1) Based on the Company's closing stock price of $13.34 on December 31, 2018 and $13.65 on December 31, 2017 . |
Schedule of Share-based Compensation, Stock Appreciation Rights, Activity | The following table summarizes the Company's SARs for the years ended December 31, 2018 : Class A Common Shares Subject Weighted Average Weighted Average Aggregate Intrinsic (in years) (dollars in thousands) Balance outstanding at December 31, 2016 100,000 $ 11.60 1.21 $ 435 SARs granted — — — — SARs vested (25,000 ) 11.60 — — SARs expired — — — — Balance outstanding at December 31, 2017 75,000 $ 11.60 0.21 $ 173 SARs vested (75,000 ) 14.21 — — Balance outstanding at December 31, 2018 — $ — 0 $ — SARs exercisable at December 31, 2017 — $ — — $ — SARs exercisable at December 31, 2018 — $ — 0 $ — (1) Based on the Company's closing stock price of $13.34 on December 31, 2018 and $13.65 on December 31, 2017 . |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | Restricted shares and restricted stock units are referred to collectively as restricted stock. The following table summarizes the Company's restricted share and restricted stock unit activity for the years ended December 31, 2018 and 2017 : Nonvested Restricted Class A Common Shares and Class A Common Restricted Stock Units Weighted-Average Balance outstanding at December 31, 2016 5,717,932 $ 16.23 Granted 2,255,441 14.98 Vested (2,036,366 ) 14.64 Canceled — — Forfeited (357,714 ) 15.77 Balance outstanding at December 31, 2017 5,579,293 $ 16.33 Granted 2,413,727 14.20 Vested (1,961,824 ) 15.60 Canceled — — Forfeited (68,901 ) 14.21 Balance outstanding at December 31, 2018 5,962,295 $ 15.73 Included in the restricted share and restricted stock unit activity are performance linked restricted stock units of 481,438 which were awarded to employees of the Company in December 2013 and January 2014. An additional 700,000 performance linked restricted stock units were awarded in March 2016. Of the awards granted, 117,188 have been forfeited through December 31, 2018 . The remaining awards, included in the outstanding balance as of December 31, 2018 , will vest between March 2019 and December 2020 and will be earned only to the extent that the Company attains specified market conditions relating to its volume-weighted average share price and total shareholder return in relation to certain benchmark indices and performance goals relating to aggregate net income and average return on shareholder equity. The actual number of RSUs ultimately earned could vary from zero , if performance goals are not met, to as much as 150% of the targeted award. Each RSU is equal to the one share of the Company’s Class A common stock. Compensation expense is recognized to the extent that it is probable that the Company will attain the performance goals. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The components of the Company's income tax expense for the years ended December 31, 2018 , 2017 and 2016 are as follows: Year ended December 31, 2018 2017 2016 (dollars in thousands) Current tax expense/(benefit) Federal $ (1,883 ) $ 421 $ 1,268 State and local (2,148 ) 2,034 1,972 Foreign 785 428 262 Total $ (3,246 ) $ 2,883 $ 3,502 Deferred tax expense/(benefit) Federal $ 12,018 $ 44,071 $ (22,834 ) State and local 6,956 (2,938 ) (1,900 ) Foreign (9 ) 37 2,140 Total 18,965 41,170 (22,594 ) Total Tax expense/(benefit) $ 15,719 $ 44,053 $ (19,092 ) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The reconciliations of the Company's federal statutory rate to the effective income tax rate for the years ended December 31, 2018 , 2017 , and 2016 are as follows: Year ended December 31, 2018 2017 2016 Pre-tax loss at U.S. statutory rate 21.0 % 35.0 % 35.0 % Dividend received deduction — (25.9 ) — Bargain purchase gain — (34.8 ) — Basis adjustment on investments 3.5 65.2 — Nondeductible expenses 1.2 14.2 — Unrecognized gains on foreign subsidiaries — — 38.7 Change in valuation allowance 7.1 — (6.7 ) Impact of tax law change — 669.8 — State and foreign tax (10.0 ) 25.3 1.3 Reversal of income attributable to redeemable non-controlling interests (8.6 ) (119.6 ) 1.3 Other, net 1.7 3.7 (9.0 ) Total 15.9 % 632.9 % 60.6 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The components of the Company's deferred tax assets and liabilities as of December 31, 2018 and 2017 are as follows: As of December 31, 2018 2017 (dollars in thousands) Deferred tax assets, net of valuation allowance Net operating loss $ 48,294 $ 78,650 Deferred compensation 59,697 39,992 Goodwill — 1,042 Option liability — 5,776 Tax credits 9,036 4,419 Acquired lease liability 2,098 3,473 Other 2,444 2,696 Total deferred tax assets 121,569 136,048 Valuation allowance (9,135 ) (2,103 ) Deferred tax assets, net of valuation allowance 112,434 133,945 Deferred tax liabilities Unrealized gains on investments (13,092 ) (7,523 ) Amortization of bond discount (4,643 ) (6,402 ) Other (1,642 ) (3,697 ) Total deferred tax liabilities (19,377 ) (17,622 ) Deferred tax assets/(liabilities), net $ 93,057 $ 116,323 |
Summary of Operating Loss Carryforwards [Table Text Block] | The Company has the following net operating loss carryforwards at December 31, 2018 : Federal New York State New York City Hong Kong Jurisdiction: Net operating loss (in millions) $138.0 $58.0 $98.2 $12.7 Year of expiration 2037 2037 2037 Indefinite |
Summary of Positions for which Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Table Text Block] | The components of unrecognized tax benefits are as follows: As of December 31, 2018 2017 (dollars in thousands) Beginning balance at January 1 $ 3,947 $ — Increases due to acquisition — 2,847 Increases/(Decreases) due to current year positions (3,648 ) 1,100 Ending balance at December 31 $ 299 $ 3,947 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Annual Lease and Service Payments | As of December 31, 2018 , future minimum annual lease and service payments for the Company were as follows: Equipment Leases (a) Service Payments Real Estate and other Facility Rental (b) (dollars in thousands) 2019 $ 2,434 $ 21,758 $ 24,584 2020 1,492 7,514 22,608 2021 1,382 1,877 22,321 2022 1,123 1,372 19,166 2023 374 735 16,204 Thereafter — 735 21,478 $ 6,805 $ 33,991 $ 126,361 (a) Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 23 for further information on the capital lease minimum payments which are included in the table. (b) The Company has entered into various agreements to sublease certain of its premises. The Company recorded sublease income related to these leases of $1.4 million , $1.1 million , and $2.2 million for the years ended December 31, 2018 , 2017 , and 2016 respectively. |
Other Commitments | The following table summarizes unfunded commitments as of December 31, 2018 : Entity Unfunded Commitments Commitment term (dollars in millions) Real estate (a) $ 22.6 (a) HealthCare Royalty Partners funds (b) 4.9 2 years Eclipse Ventures Fund I, L.P. (formerly Formation8 Partners Hardware Fund I, L.P.) 0.2 6 years Lagunita Biosciences, LLC 1.0 3 years Eclipse Fund II, L.P. 0.8 7 years Eclipse Continuity Fund I, L.P. 0.6 8 years Cowen Healthcare Investments II LP 6.9 3 years (a) The Company had unfunded commitments pertaining to capital commitments in five real estate investments held by the Company, all of which pertain to related party investments. Such commitments can be called at any time between two to four years, subject to advance notice. (b) The Company is a limited partner of the HealthCare Royalty Partners funds (which are managed by Healthcare Royalty Management) and is a member of HealthCare Royalty Partners General Partners. The Company will make its pro-rata investment in the HealthCare Royalty Partners funds along with the other limited partners. |
Convertible Debt and Notes Pa_2
Convertible Debt and Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt and Capital Lease Obligations | As of December 31, 2018 and 2017 , the Company's outstanding debt was as follows: As of December 31, 2018 2017 (dollars in thousands) Convertible debt $ 134,489 $ 141,502 Notes payable 229,740 132,970 Term loan 28,200 28,121 Other notes payable — 8,247 Capital lease obligations 5,025 4,120 $ 397,454 $ 314,960 |
Schedule of Maturities of Debt and Future Minimum Lease Payments for Capital Leases | Annual scheduled maturities of debt and minimum payments (of principal and interest) for all debt outstanding as of December 31, 2018 , are as follows: Convertible Debt Notes Payable Term loan Capital Lease (dollars in thousands) 2019 $ 25,092 $ 17,893 $ 29,089 $ 1,355 2020 4,050 17,893 — 1,358 2021 4,050 17,893 — 1,358 2022 139,050 17,893 — 1,127 2023 — 17,893 — 374 Thereafter — 352,197 — — Subtotal 172,242 441,662 29,089 5,572 Less (a) (37,753 ) (211,922 ) (889 ) (547 ) Total $ 134,489 $ 229,740 $ 28,200 $ 5,025 (a) Amount necessary to reduce net minimum payments to present value calculated at the Company's implicit rate at inception. This amount also includes capitalized debt costs and the unamortized discount on the convertible debt. |
Schedule of Line of Credit Facilities | As of December 31, 2018 , the Company has the following seven irrevocable letters of credit, related to leased office space, for which there is cash collateral pledged, which the Company pays a fee on the stated amount of the letter of credit. The Company also has pledged collateral for reinsurance agreements which amounted to $1.0 million , as of December 31, 2018 , and $11.8 million , as of December 31, 2017 , which is anticipated to be due March 2021. Location Amount Maturity (dollars in thousands) Boston $ 388 March 2019 New York $ 357 April 2019 New York $ 71 May 2019 New York $ 497 October 2019 New York $ 1,687 October 2019 New York $ 1,605 November 2019 San Francisco $ 717 January 2020 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Treasury Stock Activity | The following represents the activity relating to the treasury stock held by the Company during the year ended December 31, 2018 : Treasury stock shares Cost Average cost per share Balance outstanding at December 31, 2017 12,133,276 $ 186,846 $ 15.40 Shares purchased for minimum tax withholding under the Equity Plans or other similar transactions 803,236 12,136 15.11 Shares of stock received in respect of indemnification claims 236,173 3,398 14.39 Purchase of treasury stock 2,164,186 31,762 14.68 Balance outstanding at December 31, 2018 15,336,871 $ 234,142 $ 15.27 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Year Ended December 31, 2018 2017 2016 (dollars in thousands) Beginning Balance $ (8 ) $ (2 ) $ — Foreign currency translation 3 (6 ) (2 ) Ending Balance $ (5 ) $ (8 ) $ (2 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share, Basic and Diluted | The computation of earnings per share is as follows: Year Ended December 31, 2018 2017 2016 (dollars in thousands, except share and per share data) Net income (loss) $ 83,217 $ (37,091 ) $ (12,395 ) Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 40,398 23,791 6,882 Net income (loss) attributable to Cowen Inc. 42,819 (60,882 ) (19,277 ) Preferred stock dividends 6,792 6,792 6,792 Net income (loss) attributable to Cowen Inc. common stockholders $ 36,027 $ (67,674 ) $ (26,069 ) Shares for basic and diluted calculations: Weighted average shares used in basic computation 29,545 29,492 26,857 Stock options — — — Stock appreciation rights — — — Restricted stock 1,190 — — Weighted average shares used in diluted computation 30,735 29,492 26,857 Earnings (loss) per share: Basic $ 1.22 $ (2.29 ) $ (0.97 ) Diluted $ 1.17 $ (2.29 ) $ (0.97 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting Information, by Segment | The following tables set forth operating results for the Company's investment management and investment bank segments and related adjustments necessary to reconcile the Company's Economic Income (Loss) measure to arrive at the Company's consolidated US GAAP net income (loss): Year Ended December 31, 2018 Adjustments Investment Investment Bank Total Economic Income (Loss) Funds Consolidation Other Adjustments US GAAP Net Income (Loss) (dollars in thousands) Revenues Investment banking $ — $ 329,061 $ 329,061 $ — $ 28,161 (a) $ 357,222 Brokerage — 452,299 452,299 — (38,717 ) (b) 413,582 Management fees 46,017 3,158 49,175 (2,513 ) (17,004 ) (c) 29,658 Incentive income (loss) 23,747 — 23,747 (52 ) (20,578 ) (c)(a) 3,117 Investment income (loss) 37,642 18,704 56,346 — (56,346 ) (d)(e) — Interest and dividends — — — — 108,009 (d) 108,009 Reimbursement from affiliates — — — (269 ) 1,307 (f) 1,038 Aircraft lease revenue — — — — 1,852 (e) 1,852 Reinsurance premiums — — — — 38,096 (g) 38,096 Other revenue (2,143 ) 975 (1,168 ) — 5,672 (g) 4,504 Consolidated Funds revenues — — — 9,838 — 9,838 Total revenues 105,263 804,197 909,460 7,004 50,452 966,916 Interest expense 11,396 11,617 23,013 — 81,103 (d) 104,116 Total net revenues 93,867 792,580 886,447 7,004 (30,651 ) 862,800 Expenses Non interest expense 83,943 718,078 802,021 — 76,970 (d)(h)(i) 878,991 Consolidated Funds expenses — — — 8,615 — 8,615 Total expenses 83,943 718,078 802,021 8,615 76,970 887,606 Total other income (loss) — — — 35,494 88,248 (d)(k)(j) 123,742 Income taxes expense / (benefit) — — — — 15,719 (h) 15,719 Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 8,292 — 8,292 33,883 (1,777 ) 40,398 Income (Loss) attributable to Cowen Inc. $ 1,632 $ 74,502 $ 76,134 $ — $ (33,315 ) $ 42,819 Less: Preferred stock dividends 6,792 6,792 Income (Loss) attributable to Cowen Inc. common stockholders 69,342 $ 36,027 Add back: Depreciation and amortization expense 11,583 Economic Operating Income (Loss) attributable to Cowen Inc. common stockholders $ 80,925 Year Ended December 31, 2017 Adjustments Investment Investment Bank Total Economic Income (Loss) Funds Consolidation Other Adjustments US GAAP Net Income (Loss) (dollars in thousands) Revenues Investment banking $ — $ 223,614 $ 223,614 $ — $ — $ 223,614 Brokerage 38 312,742 312,780 — (19,170 ) (b) 293,610 Management fees 52,239 3,148 55,387 (2,593 ) (19,549 ) (c) 33,245 Incentive income (loss) 26,028 — 26,028 (1,739 ) (18,906 ) (c) 5,383 Investment income (loss) 31,447 13,695 45,142 — (45,142 ) (d)(e) — Interest and dividends — — — — 49,440 (d) 49,440 Reimbursement from affiliates — — — (297 ) 3,157 (f) 2,860 Aircraft lease revenue — — — — 3,751 (e) 3,751 Reinsurance premiums — — — — 30,996 (g) 30,996 Other revenue 1,575 1,656 3,231 — 5,330 (g) 8,561 Consolidated Funds revenues — — — 7,321 — 7,321 Total revenues 111,327 554,855 666,182 2,692 (10,093 ) 658,781 Interest expense 14,268 4,620 18,888 — 42,061 (d) 60,949 Total net revenues 97,059 550,235 647,294 2,692 (52,154 ) 597,832 Expenses Non interest expense 92,567 532,820 625,387 (199 ) 58,935 (d)(h)(i) 684,123 Consolidated Funds expenses — — — 12,526 — 12,526 Total expenses 92,567 532,820 625,387 12,327 58,935 696,649 Total other income (loss) — — — 31,073 74,706 (d)(j)(k) 105,779 Income taxes expense / (benefit) — — — — 44,053 (h) 44,053 Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 6,072 — 6,072 21,438 (3,719 ) 23,791 Income (Loss) attributable to Cowen Inc. $ (1,580 ) $ 17,415 $ 15,835 $ — $ (76,717 ) $ (60,882 ) Less: Preferred stock dividends 6,792 6,792 Income (Loss) attributable to Cowen Inc. common stockholders 9,043 $ (67,674 ) Add back: Depreciation and amortization expense 11,558 Economic Operating Income (Loss) attributable to Cowen Inc. common stockholders $ 20,601 Year Ended December 31, 2016 Adjustments Alternative Investment Broker-Dealer Total Economic Income (Loss) Funds Consolidation Other Adjustments US GAAP Net Income (Loss) (dollars in thousands) Revenues Investment banking $ — $ 133,279 $ 133,279 $ — $ — $ 133,279 Brokerage — 207,040 207,040 — (7,860 ) (b) 199,180 Management fees 64,086 3,162 67,248 (1,665 ) (24,971 ) (c) 40,612 Incentive income (loss) 26,274 — 26,274 (714 ) (17,226 ) (c) 8,334 Investment income (loss) 3,015 1,008 4,023 — (4,023 ) (d) — Interest and dividends — — — — 14,732 (d) 14,732 Reimbursement from affiliates — — — (303 ) 10,807 (f) 10,504 Aircraft lease revenue — — — — 4,161 (e) 4,161 Reinsurance premiums — — — — 32,459 (g) 32,459 Other revenue 29,202 565 29,767 — (7,412 ) (d) 22,355 Consolidated Funds revenues — — — 5,949 — 5,949 Total revenues 122,577 345,054 467,631 3,267 667 471,565 Interest expense 12,827 4,363 17,190 — 12,118 (d) 29,308 Total net revenues 109,750 340,691 450,441 3,267 (11,451 ) 442,257 Expenses Non interest expense 102,163 369,188 471,351 (429 ) 37,824 (d)(h)(i) 508,746 Consolidated Funds expenses — — — 9,064 — 9,064 Total expenses 102,163 369,188 471,351 8,635 37,824 517,810 Total other income (loss) — — — 8,532 35,534 (d) 44,066 Income taxes expense / (benefit) — — — — (19,092 ) (h) (19,092 ) Income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds 7,821 — 7,821 3,164 (4,103 ) 6,882 Income (Loss) attributable to Cowen Inc. $ (234 ) $ (28,497 ) $ (28,731 ) $ — $ 9,454 $ (19,277 ) Less: Preferred stock dividends 6,792 6,792 Income (Loss) attributable to Cowen Inc. common stockholders (35,523 ) $ (26,069 ) Add back: Depreciation and amortization expense 11,009 Economic Operating Income (Loss) attributable to Cowen Inc. common stockholders $ (24,514 ) The following is a summary of the adjustments made to US GAAP net income (loss) for the segment to arrive at Economic Income (Loss): Funds Consolidation: The impacts of consolidation and the related elimination entries of the Consolidated Funds are not included in Economic Income (Loss). Adjustments to reconcile to US GAAP net income (loss) included elimination of incentive income and management fees earned from the Consolidated Funds and addition of investment fund expenses excluding management fees paid, investment fund revenues and investment income (loss). Other Adjustments: (a) Economic Income (Loss) presents underwriting expenses net of investment banking revenues, expenses reimbursed from clients within their respective expense category and records income from uncrystallized incentive fees. (b) Economic Income (Loss) brokerage revenues included net securities borrowed and securities loaned activities. (c) Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities, the healthcare royalty business and the activist business. (d) Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends). (e) Aircraft lease revenue is shown net of expenses in investment income for Economic Income (Loss). (f) Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP. (g) Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities, net of expenses, within other revenue. (h) Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment. (i) Economic Income (Loss) recognizes the Company's proportionate share of expenses, for certain real estate operating entities and the activist business, for which the investments are recorded under the equity method of accounting for investments. (j) Economic Income (Loss) excludes gain/(loss) on debt extinguishment. (k) Economic Income (Loss) excludes the bargain purchase gain which resulted from the Convergex Group acquisition. |
Regulatory Requirements Regulat
Regulatory Requirements Regulatory (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Regulatory [Abstract] | |
Computation of Net Capital under Securities and Exchange Commission Regulation | Subsidiary Net Capital Minimum Net Capital Requirement Excess Net Capital (dollars in millions) Cowen and Company $91.9 $1.0 $90.9 Cowen Execution $112.7 $2.3 $110.4 ATM Execution $3.1 $0.3 $2.8 Cowen Prime $8.7 $0.3 $8.4 Westminster $14.5 $0.3 $14.2 Cowen International Ltd $12.9 $9.9 $3.0 Cowen Execution Ltd $4.9 $3.2 $1.7 |
Guarantees and Off-Balance Sh_2
Guarantees and Off-Balance Sheet Arrangements Details (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Guarantees and Off Balance Sheet Arrangements [Abstract] | |
Schedule of Subordinated Borrowing | The Company maintains uncommitted financing arrangements with large financial institutions, the details of which are summarized below as of December 31, 2018 . Lender Contractual Amount Available Amount Maturity Date Description Pledge Lines (dollars in thousands) Texas Capital Bank $ 75,000 $ 75,000 None Secured Depository Trust Company Pledge Line BMO Harris Bank 75,000 75,000 None Secured Tri-Party Pledge Facility BMO Harris Bank 150,000 150,000 None Secured Depository Trust Company Pledge Line Total 300,000 300,000 Revolving Credit Facility BMO Harris Bank Canadian Imperial Bank of Commerce Texas Capital Bank 70,000 70,000 August 23, 2019 (Syndicated) Unsecured liquidity facility to cover increases in National Securities Clearing Corporation margin deposit requirements Total Credit Lines $ 370,000 $ 370,000 |
Organization and Business (Deta
Organization and Business (Details) | 12 Months Ended |
Dec. 31, 2018segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of business segments | 2 |
Acquisition (Narrative) (Detail
Acquisition (Narrative) (Details) - USD ($) $ in Thousands | Jun. 01, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||
Amortization of Intangible Assets | $ 5,000 | $ 6,100 | $ 5,000 | |
Restructuring costs | 0 | 8,763 | 0 | |
Goodwill/(Bargain purchase gain) | 0 | 6,914 | $ 0 | |
Finite-Lived Intangible Assets, Gross | 63,036 | 63,036 | ||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 4,162 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 3,950 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 3,890 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 3,108 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 2,768 | |||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 7,065 | |||
Finite-Lived Intangible Assets, Net | 24,943 | |||
Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Amortization of Intangible Assets | 1,300 | 1,400 | ||
Other tax expense (benefit) | 4,700 | |||
Restructuring costs | 8,800 | |||
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | 6,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 10,300 | |||
Business combination, recognized identifiable assets acquired and liabilities assumed, Net | 109,600 | |||
Goodwill/(Bargain purchase gain) | 11,600 | |||
Total estimated purchase price | 98,000 | |||
Finite-Lived Trade Names, Gross | 760 | |||
Finite Lived Intellectual Property, Gross | 1,790 | |||
Finite-Lived Customer Relationships, Gross | 7,720 | |||
Finite-Lived Intangible Assets, Gross | 10,270 | |||
Scenario, Plan [Member] | Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 30,562 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Segregated Cash | 129,025 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Marketable Securities | 3,417 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Financial Assets | 258,321 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deposits | 52,596 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Receivable from Broker | 62,983 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Receivable from Customer | 43,469 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Fees Receivable | 36,232 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 1,325 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 10,270 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 7,528 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Securities Sold Not Yet Purchased | 71 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Financial Liabilities | 286,359 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Payable to Broker | 74,284 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Payable to Customers | 11,801 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Commission Management Payable | 82,718 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Compensation Payable | 31,083 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other | 857 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Fees Payable | 5,414 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities | 33,570 | |||
Business combination, recognized identifiable assets acquired and liabilities assumed, Net | $ 109,571 | |||
Goodwill/(Bargain purchase gain) | 11,609 | |||
Total estimated purchase price | 97,962 | |||
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 1,239 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 1,216 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 1,216 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 1,007 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 858 | |||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 2,073 | |||
Finite-Lived Intangible Assets, Net | 7,609 | |||
Intellectual Property [Member] | Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||
Trade Names [Member] | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | 10,622 | 10,622 | ||
Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | $ 41,134 | $ 41,134 | ||
Customer Relationships [Member] | Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 9 years | |||
Minimum | Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 months 6 days | |||
Minimum | Trade Names [Member] | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 months 6 days | |||
Minimum | Trade Names [Member] | Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 months 6 days | |||
Minimum | Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Maximum | Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 9 years | |||
Maximum | Trade Names [Member] | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 years 6 months | |||
Maximum | Trade Names [Member] | Convergex Group | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 2 years 7 months 6 days | |||
Maximum | Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 14 years |
Acquisition (Pro Forma) (Detail
Acquisition (Pro Forma) (Details) - Convergex Group $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Revenues | $ | $ 733,744 |
Net income (loss) | $ | $ (84,671) |
Basic (usd per share) | $ / shares | $ (2.75) |
Diluted (usd per share) | $ / shares | $ (2.75) |
Significant Accounting Polici_4
Significant Accounting Policies - Annual (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018USD ($)cowenfund | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)cowenfund | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 793,332 | ||||||||||
Management Fees | 29,658 | $ 33,245 | $ 40,612 | ||||||||
Cumulative Effect on Retained Earnings, Net of Tax | (559) | ||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ 4,424 | $ 20,778 | $ 30,006 | $ 28,009 | $ (87,593) | $ 9,828 | $ 28,585 | $ 12,089 | 83,217 | (37,091) | (12,395) |
Investment banking | 357,222 | 223,614 | 133,279 | ||||||||
Brokerage | 413,582 | 293,610 | 199,180 | ||||||||
Accrued Fees and Other Revenue Receivable | 111,946 | 111,784 | 111,946 | 111,784 | |||||||
Total net assets of consolidated VIEs | 427,500 | 482,800 | 427,500 | 482,800 | |||||||
Deferred rent | 8,242 | 12,822 | 8,242 | 12,822 | |||||||
Other investments | 181,407 | 141,548 | 181,407 | 141,548 | |||||||
Total Stockholders' Equity | 794,407 | 748,019 | 794,407 | 748,019 | |||||||
Incentive income | 3,117 | 5,383 | 8,334 | ||||||||
Revenues | 259,931 | 221,028 | 234,573 | 251,384 | 204,450 | 178,830 | 160,530 | 114,971 | 966,916 | 658,781 | 471,565 |
Underwriting expenses | 15,282 | 0 | 0 | ||||||||
Professional, advisory and other fees | 40,957 | 31,942 | 23,190 | ||||||||
Service fees | 20,198 | 14,999 | 7,918 | ||||||||
Communications | 30,801 | 23,460 | 17,768 | ||||||||
Occupancy and equipment | 41,602 | 35,184 | 32,286 | ||||||||
Client services and business development | 35,927 | 28,327 | 27,828 | ||||||||
Other expenses | 22,014 | 18,196 | 14,815 | ||||||||
Costs and Expenses | 887,606 | 696,649 | 517,810 | ||||||||
Net gains (losses) on securities, derivatives and other investments | 68,043 | 76,179 | 23,381 | ||||||||
Net income (loss) attributable to Cowen Inc. common stockholders | $ 3,381 | $ 13,790 | $ 3,701 | $ 15,155 | $ (77,670) | $ 2,968 | $ 5,742 | $ 1,286 | 36,027 | (67,674) | (26,069) |
Gain (Loss) on Investments (excluding broker dealer) | 54,032 | 78,303 | 28,878 | ||||||||
Increase (Decrease) in Fees Receivable | 6,401 | 29,669 | 12,632 | ||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 324,536 | 3,398 | (351,517) | ||||||||
Payments to Acquire Other Investments | 28,092 | 10,419 | 33,786 | ||||||||
Net Cash Provided by (Used in) Investing Activities | $ (17,882) | $ (2,397) | $ 58,514 | ||||||||
Minimum | |||||||||||
Organization [Line Items] | |||||||||||
Redeemable Noncontrolling Interest, Redemption Fee, Percent | 1.00% | ||||||||||
Maximum | |||||||||||
Organization [Line Items] | |||||||||||
Redeemable Noncontrolling Interest, Redemption Fee, Percent | 5.00% | ||||||||||
Telephone and computer equipment | Minimum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 3 years | ||||||||||
Telephone and computer equipment | Maximum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 5 years | ||||||||||
Computer Software, Intangible Asset | Minimum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 3 years | ||||||||||
Computer Software, Intangible Asset | Maximum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 8 years | ||||||||||
Furniture and Fixtures | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 5 years | ||||||||||
Assets Held under Capital Leases | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 5 years | ||||||||||
Aircraft | Minimum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 10 years | ||||||||||
Aircraft | Maximum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 20 years | ||||||||||
Flight Equipment | Minimum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 4 years | ||||||||||
Flight Equipment | Maximum | |||||||||||
Organization [Line Items] | |||||||||||
Property, Plant and Equipment, Useful Life | 10 years | ||||||||||
Other investment companies | |||||||||||
Organization [Line Items] | |||||||||||
Number of funds, Consolidated | cowenfund | 4 | 4 | |||||||||
Accounting Standards Update 2014-09 | |||||||||||
Organization [Line Items] | |||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ 83,659 | ||||||||||
Investment banking | 329,062 | ||||||||||
Accrued Fees and Other Revenue Receivable | $ 129,941 | 129,941 | |||||||||
Other investments | 163,412 | 163,412 | |||||||||
Total Stockholders' Equity | 795,409 | 795,409 | |||||||||
Incentive income | 19,028 | ||||||||||
Revenues | 954,667 | ||||||||||
Underwriting expenses | 0 | ||||||||||
Professional, advisory and other fees | 33,096 | ||||||||||
Service fees | 20,156 | ||||||||||
Communications | 29,352 | ||||||||||
Occupancy and equipment | 41,588 | ||||||||||
Client services and business development | 32,554 | ||||||||||
Other expenses | 21,875 | ||||||||||
Costs and Expenses | 859,446 | ||||||||||
Net gains (losses) on securities, derivatives and other investments | 83,512 | ||||||||||
Net income (loss) attributable to Cowen Inc. common stockholders | 36,469 | ||||||||||
Gain (Loss) on Investments (excluding broker dealer) | (41,701) | ||||||||||
Increase (Decrease) in Fees Receivable | (18,363) | ||||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 325,347 | ||||||||||
Payments to Acquire Other Investments | 28,904 | ||||||||||
Net Cash Provided by (Used in) Investing Activities | (18,694) | ||||||||||
Investment Bank | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 357,222 | ||||||||||
Underwriting fees | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 215,724 | ||||||||||
Strategic/financial advisory fees | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 81,733 | ||||||||||
Placement and sales agent fees | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 46,887 | ||||||||||
Expense reimbursements from clients | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 12,878 | ||||||||||
Brokerage | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 403,335 | ||||||||||
Commissions | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 366,090 | ||||||||||
Trade conversion | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 17,061 | ||||||||||
Equity and credit research fees | |||||||||||
Organization [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 20,184 | ||||||||||
Adjustment | Accounting Standards Update 2014-09 | |||||||||||
Organization [Line Items] | |||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 442 | ||||||||||
Investment banking | (28,160) | ||||||||||
Accrued Fees and Other Revenue Receivable | 17,995 | 17,995 | |||||||||
Other investments | (17,995) | (17,995) | |||||||||
Total Stockholders' Equity | $ 1,002 | 1,002 | |||||||||
Incentive income | 15,911 | ||||||||||
Revenues | (12,249) | ||||||||||
Underwriting expenses | (15,282) | ||||||||||
Professional, advisory and other fees | (7,861) | ||||||||||
Service fees | (42) | ||||||||||
Communications | (1,449) | ||||||||||
Occupancy and equipment | (14) | ||||||||||
Client services and business development | (3,373) | ||||||||||
Other expenses | (139) | ||||||||||
Costs and Expenses | (28,160) | ||||||||||
Net gains (losses) on securities, derivatives and other investments | 15,469 | ||||||||||
Net income (loss) attributable to Cowen Inc. common stockholders | 442 | ||||||||||
Gain (Loss) on Investments (excluding broker dealer) | 12,331 | ||||||||||
Increase (Decrease) in Fees Receivable | (11,962) | ||||||||||
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | 811 | ||||||||||
Payments to Acquire Other Investments | (812) | ||||||||||
Net Cash Provided by (Used in) Investing Activities | $ (812) |
Cash Collateral Pledged (Detail
Cash Collateral Pledged (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Cash collateral pledged | $ 6,318 | $ 17,888 | $ 13,342 |
Facility Leases | |||
Cash collateral pledged | 5,300 | 6,100 | |
Collateral Reinsurance Agreement | |||
Cash collateral pledged | $ 1,000 | $ 11,800 |
Segregated Cash (Details)
Segregated Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Segregated Cash [Abstract] | |||
Segregated cash | $ 176,647 | $ 116,268 | $ 1,024 |
Investments of Operating Enti_3
Investments of Operating Entities and Consolidated Funds - Securities Owned at Fair Value (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | |||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | $ 520,888 | $ 673,221 | ||
Securities owned, at fair value | 187,633 | 165,916 | ||
Warrants and Rights | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [1] | 7,990 | 9,604 | |
Securities owned, at fair value | 5,279 | 3,568 | ||
Warrants and Rights | Estimate of Fair Value Measurement [Member] | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [1] | 1,100 | 2,400 | |
US Government Securities | ||||
Investment Holdings [Line Items] | ||||
Debt Securities, Trading | [2] | $ 13,398 | $ 2,807 | |
Investment Interest Rate | 0.00% | 0.00% | ||
Securities owned, at fair value | [3] | $ 38,377 | $ 34,201 | |
Common Stock | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [1] | 472,299 | 640,065 | |
Securities owned, at fair value | 95,565 | 77,702 | ||
Common Stock | Estimate of Fair Value Measurement [Member] | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [1] | 7,100 | 5,200 | |
Preferred Stock | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [1] | 5,617 | 9,604 | |
Securities owned, at fair value | 24,314 | 50,445 | ||
Preferred Stock | Estimate of Fair Value Measurement [Member] | ||||
Investment Holdings [Line Items] | ||||
Trading Securities, Equity | [1] | 2,900 | 6,000 | |
Corporate Bonds | ||||
Investment Holdings [Line Items] | ||||
Debt Securities, Trading | [4] | 13,041 | 4,909 | |
Securities owned, at fair value | $ 24,098 | [5] | $ 0 | |
Corporate Bonds | Minimum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 2.00% | 0.00% | ||
Corporate Bonds | Maximum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 15.50% | 10.75% | ||
Convertible Bonds | ||||
Investment Holdings [Line Items] | ||||
Debt Securities, Trading | [6] | $ 3,000 | $ 282 | |
Investment Interest Rate | 8.00% | |||
Convertible Bonds | Minimum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 5.00% | |||
Convertible Bonds | Maximum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 12.00% | |||
Trade Claims | ||||
Investment Holdings [Line Items] | ||||
Debt Securities, Trading | $ 5,543 | $ 5,950 | ||
Consolidated Funds | US Government Securities | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 0.00% | |||
Consolidated Funds | US Government Securities | Minimum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 0.00% | |||
Consolidated Funds | US Government Securities | Maximum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 5.75% | |||
Consolidated Funds | Corporate Bonds | Minimum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 5.88% | |||
Consolidated Funds | Corporate Bonds | Maximum | ||||
Investment Holdings [Line Items] | ||||
Investment Interest Rate | 7.63% | |||
Enterprise Master | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | $ 469 | $ 608 | ||
Enterprise Master | Common Stock | ||||
Investment Holdings [Line Items] | ||||
Securities owned, at fair value | $ 469 | $ 608 | ||
[1] | The Company has elected the fair value option for investments in securities of preferred and common stock with a fair value of $2.9 million and $7.1 million, respectively, at December 31, 2018 and $6.0 million and $5.2 million, respectively, at December 31, 2017. At December 31, 2018 and 2017, the Company elected the fair value option for investments in warrants and rights with a fair value of $1.1 million and $2.4 million. | |||
[2] | As of December 31, 2018, maturities ranged from April 2019 to August 2019 with an interest rate of 0%. As of December 31, 2017, maturities ranged from February 2018 to June 2018 with an interest rate of 0%. | |||
[3] | As of December 31, 2018, maturities ranged from January 2019 to April 2019 and interest rates were 0%. As of December 31, 2017, maturities ranged from January 2018 to April 2022 and interest rates ranged from 0% to 5.75%. | |||
[4] | As of December 31, 2018, maturities ranged from April 2019 to April 2049 and interest rates ranged from 2% to 15.5%. As of December 31, 2017, maturities ranged from October 2018 to May 2040 and interest rates ranged from 0% to 10.75%. | |||
[5] | As of December 31, 2018, maturities ranged from August 2020 to March 2026 and interest rates ranged from 5.88% to 7.63%. | |||
[6] | As of December 31, 2018, the maturity was June 2020 with an interest rate of 8%. As of December 31, 2017, maturities ranged from February 2018 to March 2018 and interest rates ranged from 5% to 12%. |
Investments of Operating Enti_4
Investments of Operating Entities and Consolidated Funds - Derivatives (Details) | Dec. 05, 2016 | Dec. 31, 2018USD ($)contract | Dec. 31, 2017USD ($)contract | Dec. 31, 2016USD ($) | Mar. 10, 2014USD ($) | |
Derivative [Line Items] | ||||||
Warrants issued | $ 15,200,000 | |||||
Cost of hedge transaction and warrant, net | $ 20,500,000 | |||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | |||||
Receivable on derivative contracts, at fair value | $ 25,125,000 | $ 69,177,000 | ||||
Payable for derivative contracts, at fair value | 16,082,000 | 42,750,000 | ||||
Receivable on derivative contracts, at fair value | 4,416,000 | 2,520,000 | ||||
Payable for derivative contracts, at fair value, Consolidated Funds | 1,663,000 | 7,130,000 | ||||
Equity Swap | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | 2,477,000 | 1,754,000 | ||||
Payable for derivative contracts, at fair value, Consolidated Funds | 713,000 | 7,042,000 | ||||
Futures | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Notional Amount | 42,288,209 | 3,819,350 | ||||
Receivable on derivative contracts, at fair value | 334,000 | 58,000 | ||||
Derivative Liability, Notional Amount | 0 | 16,796,000 | ||||
Payable for derivative contracts, at fair value | 0 | 242,000 | ||||
Currency Forwards | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Notional Amount | 394,875 | 233,136 | ||||
Receivable on derivative contracts, at fair value | 1,000 | 5,000 | ||||
Derivative Liability, Notional Amount | 96,406,000 | 62,439,000 | ||||
Payable for derivative contracts, at fair value | 709,000 | 874,000 | ||||
Receivable on derivative contracts, at fair value | 186,000 | 524,000 | ||||
Payable for derivative contracts, at fair value, Consolidated Funds | 96,000 | 11,000 | ||||
Swaps | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Notional Amount | 13,702,458 | 164,664,203 | ||||
Receivable on derivative contracts, at fair value | 917,000 | 10,942,000 | ||||
Derivative Liability, Notional Amount | 52,905,000 | 11,595,000 | ||||
Payable for derivative contracts, at fair value | $ 2,162,000 | $ 71,000 | ||||
Options | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Number of Instruments Held | contract | [1] | 654,506 | 283,112 | |||
Receivable on derivative contracts, at fair value | [1] | $ 23,130,000 | $ 58,172,000 | |||
Receivable on derivative contracts, at fair value | 1,753,000 | 242,000 | ||||
Payable for derivative contracts, at fair value, Consolidated Funds | $ 854,000 | $ 77,000 | ||||
Option | ||||||
Derivative [Line Items] | ||||||
Derivative Liability, Number of Instruments Held | contract | [2] | 90,730 | 57,043 | |||
Payable for derivative contracts, at fair value | [2] | $ 13,211,000 | $ 41,563,000 | |||
Pay to hold | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Number of Instruments Held | contract | 0 | 0 | ||||
Receivable on derivative contracts, at fair value | $ 743,000 | $ 0 | ||||
Receivable on derivatives contracts, at fair value [Member] | ||||||
Derivative [Line Items] | ||||||
Receivable on derivative contracts, at fair value | 25,125,000 | 69,177,000 | ||||
Derivative Asset, Fair Value, Gross Asset | 25,125,000 | 69,177,000 | ||||
Derivative Asset, Fair Value, Amount Offset Against Collateral | [3] | 0 | 0 | |||
Financial Instruments, Owned and Pledged as Collateral, at Fair Value | 0 | 0 | ||||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | [4] | 1,662,000 | 10,948,000 | |||
Derivative asset, net of offset | 23,463,000 | 58,229,000 | ||||
Payable for derivatives contracts, at fair value [Member] | ||||||
Derivative [Line Items] | ||||||
Payable for derivative contracts, at fair value | 16,082,000 | 42,750,000 | ||||
Financial Instruments, Owned and Pledged as Collateral, at Fair Value | 0 | 0 | ||||
Derivative Liability, Fair Value, Gross Liability | 16,082,000 | 42,750,000 | ||||
Derivative Liability, Fair Value, Amount Offset Against Collateral | [3] | 0 | 0 | |||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | [4] | 2,871,000 | 1,031,000 | |||
Derivative Liability, net of offset | 13,211,000 | 41,719,000 | ||||
Receivables from Brokers-Dealers and Clearing Organizations | ||||||
Derivative [Line Items] | ||||||
Collateral posted | 11,200,000 | 13,500,000 | ||||
Other Income [Member] | ||||||
Derivative [Line Items] | ||||||
Realized and unrealized gains/(losses) related to derivatives trading activities | 14,300,000 | $ 3,900,000 | $ (11,200,000) | |||
2019 convertible note | Convertible Debt | ||||||
Derivative [Line Items] | ||||||
Call Option, Fair Value | $ 35,700,000 | |||||
Derivative, Loss on Derivative | $ 600,000 | |||||
[1] | Includes index, equity, commodity future and cash conversion options. | |||||
[2] | Includes index, equity, commodity future and cash conversion options. | |||||
[3] | Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. | |||||
[4] | Includes the amount of collateral held or posted. |
Investments of Operating Enti_5
Investments of Operating Entities and Consolidated Funds - Other Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | ||
Investment Holdings [Line Items] | ||||
Other investments | $ 181,407 | $ 141,548 | ||
Portfolio Funds, Consolidated Funds | 186,395 | 374,111 | ||
Portfolio Funds, at fair value | ||||
Investment Holdings [Line Items] | ||||
Other investments | 141,236 | [1] | 100,148 | [2] |
Equity Method Investments | ||||
Investment Holdings [Line Items] | ||||
Other investments | 40,171 | 41,099 | ||
Lehman claims, at fair value | ||||
Investment Holdings [Line Items] | ||||
Other investments | 0 | 301 | ||
Enterprise LP [Member] | ||||
Investment Holdings [Line Items] | ||||
Portfolio Funds, Consolidated Funds | 97,656 | 87,221 | ||
Merger Fund [Member] | ||||
Investment Holdings [Line Items] | ||||
Portfolio Funds, Consolidated Funds | $ 88,739 | $ 286,890 | ||
[1] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. | |||
[2] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. |
Investments of Operating Enti_6
Investments of Operating Entities and Consolidated Funds - Portfolio Funds - (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | ||||
Investment Holdings [Line Items] | |||||
Other investments | $ 181,407 | $ 141,548 | |||
Portfolio Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | 141,236 | [1] | 100,148 | [2] | |
Portfolio Funds | Starboard Value and Opportunity Fund LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [3],[4] | $ 32,579 | 32,079 | ||
Required notice period, withdrawal | 90 days | ||||
Portfolio Funds | Formation 8 Partners Fund I LP | |||||
Investment Holdings [Line Items] | |||||
Other investments | [5] | $ 34,099 | 28,243 | ||
Portfolio Funds | RCGLongview Debt Fund V, L.P. | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[6] | 4,394 | 8,892 | ||
Portfolio Funds | RCG Longview II, LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[6] | 4,400 | 131 | ||
Portfolio Funds | Cowen Healthcare Investments II LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[7] | 21,717 | 0 | ||
Portfolio Funds | Eclipse Ventures Fund I, L.P. | |||||
Investment Holdings [Line Items] | |||||
Other investments | [8] | 4,412 | 3,428 | ||
Portfolio Funds | Healthcare Royalty Partners | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[9] | 1,833 | 3,452 | ||
Portfolio Funds | Lagunita Biosciences, LLC | |||||
Investment Holdings [Line Items] | |||||
Other investments | [10] | 3,833 | 2,400 | ||
Portfolio Funds | RCG IO Renergys Sarl | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[7] | 6,369 | 0 | ||
Portfolio Funds | Starboard Leaders Fund LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[11] | $ 1,230 | 1,276 | ||
Unfunded Commitment cancellation | 30 days | ||||
Portfolio Funds | Elipse SPV I,LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[12] | $ 1,447 | 0 | ||
Portfolio Funds | RCG Longview Equity Fund, LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[6] | 802 | 0 | ||
Portfolio Funds | RCG Longview Debt Fund VI, LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[6] | 1,586 | 1,022 | ||
Portfolio Funds | RCG Park Liberty GP Member LLC | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[6] | 1,023 | 750 | ||
Portfolio Funds | Healthcare Royalty Partners II | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[9] | 1,037 | 873 | ||
Portfolio Funds | RCGL PE MPA LLC | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[6] | 618 | 0 | ||
Portfolio Funds | RCG LPP2 PNW5 Co-Invest, L.P. | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[13] | 296 | 3,493 | ||
Portfolio Funds | Quadratic Fund LLC | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[14] | 0 | 906 | ||
Portfolio Funds | Other Private Investment | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[15] | 15,898 | 10,133 | ||
Portfolio Funds | Other Funds | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [4],[16] | 3,663 | 3,070 | ||
Enterprise Master | Portfolio Funds | |||||
Investment Holdings [Line Items] | |||||
Other investments | 112,394 | 99,876 | |||
Multi-strategy | Enterprise Master | Portfolio Funds | RCG Special Opportunities Fund, Ltd | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [17] | 111,548 | 97,345 | ||
Real Estate Funds | Enterprise Master | Portfolio Funds | RCG Longview II, LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [17] | 0 | 229 | ||
Real Estate Funds | Enterprise Master | Portfolio Funds | RCG Longview Equity Fund, LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [17] | 0 | 1,266 | ||
Real Estate Funds | Enterprise Master | Portfolio Funds | RCG Longview Debt Fund IV, LP | Affiliated Entity | |||||
Investment Holdings [Line Items] | |||||
Other investments | [17] | 0 | 99 | ||
Various Strategies | Enterprise Master | Portfolio Funds | Other Private Investment | |||||
Investment Holdings [Line Items] | |||||
Other investments | $ 846 | $ 937 | |||
[1] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. | ||||
[2] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. | ||||
[3] | Starboard Value and Opportunity Fund LP permits quarterly withdrawals upon 90 days' notice. | ||||
[4] | These Portfolio Funds are affiliates of the Company. | ||||
[5] | Formation8 Partners Fund I, L.P. is a private equity fund which invests in early stage and growth transformational information and energy technology companies. Distributions will be made when the underlying investments are liquidated. | ||||
[6] | RCG Longview Debt Fund V, L.P., RCG Longview II LP, RCG Park Liberty GP Member LLC, RCG Longview Equity Fund, LP, RCGL PE MPA, LLC and RCG Longview Debt Fund VI, LP are real estate private equity structures. The timing of distributions depend on the nature of the underlying investments and therefore will be made either quarterly or when the underlying investments are liquidated. | ||||
[7] | Cowen Healthcare Investments II LP and RCG IO Renergys Sarl are private equity funds. Distributions are made from these funds when cash flows or securities are received from the underlying investments. Investors do not have redemption rights | ||||
[8] | Eclipse Ventures Fund I, L.P. is a private equity fund which invests in early stage and growth hardware companies. Distributions will be made when the underlying investments are liquidated. | ||||
[9] | HealthCare Royalty Partners, L.P. and HealthCare Royalty Partners II, L.P. are private equity funds and therefore distributions will be made when cash flows are received from the underlying investments, typically on a quarterly basis. | ||||
[10] | Lagunita Biosciences, LLC, is a healthcare investment company that creates and grows early stage companies to commercialize impactful translational science that addresses significant clinical needs, is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. | ||||
[11] | Starboard Leaders Fund LP does not permit withdrawals, but instead allows terminations with respect to capital commitments upon 30 days' prior written notice at any time following the first anniversary of an investors' initial capital contribution. | ||||
[12] | Eclipse SPV I, L.P. is a co-investment vehicle organized to invest in a private company focused on software-driven automation projects. Distributions will be made when the underlying investments are liquidated. | ||||
[13] | RCG LPP2 PNW5 Co-Invest, L.P. is a single purpose entity formed to participate in a joint venture which acquired five multi-unit residential rental properties located in the Pacific Northwest. RCG LPP2 PNW5 Co-Invest, L.P. is a private equity structure and therefore distributions will be made when the underlying investments are liquidated. | ||||
[14] | Effective January 31, 2018, the Company is no longer affiliated with Quadratic Capital Management LLC. | ||||
[15] | Other private investment represents the Company's closed end investment in a Portfolio Fund that invests in a wireless broadband communication provider in Italy. | ||||
[16] | The majority of these investment funds are affiliates of the Company or are managed by the Company and the investors can redeem from these funds as investments are liquidated. | ||||
[17] | Affiliates of the Company. |
Investments of Operating Enti_7
Investments of Operating Entities and Consolidated Funds - Equity Method Investments - (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Equity Method Investments [Line Items] | |||
Expense, equity method investments | $ 4,200 | $ 7,100 | $ 8,500 |
Equity method investments | 40,171 | 41,099 | |
Other than Temporary Impairment Losses, Investments | 7,100 | ||
Surf House Ocean Views Holdings, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 7,589 | 14,179 | |
Starboard Value LP | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 12,699 | 13,202 | |
RCG Longview Debt Fund V Partners, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 11,000 | 9,284 | |
RCG Longview Management, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 1,167 | 1,149 | |
RCG Longview Debt Fund VI, LP | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 1,254 | 0 | |
Healthcare Royalty GP, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 149 | 281 | |
Healthcare Royalty GP II, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 176 | 148 | |
RCG Longview Debt Fund IV Management, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 331 | 331 | |
Healthcare Royalty GP III, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 1,573 | 764 | |
Triartisan ES Partners, LLC [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 1,500 | 0 | |
RCG Kennedy House, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 131 | 154 | |
RCG Longview Equity Management, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 114 | 114 | |
RCG LPP II GP, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 272 | 487 | |
RCG Park Liberty GP Member Manager, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 1,248 | 428 | |
Equity Method Investee, Other | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 968 | 578 | |
Equity Investment, Two | |||
Schedule of Equity Method Investments [Line Items] | |||
Assets | 137,419 | 159,077 | |
Liabilities | 22,019 | 74,393 | |
Equity | 115,400 | 84,684 | |
Revenue | 79,870 | 136,459 | 87,707 |
Expenses | (35,835) | (32,425) | (34,490) |
Net realized and unrealized gain (loss) | 26,029 | 12,002 | (6,305) |
Net Income | 70,064 | 116,036 | 46,912 |
Net Gains (Losses) on Securities, Derivatives and Other Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Income (Loss) from Equity Method Investments | $ 6,400 | 21,300 | $ 14,400 |
Minimum | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 15.00% | ||
Maximum | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 56.00% | ||
Clawback Obligation | |||
Schedule of Equity Method Investments [Line Items] | |||
Contractual obligation | 6,200 | ||
Clawback Obligation | RCG Longview Partners II, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Contractual obligation | $ 6,500 | $ 6,200 |
Investments of Operating Enti_8
Investments of Operating Entities and Consolidated Funds - Securities Sold, Not Yet Purchased (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | |
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | $ 195,307,000 | $ 342,527,000 | |
Common Stock | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | 194,305,000 | 342,328,000 | |
Corporate Bonds | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | [1] | $ 750,000 | $ 122,000 |
Corporate Bonds | Minimum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 2.25% | 3.78% | |
Corporate Bonds | Maximum | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, interest rate | 9.38% | 5.55% | |
Preferred Stock | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | $ 199,000 | $ 77,000 | |
Warrants and Rights | |||
Investments Sold, Not yet Purchased [Line Items] | |||
Securities sold, not yet purchased, at fair value | $ 53,000 | $ 0 | |
[1] | As of December 31, 2018, the maturities ranged from October 2022 to January 2034 with interest rates ranged from 2.25% to 9.38%. As of December 31, 2017, the maturities ranged from July 2025 to January 2026 with interest rates ranged from 3.78% to 5.55%. |
Investments of Operating Enti_9
Investments of Operating Entities and Consolidated Funds - Securities borrowed and securities loaned (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |||
Securities Borrowed, Gross | $ 407,795 | $ 443,148 | |
Securities borrowed, gross amounts offset on the condensed consolidated statements of financial condition | [1] | 0 | 0 |
Securities borrowed, net amounts included on the condensed consolidated statements of financial condition | 407,795 | 443,148 | |
Securities borrowed, additional amounts, asset | 0 | 0 | |
Securities borrowed, financial instruments | 414,778 | ||
Securities borrowed, cash collateral pledged | [2] | 0 | 0 |
Securities borrowed, net amounts | 24,202 | 28,370 | |
Securities Loaned, Gross | 414,852 | 456,831 | |
Securities Loaned, Gross amounts offset on the Condensed Consolidated Statements of Financial Condition | [1] | 0 | 0 |
Securities Loaned, Gross amounts recognized | 414,852 | 456,831 | |
Securities Loaned, Additional Amounts Available | 0 | 0 | |
Securities Loaned, Financial instruments | 439,228 | ||
Securities Loaned, Cash Collateral pledged | [2] | 0 | 0 |
Securities Loaned, Net amounts | $ 23,542 | $ 17,603 | |
[1] | Includes financial instruments subject to enforceable master netting provisions that are permitted to be offset to the extent an event of default has occurred. | ||
[2] | Includes the amount of cash collateral held/posted. |
Investments of Operating Ent_10
Investments of Operating Entities and Consolidated Funds - Securities loaned transactions by remaining contractual maturity and class of collateral pledged (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Common stock | $ 414,852 | $ 456,831 |
Common stock | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Common stock | 414,852 | 456,831 |
Common stock | Open and Overnight | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Common stock | 414,852 | 456,831 |
Common stock | Up to 30 days | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Common stock | 0 | 0 |
Common stock | 31 - 90 days | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Common stock | 0 | 0 |
Common stock | Greater than 90 days | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Common stock | $ 0 | $ 0 |
Investments of Operating Ent_11
Investments of Operating Entities and Consolidated Funds - Variable Interest Entities (Details) - Variable Interest Entity, Not Primary Beneficiary - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Variable Interest Entity [Line Items] | ||
Total assets of nonconsolidated variable interest entities | $ 5,100 | $ 5,200 |
Total liabilities of nonconsolidated variable interest entities | 157.6 | 445.6 |
Variable Interest Entity, Nonconsolidated, Comparison of Carrying Amount of Assets and Liabilities to Maximum Loss Exposure | 301.4 | 471.3 |
Maximum exposure regarding nonconsolidated variable interest entities | $ 332.4 | $ 491.9 |
Investments of Operating Ent_12
Investments of Operating Entities and Consolidated Funds - Indirect Concentration of the Underlying Investments Held by Consolidated Funds (Details) $ in Thousands | Dec. 31, 2018USD ($)investments | Dec. 31, 2017USD ($)investments |
Investment [Line Items] | ||
Concentration of risk, number of investments | investments | 1 | 1 |
Equity Securities | Linkem | ITALY | 517210 Wireless Telecommunications Carriers (except Satellite) | ||
Investment [Line Items] | ||
Percentage of Equity | 8.36% | 7.52% |
Market Value | $ | $ 66,439 | $ 56,271 |
Investments of Operating Ent_13
Investments of Operating Entities and Consolidated Funds - Merger Master Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Investment [Line Items] | |||
Trading securities | $ 520,888 | $ 673,221 | |
Securities sold, not yet purchased, at fair value | 195,307 | 342,527 | |
Common Stock | |||
Investment [Line Items] | |||
Securities sold, not yet purchased, at fair value | 194,305 | 342,328 | |
Common Stock | Merger Master | |||
Investment [Line Items] | |||
Trading securities | 162,800 | 483,200 | |
Securities sold, not yet purchased, at fair value | 9,600 | 171,200 | |
Corporate Bonds | |||
Investment [Line Items] | |||
Securities sold, not yet purchased, at fair value | [1] | 750 | $ 122 |
Corporate Bonds | Merger Master | |||
Investment [Line Items] | |||
Trading securities | $ 116,500 | ||
[1] | As of December 31, 2018, the maturities ranged from October 2022 to January 2034 with interest rates ranged from 2.25% to 9.38%. As of December 31, 2017, the maturities ranged from July 2025 to January 2026 with interest rates ranged from 3.78% to 5.55%. |
Investments of Operating Ent_14
Investments of Operating Entities and Consolidated Funds - Merger Master Derivatives (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative [Line Items] | |||
Derivative Asset | $ 25,125 | $ 69,177 | |
Derivative Liability | 16,082 | 42,750 | |
Merger Master | |||
Derivative [Line Items] | |||
Derivative Asset | 8,770 | 122,551 | |
Derivative Liability | 1,728 | 2,718 | |
Option | |||
Derivative [Line Items] | |||
Derivative Liability | [1] | 13,211 | 41,563 |
Option | Merger Master | |||
Derivative [Line Items] | |||
Derivative Liability | 1,430 | 1,256 | |
Options | |||
Derivative [Line Items] | |||
Derivative Asset | [2] | 23,130 | 58,172 |
Options | Merger Master | |||
Derivative [Line Items] | |||
Derivative Asset | 3,450 | 108,063 | |
Swaps | |||
Derivative [Line Items] | |||
Derivative Asset | 917 | 10,942 | |
Derivative Liability | 2,162 | 71 | |
Swaps | Merger Master | |||
Derivative [Line Items] | |||
Derivative Asset | 5,320 | 14,488 | |
Derivative Liability | 28 | 1,249 | |
Currency Forwards | |||
Derivative [Line Items] | |||
Derivative Asset | 1 | 5 | |
Derivative Liability | 709 | 874 | |
Currency Forwards | Merger Master | |||
Derivative [Line Items] | |||
Derivative Liability | $ 270 | $ 213 | |
[1] | Includes index, equity, commodity future and cash conversion options. | ||
[2] | Includes index, equity, commodity future and cash conversion options. |
Fair Value Measurements for O_3
Fair Value Measurements for Operating Entities and Consolidated Funds Assets and Liabilities at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | $ 195,307 | $ 342,527 | |||
Derivative Liability | 16,082 | 42,750 | |||
Derivative Asset | 25,125 | 69,177 | |||
Business Combination, Contingent Consideration, Liability | 3,070 | 3,440 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | 2,800 | 100 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 3,400 | 15,000 | |||
Other investments | 181,407 | 141,548 | |||
Other Investments, Consolidated Funds | 186,395 | 374,111 | |||
Investments | $ 1,105,864 | $ 1,426,493 | |||
Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Percentage of Total Assets at Fair Value | 86.60% | 88.10% | |||
Percentage of Total Liabilities at Fair Value | 95.60% | 91.40% | |||
Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Percentage of Total Assets at Fair Value | 6.00% | 3.10% | |||
Percentage of Total Liabilities at Fair Value | 2.00% | 2.10% | |||
Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Percentage of Total Assets at Fair Value | 7.40% | 8.80% | |||
Percentage of Total Liabilities at Fair Value | 2.40% | 6.50% | |||
Futures | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | $ 0 | $ 242 | |||
Derivative Asset | 334 | 58 | |||
Swaps | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 2,162 | 71 | |||
Derivative Asset | 917 | 10,942 | |||
Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | [1] | 23,130 | 58,172 | ||
Pay to hold | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 743 | 0 | |||
Derivative Assets | Futures | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 334 | ||||
Derivative Assets | Futures | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 334 | ||||
Derivative Assets | Futures | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Derivative Assets | Futures | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Lehman claims, at fair value | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Other investments | 0 | 301 | |||
Portfolio Funds, at fair value | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Other investments | 141,236 | [2] | 100,148 | [3] | |
Other Investments, Consolidated Funds | 186,395 | [2] | 374,111 | [3] | |
Equity Method Investments | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Other investments | 40,171 | 41,099 | |||
Fair Value, Measurements, Recurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Investment Sold, Not yet Purchased and Derivative Liability, at Fair Value | 216,122 | 395,847 | |||
Assets, Fair Value Disclosure, Recurring (Deprecated 2018-01-31) | 738,062 | 911,135 | |||
Fair Value, Measurements, Recurring | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Investment Sold, Not yet Purchased and Derivative Liability, at Fair Value | 206,526 | 361,886 | |||
Assets, Fair Value Disclosure, Recurring (Deprecated 2018-01-31) | 638,837 | 802,697 | |||
Fair Value, Measurements, Recurring | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Investment Sold, Not yet Purchased and Derivative Liability, at Fair Value | 4,430 | 8,120 | |||
Assets, Fair Value Disclosure, Recurring (Deprecated 2018-01-31) | 44,311 | 28,185 | |||
Fair Value, Measurements, Recurring | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Investment Sold, Not yet Purchased and Derivative Liability, at Fair Value | 5,166 | 25,841 | |||
Assets, Fair Value Disclosure, Recurring (Deprecated 2018-01-31) | 54,914 | 80,253 | |||
Fair Value, Measurements, Recurring | Preferred Stock | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 199 | 77 | |||
Fair Value, Measurements, Recurring | Preferred Stock | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 199 | 77 | |||
Fair Value, Measurements, Recurring | Preferred Stock | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | 0 | |||
Fair Value, Measurements, Recurring | Preferred Stock | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | 0 | |||
Fair Value, Measurements, Recurring | Common Stock | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 194,305 | 342,328 | |||
Fair Value, Measurements, Recurring | Common Stock | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 194,305 | 342,328 | |||
Fair Value, Measurements, Recurring | Common Stock | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | 0 | |||
Fair Value, Measurements, Recurring | Common Stock | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | 0 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 750 | 122 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | 0 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 750 | 122 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | 0 | |||
Fair Value, Measurements, Recurring | Warrants and Rights | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 53 | ||||
Fair Value, Measurements, Recurring | Warrants and Rights | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 53 | ||||
Fair Value, Measurements, Recurring | Warrants and Rights | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | ||||
Fair Value, Measurements, Recurring | Warrants and Rights | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Securities sold, not yet purchased, at fair value | 0 | ||||
Fair Value, Measurements, Recurring | Contingent liability payable | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Business Combination, Contingent Consideration, Liability | 3,070 | [4] | 3,440 | ||
Fair Value, Measurements, Recurring | Contingent liability payable | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Business Combination, Contingent Consideration, Liability | 0 | [4] | 0 | [5] | |
Fair Value, Measurements, Recurring | Contingent liability payable | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Business Combination, Contingent Consideration, Liability | 0 | [4] | 0 | [5] | |
Fair Value, Measurements, Recurring | Contingent liability payable | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Business Combination, Contingent Consideration, Liability | 3,070 | [4] | 3,440 | [5] | |
Fair Value, Measurements, Recurring | Futures | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 242 | |||
Fair Value, Measurements, Recurring | Futures | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 242 | |||
Fair Value, Measurements, Recurring | Futures | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Futures | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Currency forward | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 1 | ||||
Fair Value, Measurements, Recurring | Currency forward | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Currency forward | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 1 | ||||
Fair Value, Measurements, Recurring | Currency forward | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Currency forward | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 709 | 874 | |||
Fair Value, Measurements, Recurring | Currency forward | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Currency forward | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 709 | 874 | |||
Fair Value, Measurements, Recurring | Currency forward | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Swaps | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 917 | ||||
Fair Value, Measurements, Recurring | Swaps | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Swaps | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 917 | ||||
Fair Value, Measurements, Recurring | Swaps | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Swaps | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 2,162 | 71 | |||
Fair Value, Measurements, Recurring | Swaps | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Swaps | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 2,162 | 71 | |||
Fair Value, Measurements, Recurring | Swaps | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 23,130 | ||||
Fair Value, Measurements, Recurring | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 23,130 | ||||
Fair Value, Measurements, Recurring | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Options | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 13,211 | 41,563 | |||
Fair Value, Measurements, Recurring | Options | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 11,115 | 19,162 | |||
Fair Value, Measurements, Recurring | Options | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Options | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 22,401 | ||||
Fair Value, Measurements, Recurring | Pay to hold | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 743 | ||||
Fair Value, Measurements, Recurring | Pay to hold | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Pay to hold | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 743 | ||||
Fair Value, Measurements, Recurring | Pay to hold | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | US Government Securities | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 13,398 | 2,807 | |||
Fair Value, Measurements, Recurring | US Government Securities | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 13,398 | 2,807 | |||
Fair Value, Measurements, Recurring | US Government Securities | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 0 | |||
Fair Value, Measurements, Recurring | US Government Securities | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 0 | |||
Fair Value, Measurements, Recurring | Preferred Stock | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 5,617 | 9,604 | |||
Fair Value, Measurements, Recurring | Preferred Stock | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 449 | 571 | |||
Fair Value, Measurements, Recurring | Preferred Stock | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 0 | 918 | |||
Fair Value, Measurements, Recurring | Preferred Stock | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 5,168 | 8,115 | |||
Fair Value, Measurements, Recurring | Common Stock | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 472,299 | 640,065 | |||
Fair Value, Measurements, Recurring | Common Stock | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 459,601 | 627,011 | |||
Fair Value, Measurements, Recurring | Common Stock | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 2,848 | 5,484 | |||
Fair Value, Measurements, Recurring | Common Stock | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 9,850 | 7,570 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 13,041 | 4,909 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 0 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 13,041 | 4,909 | |||
Fair Value, Measurements, Recurring | Corporate Bonds | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 0 | |||
Fair Value, Measurements, Recurring | Convertible Bonds | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 282 | ||||
Trading Securities, Equity | 3,000 | ||||
Fair Value, Measurements, Recurring | Convertible Bonds | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | ||||
Trading Securities, Equity | 0 | ||||
Fair Value, Measurements, Recurring | Convertible Bonds | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | ||||
Trading Securities, Equity | 0 | ||||
Fair Value, Measurements, Recurring | Convertible Bonds | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 282 | ||||
Trading Securities, Equity | 3,000 | ||||
Fair Value, Measurements, Recurring | Trade Claims | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 5,543 | 5,950 | |||
Fair Value, Measurements, Recurring | Trade Claims | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 0 | |||
Fair Value, Measurements, Recurring | Trade Claims | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 0 | |||
Fair Value, Measurements, Recurring | Trade Claims | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 5,543 | 5,950 | |||
Fair Value, Measurements, Recurring | Warrants and Rights | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 7,990 | 9,604 | |||
Fair Value, Measurements, Recurring | Warrants and Rights | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 6,324 | 7,087 | |||
Fair Value, Measurements, Recurring | Warrants and Rights | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 0 | 0 | |||
Fair Value, Measurements, Recurring | Warrants and Rights | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 1,666 | 2,517 | |||
Fair Value, Measurements, Recurring | Derivative Assets | Futures | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 58 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Futures | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 58 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Futures | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Futures | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Currency forward | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 5 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Currency forward | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Currency forward | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 5 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Currency forward | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Swaps | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 10,942 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Swaps | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Swaps | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 10,942 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Swaps | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 58,172 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 56,717 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | ||||
Fair Value, Measurements, Recurring | Derivative Assets | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 1,455 | ||||
Fair Value, Measurements, Recurring | Lehman claims, at fair value | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Other investments | 301 | ||||
Fair Value, Measurements, Recurring | Lehman claims, at fair value | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Other investments | 0 | ||||
Fair Value, Measurements, Recurring | Lehman claims, at fair value | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Other investments | 0 | ||||
Fair Value, Measurements, Recurring | Lehman claims, at fair value | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Other investments | 301 | ||||
Fair Value, Measurements, Recurring | Consolidated Funds | Currency forward | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 96 | 11 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Currency forward | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Currency forward | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 96 | 11 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Currency forward | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Equity Swap | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 713 | 7,042 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Equity Swap | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Equity Swap | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 713 | 7,042 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Equity Swap | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Options | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 854 | 77 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Options | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 854 | 77 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Options | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Options | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | US Government Securities | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 38,377 | 34,201 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | US Government Securities | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 38,377 | 30,552 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | US Government Securities | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 3,649 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | US Government Securities | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Preferred Stock | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 24,314 | 50,445 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Preferred Stock | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Preferred Stock | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Preferred Stock | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 24,314 | 50,445 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Common Stock | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 95,565 | 77,702 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Common Stock | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 95,471 | 77,652 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Common Stock | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Common Stock | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 94 | 50 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Corporate Bonds | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 24,098 | ||||
Fair Value, Measurements, Recurring | Consolidated Funds | Corporate Bonds | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | ||||
Fair Value, Measurements, Recurring | Consolidated Funds | Corporate Bonds | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 24,098 | ||||
Fair Value, Measurements, Recurring | Consolidated Funds | Corporate Bonds | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Debt Securities, Trading | 0 | ||||
Fair Value, Measurements, Recurring | Consolidated Funds | Warrants and Rights | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 5,279 | 3,568 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Warrants and Rights | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Warrants and Rights | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Warrants and Rights | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Trading Securities, Equity | 5,279 | 3,568 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Currency forward | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 186 | 524 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Currency forward | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Currency forward | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 186 | 524 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Currency forward | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Equity Swap | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 2,477 | 1,754 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Equity Swap | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Equity Swap | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 2,477 | 1,754 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Equity Swap | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Options | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 1,753 | 242 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Options | Level 1 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 1,753 | 242 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Options | Level 2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | 0 | 0 | |||
Fair Value, Measurements, Recurring | Consolidated Funds | Derivative Assets | Options | Level 3 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Asset | $ 0 | $ 0 | |||
[1] | Includes index, equity, commodity future and cash conversion options. | ||||
[2] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. | ||||
[3] | In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated statement of financial condition. | ||||
[4] | In accordance with the terms of the purchase agreements for acquisitions that closed during the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income and/or revenues of the acquired businesses, if certain targets are achieved through the periods ended December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2018 can range from $2.8 million to $3.4 million. | ||||
[5] | In accordance with the terms of the purchase agreements for acquisitions that closed during the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income and/or revenues of the acquired businesses, if certain targets are achieved through the periods ended December 2018 and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2017 can range from $0.1 million to $15.0 million. |
Fair Value Measurements for O_4
Fair Value Measurements for Operating Entities and Consolidated Funds Unobservable Input Roll Forward (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | ||||
Preferred Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | $ 8,115,000 | $ 15,811,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 1,141,000 | 25,098,000 | [1],[2] | ||
Purchases/(covers) | 1,415,000 | 25,785,000 | |||
(Sales)/short buys | (695,000) | (2,956,000) | |||
Realized and unrealized gains (losses), asset | (2,526,000) | (5,427,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 860,000 | 486,000 | ||
Balance Asset Value | 5,168,000 | 8,115,000 | |||
Common Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 7,570,000 | 10,121,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 569,000 | 0 | |||
Purchases/(covers) | 3,324,000 | 2,670,000 | |||
(Sales)/short buys | (1,416,000) | (2,688,000) | |||
Realized and unrealized gains (losses), asset | 941,000 | (2,533,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 1,797,000 | (412,000) | ||
Balance Asset Value | 9,850,000 | 7,570,000 | |||
Convertible Bonds | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 282,000 | 250,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 3,000,000 | 282,000 | |||
(Sales)/short buys | (307,000) | 0 | |||
Realized and unrealized gains (losses), asset | 25,000 | (250,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | 0 | ||
Balance Asset Value | 3,000,000 | 282,000 | |||
Options | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 1,455,000 | 14,753,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 0 | 0 | |||
(Sales)/short buys | (1,455,000) | 0 | |||
Realized and unrealized gains (losses), asset | 0 | (13,298,000) | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | (13,298,000) | ||
Balance Asset Value | 0 | 1,455,000 | |||
Warrants and Rights | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 2,517,000 | 3,719,000 | |||
Asset, Transfers In | 0 | 2,173,000 | [4],[5] | ||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 0 | 0 | |||
(Sales)/short buys | (143,000) | (4,118,000) | |||
Realized and unrealized gains (losses), asset | (708,000) | 743,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | (850,000) | 510,000 | ||
Balance Asset Value | 1,666,000 | 2,517,000 | |||
Trade Claims | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 5,950,000 | 562,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 44,000 | 5,865,000 | |||
(Sales)/short buys | (536,000) | (611,000) | |||
Realized and unrealized gains (losses), asset | 85,000 | 134,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | 202,000 | ||
Balance Asset Value | 5,543,000 | 5,950,000 | |||
Lehman claims, at fair value | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 301,000 | 265,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 0 | 0 | |||
(Sales)/short buys | (234,000) | 0 | |||
Realized and unrealized gains (losses), asset | (67,000) | 36,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | 36,000 | ||
Balance Asset Value | 0 | 301,000 | |||
Consolidated Funds | Preferred Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 50,445,000 | 36,928,000 | |||
Asset, Transfers In | 0 | 22,644,000 | [1] | ||
Asset, Transfers Out | 38,552,000 | [6] | 13,668,000 | [2] | |
Purchases/(covers) | 3,066,000 | 8,437,000 | |||
(Sales)/short buys | 0 | (11,903,000) | |||
Realized and unrealized gains (losses), asset | 9,355,000 | 8,007,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 9,355,000 | 3,896,000 | ||
Balance Asset Value | 24,314,000 | 50,445,000 | |||
Consolidated Funds | Common Stock | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 50,000 | 295,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 0 | 0 | |||
Purchases/(covers) | 0 | 526,000 | |||
(Sales)/short buys | 0 | (848,000) | |||
Realized and unrealized gains (losses), asset | 44,000 | 77,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 44,000 | 0 | ||
Balance Asset Value | 94,000 | 50,000 | |||
Consolidated Funds | Warrants and Rights | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 3,568,000 | 3,000 | |||
Asset, Transfers In | 0 | 0 | |||
Asset, Transfers Out | 20,000 | [6] | 0 | ||
Purchases/(covers) | (1,340,000) | 0 | |||
(Sales)/short buys | 0 | 0 | |||
Realized and unrealized gains (losses), asset | 3,071,000 | 3,565,000 | |||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 1,730,000 | 3,565,000 | ||
Balance Asset Value | 5,279,000 | 3,568,000 | |||
Consolidated Funds | Loans | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Asset Value | 0 | 657,000 | |||
Asset, Transfers In | 0 | ||||
Asset, Transfers Out | 0 | ||||
Purchases/(covers) | 202,000 | ||||
(Sales)/short buys | (1,021,000) | ||||
Realized and unrealized gains (losses), asset | 162,000 | ||||
Change in Unrealized Gain (Loss), instruments still held, asset | [3] | 0 | |||
Balance Asset Value | 0 | ||||
Options, liability | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Liability Value | 22,401,000 | 14,753,000 | |||
Liability, Transfers In | 0 | 0 | |||
Liability, Transfers Out | (28,973,000) | [7] | 0 | ||
Liability, Purchases | 0 | 0 | |||
Liability, Sales | (259,000) | 0 | |||
Realized and unrealized gains (losses), liability | 8,927,000 | 7,648,000 | |||
Change in Unrealized Gain (Loss), instruments still held, liabilities | [3] | 8,927,000 | 7,648,000 | ||
Balance Liability Value | 2,096,000 | 22,401,000 | |||
Contingent liability payable | |||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||||
Balance Liability Value | 3,440,000 | 5,997,000 | |||
Liability, Transfers In | 0 | 0 | |||
Liability, Transfers Out | 0 | 0 | |||
Liability, Purchases | 427,000 | 0 | |||
Liability, Sales | (797,000) | (392,000) | |||
Realized and unrealized gains (losses), liability | 0 | (2,165,000) | |||
Change in Unrealized Gain (Loss), instruments still held, liabilities | [3] | 0 | (2,165,000) | ||
Balance Liability Value | $ 3,070,000 | $ 3,440,000 | |||
[1] | The Company transferred investments to a Consolidated Fund. | ||||
[2] | The investments were converted to common stock. | ||||
[3] | Unrealized gains/losses are reported in other income (loss) in the accompanying consolidated statements of operations. | ||||
[4] | As part of the preferred stock sale, the sellers received contingent value rights to be paid in the event certain milestones are reached. | ||||
[5] | The Company received warrants as consideration as part of an investment banking transaction. | ||||
[6] | The Company deconsolidated an investment fund (See note 3) | ||||
[7] | On June 26, 2018, the Company received shareholder approval which will allow the Company to settle its convertible note (see Note 23) entirely in class A common shares. Upon receiving shareholder approval, the Company reclassified the embedded conversion option, associated with the convertible debt, to equity. (See Note 24) |
Fair Value Measurements for O_5
Fair Value Measurements for Operating Entities and Consolidated Funds Fair Value Inputs, Unobservable Inputs, Quantitative Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Contingent liability payable | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Liability Value | $ 3,070 | $ 3,440 | $ 5,997 | |
Trade Claims | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | 5,543 | 5,950 | 562 | |
Warrants and Rights | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | 1,666 | 2,517 | 3,719 | |
Options | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | 0 | 1,455 | $ 14,753 | |
Level 3 | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | 54,914 | 80,253 | ||
Balance Liability Value | $ 5,166 | $ 25,841 | ||
Level 3 | Options | Market Approach Valuation Technique | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 28.00% | |||
Level 3 | Options | Market Approach Valuation Technique | Maximum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 40.00% | |||
Level 3 | Contingent liability payable | Income Approach and Market Approach Valuation Techniques | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 23.00% | |||
Level 3 | Contingent liability payable | Income Approach and Market Approach Valuation Techniques | Minimum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 8.00% | |||
Level 3 | Contingent liability payable | Income Approach and Market Approach Valuation Techniques | Maximum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 23.00% | |||
Level 3 | Contingent liability payable | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Liability Value | $ 3,440 | |||
Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | $ 4,323 | $ 5,642 | ||
Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | Minimum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 650.00% | 480.00% | ||
Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | Maximum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 700.00% | 850.00% | ||
Level 3 | Trade Claims | Market Approach Valuation Technique | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 20.00% | 20.00% | ||
Level 3 | Trade Claims | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | $ 25 | $ 70 | ||
Level 3 | Warrants and Rights | Income Approach and Market Approach Valuation Techniques | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | 1,666 | |||
Level 3 | Warrants and Rights | Market Approach Valuation Technique | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 22.00% | |||
Level 3 | Warrants and Rights | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | $ 2,516 | |||
Level 3 | Other Investments | Income Approach and Market Approach Valuation Techniques | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | [1] | 48,900 | ||
Level 3 | Other Investments | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | [1] | $ 70,570 | ||
Level 3 | Options | Market Approach Valuation Technique | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 28.00% | |||
Level 3 | Options | Derivative Assets | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Balance Asset Value | $ 1,455 | |||
Fair Value, Measurements, Recurring | Level 3 | Option | Options | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Financial Liabilities Fair Value Disclosure | $ 2,096 | $ 22,401 | ||
Discount rate | Level 3 | Contingent liability payable | Market Approach Valuation Technique | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 22.00% | |||
Discount rate | Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | Minimum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 8.00% | |||
Discount rate | Level 3 | Common and Preferred Stock | Market Approach, Income Approach and Replacement Cost Valuation Techniques [Member] | Maximum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 14.00% | |||
Discount rate | Level 3 | Warrants and Rights | Market Approach Valuation Technique | Minimum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 7.00% | |||
Discount rate | Level 3 | Warrants and Rights | Market Approach Valuation Technique | Maximum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 9.00% | |||
Volatility | Level 3 | Warrants and Rights | Market Approach Valuation Technique | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 61.00% | |||
Volatility | Level 3 | Options | Market Approach Valuation Technique | Minimum | ||||
Fair Value Inputs, Assets and Liabilities, Quantitative Information [Line Items] | ||||
Fair value inputs | 35.00% | |||
[1] | The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from recent transactions. |
Fair Value Measurements for O_6
Fair Value Measurements for Operating Entities and Consolidated Funds Carrying Value Disclosures (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash and cash equivalents | $ 259,148 | $ 130,052 | $ 110,990 | |
Cash collateral pledged | 6,318 | 17,888 | 13,342 | |
Segregated cash | 176,647 | 116,268 | $ 1,024 | |
Securities Borrowed, Gross | 407,795 | 443,148 | ||
Securities borrowed, financial instruments | 414,778 | |||
Securities borrowed | 407,795 | 443,148 | ||
Loans Receivable, Net | 36,021 | 37,993 | ||
Cash and cash equivalents, Consolidated Funds | 38,118 | 21,988 | ||
Securities Loaned, Gross | 414,852 | 456,831 | ||
Securities Loaned, Financial instruments | 439,228 | |||
Convertible debt | 134,489 | 141,502 | ||
Notes payable and other debt | 262,965 | 173,458 | ||
Convertible Debt | ||||
Convertible debt, unamortized discount | 24,900 | 25,600 | ||
Level 1 | ||||
Cash and cash equivalents, Fair Value | 259,148 | 130,052 | ||
Segregated cash fair value disclosures | 176,647 | 116,268 | ||
Cash and cash equivalents, Consolidated Funds, Fair Value | 38,118 | 21,988 | ||
Level 2 | ||||
Cash collateral pledged, Fair Value | 6,318 | 17,888 | ||
Securities borrowed, financial instruments | 383,593 | |||
Securities Borrowed, Fair Value Disclosure | 414,763 | |||
Securities Loaned, Financial instruments | 391,310 | |||
Securities loaned, fair value disclosure | 440,162 | |||
Convertible debt, Fair Value | [1] | 157,433 | 172,709 | |
Notes payable and other debt, Fair Value | [2] | 258,546 | 182,352 | |
Level 3 | ||||
Loans Receivable, Fair Value Disclosure | [3] | $ 36,021 | $ 37,993 | |
[1] | The convertible debt includes the conversion option and is based on the last broker quote available. | |||
[2] | Notes payable and other debt are based on the last broker quote available. | |||
[3] | The fair market value of level 3 loans is calculated using discounted cash flows. |
Deposits with Clearing Organi_2
Deposits with Clearing Organizations, Brokers and Banks (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deposits with Clearing Organizations, Brokers and Banks [Abstract] | ||
Deposits with clearing organizations, brokers and banks | $ 89,423 | $ 93,996 |
Receivables from and payables_3
Receivables from and payables to brokers, dealers and clearing organizations (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Brokers and Dealers [Abstract] | ||
Receivable from Broker-dealers | $ 692,581 | $ 409,499 |
Securities Failed-to-Deliver | 72,918 | 87,820 |
Receivable from Clearing organizations | 15,319 | 6,126 |
Stock borrow interest receivable | 5,295 | 4,733 |
Receivable from brokers, dealers and clearing organizations | 786,113 | 508,178 |
Payable to Broker-Dealers | 159,443 | 145,860 |
Securities Failed-to-Receive | 28,826 | 53,540 |
Payable to clearing organizations | 36,338 | 48,257 |
Stock loan interest payable | 4,124 | 4,496 |
Payables to brokers, dealers and clearing organizations | $ 228,731 | $ 252,153 |
Receivable from and Payable t_2
Receivable from and Payable to Customers (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Receivables and Payable to Customers [Abstract] | ||
Receivable from customers | $ 37,858 | $ 49,891 |
Payable to customers | $ 525,153 | $ 352,467 |
Fixed Assets (Details)
Fixed Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | $ 58,073 | $ 68,851 | ||
Less: Accumulated depreciation and amortization | (31,630) | (28,355) | ||
Fixed assets, net | 26,443 | 40,496 | ||
Other Depreciation and Amortization | 7,400 | 7,000 | $ 7,700 | |
Gain (Loss) on Disposition of Property Plant Equipment | (15,343) | 2,346 | 0 | |
Telephone and computer equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | 3,301 | 3,465 | ||
Computer software | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | 4,214 | 2,914 | ||
Furniture and fixtures | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | 2,829 | 1,423 | ||
Leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | 37,652 | 36,702 | ||
Assets acquired under capital leases-equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | 10,077 | 6,920 | ||
Depreciation | 1,600 | 1,000 | 1,200 | |
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Accumulated Depreciation | 5,000 | 3,400 | ||
Aircraft and related equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | 0 | 17,369 | ||
Gain (Loss) on Disposition of Property Plant Equipment | $ 2,300 | 1,000 | ||
Depreciation | 800 | 1,500 | $ 1,700 | |
Other Capitalized Property Plant and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, Plant and Equipment, Gross | $ 0 | $ 58 |
Goodwill and Intangibles Schedu
Goodwill and Intangibles Schedule of Goodwill by Segment (Details) (Annual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Line Items] | |||
Goodwill, Acquired During Period | $ 0 | $ 0 | |
Goodwill, Gross | 80,363 | 80,363 | $ 80,363 |
Goodwill [Roll Forward] | |||
Goodwill | 60,678 | 60,678 | |
Goodwill | 60,678 | 60,678 | |
Goodwill, Impaired, Accumulated Impairment Loss | 19,685 | 19,685 | 19,685 |
Goodwill, Other Increase (Decrease) | 0 | 0 | |
Goodwill, Impairment Loss | 0 | 0 | |
Investment Management | |||
Goodwill [Line Items] | |||
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill, Gross | 29,026 | 29,026 | 29,026 |
Goodwill [Roll Forward] | |||
Goodwill | 18,826 | 18,826 | |
Goodwill | 18,826 | 18,826 | |
Goodwill, Impaired, Accumulated Impairment Loss | 10,200 | 10,200 | 10,200 |
Goodwill, Other Increase (Decrease) | 0 | 0 | |
Goodwill, Impairment Loss | 0 | 0 | |
Investment Bank | |||
Goodwill [Line Items] | |||
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill, Gross | 51,337 | 51,337 | 51,337 |
Goodwill [Roll Forward] | |||
Goodwill | 41,852 | 41,852 | |
Goodwill | 41,852 | 41,852 | |
Goodwill, Impaired, Accumulated Impairment Loss | 9,485 | 9,485 | $ 9,485 |
Goodwill, Other Increase (Decrease) | 0 | 0 | |
Goodwill, Impairment Loss | $ 0 | $ 0 |
Goodwill and Intangibles Sche_2
Goodwill and Intangibles Schedule of Intangible Assets (Details) (Annual) - USD ($) $ in Thousands | Jun. 01, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 5,000 | $ 6,100 | $ 5,000 | |
Intangible assets, accumulated amortization (in dollars) | (38,093) | (33,081) | ||
Intangible Assets, Net | 24,943 | 29,955 | ||
Finite-Lived Intangible Assets, Gross | $ 63,036 | 63,036 | ||
Investment Contracts [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||
Trade Names [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets, accumulated amortization (in dollars) | $ (10,599) | (10,555) | ||
Intangible Assets, Net | 23 | 67 | ||
Finite-Lived Intangible Assets, Gross | 10,622 | 10,622 | ||
Customer Relationships [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets, accumulated amortization (in dollars) | (18,960) | (15,733) | ||
Intangible Assets, Net | 22,174 | 25,401 | ||
Finite-Lived Intangible Assets, Gross | $ 41,134 | 41,134 | ||
Customer Contracts [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 1 year 2 months 12 days | |||
Intangible assets, accumulated amortization (in dollars) | $ (800) | (800) | ||
Intangible Assets, Net | 0 | 0 | ||
Finite-Lived Intangible Assets, Gross | 800 | 800 | ||
Noncompete Agreements [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets, accumulated amortization (in dollars) | (2,055) | (1,479) | ||
Intangible Assets, Net | 182 | 758 | ||
Finite-Lived Intangible Assets, Gross | 2,237 | 2,237 | ||
Developed Technology Rights [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets, accumulated amortization (in dollars) | (5,679) | (4,514) | ||
Intangible Assets, Net | 2,564 | 3,729 | ||
Finite-Lived Intangible Assets, Gross | 8,243 | 8,243 | ||
Convergex Group | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 10,300 | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years 8 months 12 days | |||
Amortization of Intangible Assets | $ 1,300 | $ 1,400 | ||
Finite-Lived Intangible Assets, Gross | $ 10,270 | |||
Convergex Group | Customer Relationships [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 9 years | |||
Minimum | Trade Names [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 months 6 days | |||
Minimum | Customer Relationships [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Minimum | Noncompete Agreements [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Minimum | Developed Technology Rights [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Minimum | Convergex Group | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 months 6 days | |||
Minimum | Convergex Group | Trade Names [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 months 6 days | |||
Maximum | Trade Names [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 7 years 6 months | |||
Maximum | Customer Relationships [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 14 years | |||
Maximum | Noncompete Agreements [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||
Maximum | Developed Technology Rights [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 10 years | |||
Maximum | Convergex Group | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 9 years | |||
Maximum | Convergex Group | Trade Names [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 2 years 7 months 6 days |
Goodwill and Intangibles Amorti
Goodwill and Intangibles Amortization of Intangible Assets (Details) (Annual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 5,000 | $ 6,100 | $ 5,000 |
Impairment of Intangible Assets, Finite-lived | 0 | $ 0 | |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 4,162 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 3,950 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 3,890 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 3,108 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 2,768 | ||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 7,065 | ||
Finite-Lived Intangible Assets, Net | $ 24,943 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Prepaid Expense | $ 11,989 | $ 13,267 | |
Deposit | 889 | 877 | |
Reinsurance Recoverables, Including Reinsurance Premium Paid | [1] | 18,167 | 14,014 |
Tax receivables | 7,029 | 1,457 | |
Other Receivables | 212 | 19,565 | |
Interest and dividends receivable | 2,413 | 1,021 | |
Reinsurance Recoverables, Incurred but Not Reported Claims | [1] | 4,696 | 1,978 |
Notes, Loans and Financing Receivable, Gross, Current | [2] | 21,504 | 19,851 |
Other Assets, Miscellaneous | 12,115 | 16,238 | |
Other Assets | $ 79,014 | $ 88,268 | |
Loans | Hollenfels | Minimum | |||
Effective interest rate | 8.00% | 8.00% | |
Loans | Hollenfels | Maximum | |||
Effective interest rate | 8.50% | 8.50% | |
[1] | Balances relate to the Company's reinsurance business entered into during 2016 (See Note 17). | ||
[2] | As of December 31, 2018 and 2017, the maturity was January 2024 with interest rate of 8% for the first five years and 8.5% for the remainder of the term, related to the Company's commercial reinsurance activities. |
Accounts Payable Accrued Expe_3
Accounts Payable Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounts Payable [Line Items] | |||
Deferred rent obligations | $ 8,242 | $ 12,822 | |
Business Combination, Contingent Consideration, Liability | 3,070 | 3,440 | |
Equity in RCG Longview partners II, LLC | 6,367 | 6,022 | |
Interest and Dividends Payable | 2,483 | 2,891 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Incurred but Not Reported (IBNR) Claims, Amount | [1] | 23,714 | 9,464 |
Accrued Professional Fees | 5,177 | 5,008 | |
Unearned Premiums | [1] | 12,483 | 6,116 |
Fees Payable | 594 | 798 | |
Taxes Payable | 1,742 | 7,482 | |
Estimated Litigation Liability | 500 | 3,000 | |
Accrued expenses and accounts payable | [2] | 46,051 | 39,490 |
Accounts payable, accrued expenses and other liabilities | 110,423 | 96,533 | |
Hollenfels | |||
Accounts Payable [Line Items] | |||
Accrued Liabilities | $ 15,700 | $ 18,000 | |
[1] | Balances relate to the Company's reinsurance business entered into during 2016 (See Note 17). | ||
[2] | As of December 31, 2018 and 2017, the balance includes reinsurance premiums payable of $15.7 million and $18.0 million, respectively. |
Commission Management Payable (
Commission Management Payable (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Commission Management Payable [Abstract] | ||
Commission management payable | $ 95,270 | $ 70,451 |
Redeemable Non-Controlling In_3
Redeemable Non-Controlling Interests in Consolidated Subsidiaries and Funds (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Noncontrolling Interest [Line Items] | |||||||||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | $ 284,780 | $ 440,604 | $ 284,780 | $ 440,604 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (655) | $ 5,290 | $ 24,607 | $ 11,156 | (11,621) | $ 5,162 | $ 21,145 | $ 9,105 | 40,398 | 23,791 | $ 6,882 |
Operating Entities | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | 10,434 | 6,113 | 10,434 | 6,113 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 6,515 | 2,353 | 3,717 | ||||||||
Consolidated Funds | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Redeemable non-controlling interests in consolidated subsidiaries and funds | $ 274,346 | $ 434,491 | 274,346 | 434,491 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | $ 33,883 | $ 21,438 | $ 3,165 |
Reinsurance (Details)
Reinsurance (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |
Historical Average Claims Ratios, Period, Maximum | 10 years |
Hollenfels | |
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |
Share of incurred and paid claims | $ 14.8 |
Share of claims incurred but not reported | $ 11.8 |
Share-Based Compensation and _3
Share-Based Compensation and Employee Ownership Plans Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 56,519 | ||
Share Price | $ 13.34 | $ 13.65 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 191,962 | ||
Equity Plans | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-compensation expense recognized in connection with compensation plan | $ 37 | $ 28.4 | $ 26 |
Tax benefit of stock-compensation expense recognized in connection with compensation plan | $ 9.7 | $ 7.7 | $ 11.4 |
Equity Plans | Employee Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options, initial term | 7 years | ||
Equity Plans | Employee Stock Option | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation award, vesting period | 2 years | ||
Equity Plans | Employee Stock Option | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation award, vesting period | 5 years | ||
Equity Plans | Restricted Shares and Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense | $ 56.1 | ||
Vested, shares | 1,961,824 | 2,036,366 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 5,962,295 | 5,579,293 | 5,717,932 |
Equity Plans | Restricted Stock | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation award, vesting period | 2 years | ||
Equity Plans | Restricted Stock | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock compensation award, vesting period | 5 years | ||
Equity Plans | Restricted Stock Units (RSUs) | Non-employee Director | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 88,504 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 253,772 | ||
Equity Plans | Stock Appreciation Rights (SARs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
SAR's, initial term | 5 years | ||
Vested, shares | 75,000 | 25,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 0 | 75,000 | 100,000 |
Deferred Cash Award | Cowen Group, Inc. 2010 Equity and Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Deferred cash awards granted | $ 39.2 | ||
Stock compensation award, vesting period | 4 years | ||
Convergex Group | Deferred Cash Award | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Deferred cash awards granted | $ 0.3 |
Share-Based Compensation and _4
Share-Based Compensation and Employee Ownership Plans Deferred Cash (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Cowen Group, Inc. 2010 Equity and Incentive Plan | Deferred Cash Award | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Deferred cash awards granted | $ 39.2 |
Deferred cash awards, vesting period | 4 years |
Deferred cash award, interest rate | 0.70% |
Deferred cash awards, unrecognized compensation expense | $ 48.3 |
Convergex Group | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Deferred Compensation Arrangement with Individual, Requisite Service Period | 27 months |
Convergex Group | Deferred Cash Award | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Deferred cash awards granted | $ 0.3 |
Share-Based Compensation and _5
Share-Based Compensation and Employee Ownership Plans Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||
Closing stock price, in dollars per share | $ 13.34 | $ 13.65 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 month 6 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 0 years | ||
Equity Plans | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 0 | 0 | 4,167 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 0 | $ 0 | $ 19.56 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 0 years | 0 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | $ 0 | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 0 | 0 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Other Share Increase (Decrease) in Period, Weighted Average Exercise Price | $ 0 | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | 0 | (4,167) | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price | $ 0 | $ 19.56 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 0 | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 0 | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 0 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 0 | $ 0 |
Share-Based Compensation and _6
Share-Based Compensation and Employee Ownership Plans SARs (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Shares Subject to Option | ||||
Balance outstanding, beginning of period, shares | 191,962 | |||
Balance outstanding, end of period, shares | 191,962 | |||
Weighted Average Exercise Price/Share | ||||
Closing stock price, in dollars per share | $ 13.34 | $ 13.65 | ||
Stock Appreciation Rights | ||||
Weighted Average Exercise Price/Share | ||||
Exercisable, weighted remaining contractual term | 0 years | 0 | ||
Equity Plans | ||||
Weighted Average Exercise Price/Share | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 0 | $ 0 | ||
Equity Plans | Stock Appreciation Rights | ||||
Shares Subject to Option | ||||
Balance outstanding, beginning of period, shares | 75,000 | 100,000 | ||
Acquired, shares | (75,000) | (25,000) | ||
Balance outstanding, end of period, shares | 0 | 75,000 | 100,000 | |
Balance exercisable, shares | 0 | 0 | ||
Weighted Average Exercise Price/Share | ||||
Balance outstanding, beginning of period, in dollars per share | $ 11.60 | $ 11.60 | ||
Acquired, in dollars per share | 14.21 | 11.60 | ||
Balance outstanding, end of period, in dollars per share | 11.60 | $ 11.60 | ||
Balance exercisable, weighted shares | $ 0 | $ 0 | ||
Weighted Average Remaining Term Outstanding | 0 years | 2 months 16 days | 1 year 2 months 16 days | |
Aggregate intrinsic value, outstanding | [1] | $ 0 | $ 173 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | [1] | $ 435 | ||
Granted, shares | 0 | |||
Granted, in dollars per share | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 0 | |||
[1] | Based on the Company's closing stock price of $13.34 on December 31, 2018 and $13.65 on December 31, 2017. |
Share-Based Compensation and _7
Share-Based Compensation and Employee Ownership Plans Restricted Shares and Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 2 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Jan. 31, 2014 | Dec. 31, 2018 | Dec. 31, 2017 | |
Nonvested Restricted Shares and Restricted Stock Units | ||||
Balance outstanding, beginning of period, shares | 191,962 | |||
Balance outstanding, end of period, shares | 191,962 | |||
Weighted-Average Grant Date Fair Value | ||||
Granted, shares | 56,519 | |||
Equity Plans | Restricted Shares and Restricted Stock Units (RSUs) | ||||
Nonvested Restricted Shares and Restricted Stock Units | ||||
Balance outstanding, beginning of period, shares | 5,579,293 | 5,717,932 | ||
Granted, shares | 2,413,727 | 2,255,441 | ||
Vested, shares | (1,961,824) | (2,036,366) | ||
Forfeited, shares | (68,901) | (357,714) | ||
Balance outstanding, end of period, shares | 5,962,295 | 5,579,293 | ||
Weighted-Average Grant Date Fair Value | ||||
Balance outstanding, beginning of period, in dollars per share | $ 16.33 | $ 16.23 | ||
Granted, in dollars per share | 14.20 | 14.98 | ||
Vested, in dollars per share | 15.60 | 14.64 | ||
Forfeited, in dollars per share | 14.21 | 15.77 | ||
Balance outstanding, end of period, in dollars per share | $ 15.73 | $ 16.33 | ||
Unrecognized compensation expense | $ 56.1 | |||
Weighted-average recognition period for unrecognized compensation expense | 1 year 11 months 7 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Canceled in Period | 0 | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Canceled in Period, Weighted Average Grant Date Fair Value | $ 0 | $ 0 | ||
Equity Plans | Performance based restricted stock | ||||
Nonvested Restricted Shares and Restricted Stock Units | ||||
Granted, shares | 700,000 | 481,438 | ||
Forfeited, shares | (117,188) | |||
Non-employee Director | Equity Plans | Restricted Stock Units (RSUs) | ||||
Nonvested Restricted Shares and Restricted Stock Units | ||||
Balance outstanding, end of period, shares | 253,772 | |||
Weighted-Average Grant Date Fair Value | ||||
Granted, shares | 88,504 | |||
Maximum | ||||
Nonvested Restricted Shares and Restricted Stock Units | ||||
Percent of RSU's earned | 150.00% | |||
Minimum | ||||
Nonvested Restricted Shares and Restricted Stock Units | ||||
Percent of RSU's earned | 0.00% |
Defined Contribution Plans (Det
Defined Contribution Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Contribution Plans [Abstract] | |||
Defined Contribution Plan, Cost | $ 1 | $ 0.7 | $ 0.5 |
Income Taxes Income Tax Expense
Income Taxes Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||||||||||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | $ 93,000 | $ 3,900 | $ (29,500) | ||||||||
Income (Loss) from Continuing Operations before Income Taxes, Foreign | 6,000 | 3,100 | (2,000) | ||||||||
Income Taxes Receivable | $ 6,200 | 6,200 | |||||||||
Current Federal Tax Expense (Benefit) | (1,883) | 421 | 1,268 | ||||||||
Current State and Local Tax Expense (Benefit) | (2,148) | 2,034 | 1,972 | ||||||||
Current Foreign Tax Expense (Benefit) | 785 | 428 | 262 | ||||||||
Current Income Tax Expense (Benefit) | (3,246) | 2,883 | 3,502 | ||||||||
Deferred Federal Income Tax Expense (Benefit) | 12,018 | 44,071 | (22,834) | ||||||||
Deferred State and Local Income Tax Expense (Benefit) | 6,956 | (2,938) | (1,900) | ||||||||
Deferred Foreign Income Tax Expense (Benefit) | (9) | 37 | 2,140 | ||||||||
Deferred Income Tax Expense (Benefit) | 18,965 | 41,170 | (22,594) | ||||||||
Total Tax expense/(benefit) | $ (280) | $ 5,083 | $ 3,993 | $ 6,923 | $ 40,646 | $ 2,281 | $ (785) | $ 1,911 | $ 15,719 | $ 44,053 | $ (19,092) |
Income Taxes Income Tax Rate Re
Income Taxes Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Pre-tax loss at U.S. statutory rate | 21.00% | 35.00% | 35.00% |
Effective Income Tax Rate Reconciliation, Deduction, Dividend, Percent | 0.00% | (25.90%) | (0.00%) |
Effective Income Tax Rate Reconciliation, Bargain Purchase Gain, Percent | 0.00% | (34.80%) | 0.00% |
Effective Income Tax Rate Reconciliation, Basis Adjustment on Investment, Percent | 3.50% | 65.20% | 0.00% |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Other, Percent | 1.20% | 14.20% | 0.00% |
Effective Income Tax Rate Reconciliation, Equity in Earnings (Losses) of Unconsolidated Subsidiary, Percent | 0.00% | 0.00% | 38.70% |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent | 7.10% | 0.00% | (6.70%) |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | 0.00% | 669.80% | 0.00% |
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent | (10.00%) | 25.30% | 1.30% |
Effective Income Tax Rate Reconciliation, Noncontrolling Interest Income (Loss), Percent | (8.60%) | (119.60%) | 1.30% |
Effective Income Tax Rate Reconciliation, Other Adjustments, Percent | 1.70% | 3.70% | (9.00%) |
Total | 15.90% | 632.90% | 60.60% |
Income Taxes Deferred Tax Asset
Income Taxes Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Deferred Tax Assets, Operating Loss Carryforwards | $ 48,294 | $ 78,650 | |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits | 59,697 | 39,992 | |
Deferred Tax Assets, Goodwill and Intangible Assets | 0 | 1,042 | |
Deferred Tax Assets, Investments | 0 | 5,776 | |
Deferred Tax Assets, Tax Credit Carryforwards, Foreign | 9,036 | 4,419 | |
Deferred Tax Assets, Acquired Lease Liability | 2,098 | 3,473 | |
Deferred Tax Assets, Other | 2,444 | 2,696 | |
Deferred Tax Assets, Gross | 121,569 | 136,048 | |
Deferred Tax Assets, Valuation Allowance | 9,135 | 2,103 | |
Deferred Tax Assets, Net of Valuation Allowance | 112,434 | 133,945 | |
Deferred Tax Liabilities, Unrealized Gains on Trading Securities | 13,092 | 7,523 | |
Deferred Tax Liabilities, Other | 4,643 | 6,402 | |
Deferred Tax Liabilities, Intangible Assets | 1,642 | 3,697 | |
Deferred Tax Liabilities, Gross | 19,377 | 17,622 | |
Deferred Income Tax Expense (Benefit) | 18,965 | 41,170 | $ (22,594) |
Preferred stock dividends declared | 6,792 | 6,792 | $ 6,792 |
Deferred tax assets/(liabilities), net | $ 93,057 | $ 116,323 |
Income Taxes Summary of Operati
Income Taxes Summary of Operating Loss Carryforwards (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | |||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ (1,700,000) | ||
Income Taxes Receivable | 6,200,000 | ||
Deferred Tax Assets, Gross | 121,569,000 | $ 136,048,000 | |
Deferred Tax Liabilities, Gross | 19,377,000 | 17,622,000 | |
Income (Loss) from Continuing Operations before Income Taxes, Domestic | 93,000,000 | 3,900,000 | $ (29,500,000) |
Deferred Tax Assets, Other | 2,444,000 | 2,696,000 | |
Deferred Tax Assets, Valuation Allowance | 9,135,000 | 2,103,000 | |
Deferred Income Tax Expense (Benefit) | 18,965,000 | 41,170,000 | (22,594,000) |
Income (Loss) from Continuing Operations before Income Taxes, Foreign | 6,000,000 | $ 3,100,000 | $ (2,000,000) |
Unrecognized Tax Benefits, Interest on Income Taxes Expense | 300,000 | ||
Tax Credit Carryforward, Amount | 7,000,000 | ||
State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 98,200,000 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2037 | ||
Inland Revenue, Hong Kong [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 12,700,000 | ||
New York State Division of Taxation and Finance [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 58,000,000 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2037 | ||
Internal Revenue Service (IRS) [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 138,000,000 | ||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2037 | ||
Luxembourg Reinsurance Companies [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Deferred Tax Assets, Other | $ 189,100,000 | ||
Deferred Tax Liabilities, Gross, Current | 323,100,000 | ||
Deferred Tax Assets, Valuation Allowance | 189,100,000 | ||
LaBranche and Co Inc. [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | 37,100,000 | ||
Deferred tax asset, deduction limitation | $ 6,700,000 |
Income Taxes Unrecognized Tax B
Income Taxes Unrecognized Tax Benefits - Annual (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Contingency [Line Items] | |||
Unrecognized Tax Benefits | $ 299,000 | $ 3,947,000 | $ 0 |
Unrecognized Tax Benefits, Increase Resulting from Acquisition | 0 | 2,847,000 | |
Unrecognized Tax Benefits, Decrease Resulting from Current Period Tax Positions | (3,648,000) | ||
Unrecognized Tax Benefits, Increase Resulting from Current Period Tax Positions | $ 1,100,000 | ||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | (1,700,000) | ||
Unrecognized Tax Benefits, Interest on Income Taxes Expense | 300,000 | ||
New York State Division of Taxation and Finance [Member] | |||
Income Tax Contingency [Line Items] | |||
Unrecognized Tax Benefits | $ 1,200,000 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Lease Obligations | ||||
Net rent expense | $ 26,000,000 | $ 22,600,000 | $ 20,300,000 | |
Future minimum annual lease and service payments | ||||
Sublease income related to operating leases | 1,400,000 | 1,100,000 | $ 2,200,000 | |
Clawback Obligation | ||||
Future minimum annual lease and service payments | ||||
Contractual obligation | 6,200,000 | |||
RCG Longview Partners II, LLC | Clawback Obligation | ||||
Future minimum annual lease and service payments | ||||
Contractual obligation | 6,500,000 | $ 6,200,000 | ||
Equipment Leases | ||||
Future minimum annual lease and service payments | ||||
2,019 | [1] | 2,434,000 | ||
2,020 | [1] | 1,492,000 | ||
2,021 | [1] | 1,382,000 | ||
2,022 | [1] | 1,123,000 | ||
2,023 | [1] | 374,000 | ||
Thereafter | [1] | 0 | ||
Future minimum annual lease and service payments | [1] | 6,805,000 | ||
Service Payments | ||||
Future minimum annual lease and service payments | ||||
2,019 | 21,758,000 | |||
2,020 | 7,514,000 | |||
2,021 | 1,877,000 | |||
2,022 | 1,372,000 | |||
2,023 | 735,000 | |||
Thereafter | 735,000 | |||
Future minimum annual lease and service payments | 33,991,000 | |||
Facility Leases | ||||
Future minimum annual lease and service payments | ||||
2,019 | [2] | 24,584,000 | ||
2,020 | [2] | 22,608,000 | ||
2,021 | [2] | 22,321,000 | ||
2,022 | [2] | 19,166,000 | ||
2,023 | [2] | 16,204,000 | ||
Thereafter | [2] | 21,478,000 | ||
Future minimum annual lease and service payments | [2] | $ 126,361,000 | ||
[1] | Equipment Leases include the Company's commitments relating to operating and capital leases. See Note 23 for further information on the capital lease minimum payments which are included in the table. | |||
[2] | The Company has entered into various agreements to sublease certain of its premises. The Company recorded sublease income related to these leases of $1.4 million, $1.1 million, and $2.2 million for the years ended December 31, 2018, 2017, and 2016 respectively. |
Commitments and Contingencies S
Commitments and Contingencies Schedules of Unfunded Commitments (Details) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018USD ($)cowenfund | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | ||
Other Commitments [Line Items] | ||||
Sublease income related to operating leases | $ 1.4 | $ 1.1 | $ 2.2 | |
Unfunded Commitments | ||||
Other Commitments [Line Items] | ||||
Number of real estate investments | cowenfund | 5 | |||
Real Estate Funds | ||||
Other Commitments [Line Items] | ||||
Other commitments, unfunded amount | [1] | $ 22.6 | ||
Healthcare Royalty Partners | ||||
Other Commitments [Line Items] | ||||
Other commitments, unfunded amount | [2] | $ 4.9 | ||
Healthcare Royalty Partners | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 2 years | |||
Eclipse Ventures Fund I, L.P. | ||||
Other Commitments [Line Items] | ||||
Other commitments, unfunded amount | $ 0.2 | |||
Eclipse Ventures Fund I, L.P. | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 6 years | |||
Lagunita Biosciences, LLC | ||||
Other Commitments [Line Items] | ||||
Other commitments, unfunded amount | $ 1 | |||
Lagunita Biosciences, LLC | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 3 years | |||
Eclipse Fund II, L.P. | ||||
Other Commitments [Line Items] | ||||
Other commitments, unfunded amount | $ 0.8 | |||
Eclipse Fund II, L.P. | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 7 years | |||
Eclipse Continuity Fund I, L.P. | ||||
Other Commitments [Line Items] | ||||
Other commitments, unfunded amount | $ 0.6 | |||
Eclipse Continuity Fund I, L.P. | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 8 years | |||
Cowen Healthcare Investments II LP | ||||
Other Commitments [Line Items] | ||||
Other commitments, unfunded amount | $ 6.9 | |||
Cowen Healthcare Investments II LP | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 3 years | |||
Minimum | Real Estate Funds | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 2 years | |||
Maximum | Real Estate Funds | Commitment to Invest | ||||
Other Commitments [Line Items] | ||||
Term of capital commitment | 4 years | |||
[1] | The Company had unfunded commitments pertaining to capital commitments in five real estate investments held by the Company, all of which pertain to related party investments. Such commitments can be called at any time between | |||
[2] | The Company is a limited partner of the HealthCare Royalty Partners funds (which are managed by Healthcare Royalty Management) and is a member of HealthCare Royalty Partners General Partners. The Company will make its pro-rata investment in the HealthCare Royalty Partners funds along with the other limited partners. |
Convertible Debt and Notes Pa_3
Convertible Debt and Notes Payable (Details) | Dec. 05, 2016 | Dec. 31, 2018USD ($)letters_of_creditclass$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($) | Jan. 31, 2014USD ($) | Dec. 14, 2017USD ($)$ / shares | Dec. 08, 2017USD ($) | Jan. 31, 2016 | Mar. 10, 2014USD ($)$ / shares | |
Debt and Capital Lease Obligations [Line Items] | ||||||||||
Preferred stock dividends | $ (6,792,000) | $ (6,792,000) | $ (6,792,000) | |||||||
Common stock, shares authorized | shares | 125,000,000 | |||||||||
Components of short-term borrowings and other debt | ||||||||||
Convertible debt | $ 134,489,000 | 141,502,000 | ||||||||
Note payable | 229,740,000 | 132,970,000 | ||||||||
Loans Payable to Bank | 28,200,000 | 28,121,000 | ||||||||
Other Notes Payable | 0 | 8,247,000 | ||||||||
Capital lease obligations | 5,025,000 | 4,120,000 | ||||||||
Debt, Long-term and Short-term, Combined Amount | 397,454,000 | 314,960,000 | ||||||||
Purchase of treasury stock, cost | 31,762,000 | |||||||||
Interest on Convertible Debt, Net of Tax | 200,000 | |||||||||
Amortization of debt discount | 5,473,000 | 7,435,000 | 6,885,000 | |||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | |||||||||
Cash convertible note hedge transaction | 0 | 135,000,000 | 0 | |||||||
Short-term Debt, Maximum Amount Outstanding During Period | 2,100,000 | |||||||||
Debt Instrument, Periodic Payment, Principal | 200,000 | |||||||||
Letter of credit, borrowing capacity | 370,000,000 | |||||||||
Interest Expense, Debt | 800,000 | |||||||||
Capital Lease Obligations Incurred | $ 10,100,000 | |||||||||
Capital Leases, Income Statement, Interest Expense | 200,000 | 100,000 | 100,000 | |||||||
Future minimum lease payments for capital lease obligations | ||||||||||
2,019 | 1,355,000 | |||||||||
2,020 | 1,358,000 | |||||||||
2,021 | 1,358,000 | |||||||||
2,022 | 1,127,000 | |||||||||
2,023 | 374,000 | |||||||||
Thereafter | 0 | |||||||||
Subtotal | 5,572,000 | |||||||||
Less: Amount representing interest | [1] | (547,000) | ||||||||
Capital lease obligations | $ 5,025,000 | 4,120,000 | ||||||||
Number of letters of credit | letters_of_credit | 7 | |||||||||
Cash collateral pledged | $ 6,318,000 | $ 17,888,000 | 13,342,000 | |||||||
Preferred stock, shares authorized | shares | 10,000,000 | 10,000,000 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||
Number of classes | class | 2 | |||||||||
Minimum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Capital Lease Obligation, Initial Term | 55 months | |||||||||
Capital leases, interest rate | 3.70% | |||||||||
Maximum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Capital Lease Obligation, Initial Term | 60 months | |||||||||
Capital leases, interest rate | 5.69% | |||||||||
Letter of Credit, Boston Office, Expires March 2019 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | $ 387,574 | |||||||||
Letter of Credit, NY Office 1, Expires April 2019 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 357,248 | |||||||||
Letter of Credit, NY Office 2, Expires May 2019 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 70,619 | |||||||||
Letter of Credit, NY Office 3, Expires October 2019 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 496,651 | |||||||||
Letter of Credit, NY Office 4, Expires October 2019 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 1,686,539 | |||||||||
Letter of Credit, NY Office 5, Expires November 2019 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 1,605,356 | |||||||||
Letter of Credit, San Francisco Office, Expires January 2020 | Letter of Credit | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Letter of credit, borrowing capacity | 716,550 | |||||||||
Convertible Debt | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Convertible debt, unamortized discount | 24,900,000 | $ 25,600,000 | ||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,019 | 25,092,000 | |||||||||
2,020 | 4,050,000 | |||||||||
2,021 | 4,050,000 | |||||||||
2,022 | 139,050,000 | |||||||||
2,023 | 0 | |||||||||
Thereafter | 0 | |||||||||
Subtotal | 172,242,000 | |||||||||
Less: Amount representing interest | [1] | (37,753,000) | ||||||||
Senior Notes | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Note payable | 229,740,000 | |||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,019 | 17,893,000 | |||||||||
2,020 | 17,893,000 | |||||||||
2,021 | 17,893,000 | |||||||||
2,022 | 17,893,000 | |||||||||
2,023 | 17,893,000 | |||||||||
Thereafter | 352,197,000 | |||||||||
Subtotal | 441,662,000 | |||||||||
Less: Amount representing interest | [1] | (211,922,000) | ||||||||
Notes Payable to Banks | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Debt Instrument, Face Amount | 28,200,000 | |||||||||
Interest Expense, Debt, Excluding Amortization | $ 1,600,000 | $ 700,000 | ||||||||
Short-term Debt, Percentage Bearing Variable Interest Rate | 3.75% | |||||||||
Insurance Note | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Interest rate | 2.01% | 1.50% | ||||||||
Short-term Debt, Maximum Amount Outstanding During Period | $ 2,000,000 | |||||||||
Debt Instrument, Periodic Payment, Principal | 200,000 | |||||||||
Loans | ||||||||||
Repayments on long-term and short-term borrowings | ||||||||||
2,019 | 29,089,000 | |||||||||
2,020 | 0 | |||||||||
2,021 | 0 | |||||||||
2,022 | 0 | |||||||||
2,023 | 0 | |||||||||
Thereafter | 0 | |||||||||
Subtotal | 29,089,000 | |||||||||
Less: Amount representing interest | [1] | (889,000) | ||||||||
Aircraft and related equipment | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Other Notes Payable | $ 8,200,000 | |||||||||
Interest Expense, Debt | $ 400,000 | $ 700,000 | ||||||||
Aircraft and related equipment | Minimum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Interest rate | 4.21% | |||||||||
Aircraft and related equipment | Maximum | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Interest rate | 7.25% | |||||||||
Common Stock Class A | ||||||||||
Debt and Capital Lease Obligations [Line Items] | ||||||||||
Common stock, shares authorized | shares | 62,500,000 | 62,500,000 | ||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||
2022 convertible note | Convertible Debt | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Convertible debt | $ 135,000,000 | |||||||||
Debt Instrument, Face Amount | $ 135,000,000 | |||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 17.375 | |||||||||
Purchase of treasury stock, cost | 19,500,000 | |||||||||
Interest on Convertible Debt, Net of Tax | 4,100,000 | |||||||||
Convertible debt, unamortized discount | $ 23,400,000 | |||||||||
Amortization of debt discount | 4,000,000 | $ 200,000 | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 7.57% | |||||||||
Debt Issuance Costs, Gross | $ 2,200,000 | |||||||||
2019 convertible note | Convertible Debt | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Convertible debt | 20,800,000 | |||||||||
Debt Instrument, Face Amount | $ 149,500,000 | |||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 21.32 | |||||||||
Debt Instrument, Repurchase Amount | 13,500,000 | 115,100,000 | $ 115,100,000 | |||||||
Purchase of treasury stock, cost | 300,000 | |||||||||
Interest on Convertible Debt, Net of Tax | 1,100,000 | 4,300,000 | 4,500,000 | |||||||
Convertible debt, unamortized discount | $ 35,700,000 | |||||||||
Amortization of debt discount | 1,500,000 | 7,300,000 | 6,900,000 | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.89% | |||||||||
Debt Issuance Costs, Gross | $ 3,700,000 | |||||||||
Interest rate | 3.00% | |||||||||
Principal amount of notes being converted | $ 1,000 | |||||||||
Extinguishment of Debt, Amount | 600,000 | 10,500,000 | ||||||||
Cash convertible note hedge transaction | 20,500,000 | |||||||||
Class of Warrant, Exercise Price of Warrants or Rights | $ / shares | $ 28.72 | |||||||||
2033 Notes | Senior Notes | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Debt Instrument, Face Amount | $ 10,000,000 | $ 90,000,000 | ||||||||
Debt Issuance Costs, Gross | $ 3,600,000 | |||||||||
Interest rate | 7.75% | |||||||||
Interest Expense, Debt, Excluding Amortization | 4,300,000 | |||||||||
2027 Notes | Senior Notes | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Debt Instrument, Face Amount | $ 18,000,000 | $ 120,000,000 | ||||||||
Debt Issuance Costs, Gross | $ 5,000,000 | |||||||||
Interest rate | 7.35% | |||||||||
Interest Expense, Debt, Excluding Amortization | 10,100,000 | 600,000 | ||||||||
2021 Notes [Member] | Senior Notes | ||||||||||
Components of short-term borrowings and other debt | ||||||||||
Debt Instrument, Face Amount | $ 63,250,000 | |||||||||
Debt Instrument, Redemption Price, Percentage | 106.188% | |||||||||
Extinguishment of Debt, Amount | $ 5,600,000 | |||||||||
Interest Expense, Debt, Excluding Amortization | 5,300,000 | 5,200,000 | ||||||||
Collateral Reinsurance Agreement | ||||||||||
Future minimum lease payments for capital lease obligations | ||||||||||
Cash collateral pledged | 1,000,000 | 11,800,000 | ||||||||
Retained Earnings/(Accumulated deficit) | Convertible Preferred Stock | ||||||||||
Debt and Capital Lease Obligations [Line Items] | ||||||||||
Preferred stock dividends | $ (6,792,000) | $ (6,792,000) | $ (6,792,000) | |||||||
[1] | Amount necessary to reduce net minimum payments to present value calculated at the Company's implicit rate at inception. This amount also includes capitalized debt costs and the unamortized discount on the convertible debt. |
Stockholders Equity - Annual (D
Stockholders Equity - Annual (Details) $ / shares in Units, $ in Thousands | Dec. 05, 2016USD ($) | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($) | May 19, 2015USD ($)$ / sharesshares |
Equity, Class of Stock [Line Items] | |||||
Adjustments to Additional Paid in Capital, Stock Split | $ 900 | ||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | ||||
Common stock, shares authorized | shares | 125,000,000 | ||||
Preferred stock, shares authorized | shares | 10,000,000 | 10,000,000 | |||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Preferred stock dividends declared | $ 6,792 | $ 6,792 | $ 6,792 | ||
Treasury Stock, Shares [Roll Forward] | |||||
Treasury stock, shares, beginning of period | shares | 12,133,276 | ||||
Purchase of treasury stock, shares | shares | 2,164,186 | ||||
Treasury stock, shares, end of period | shares | 15,336,871 | 12,133,276 | |||
Treasury Stock, Cost [Roll Forward] | |||||
Treasury stock, cost, beginning of period | $ 186,846 | ||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | 12,310 | $ 11,889 | 8,835 | ||
Purchase of treasury stock, cost | 31,762 | ||||
Treasury stock, cost, end of period | $ 234,142 | $ 186,846 | |||
Treasury Stock, Average Cost Per Share [Roll Forward] | |||||
Treasury stock, average cost per share, beginning of period, in dollars per share | $ / shares | $ 15.40 | ||||
Purchase of treasury stock, average cost per share, in dollars per share | $ / shares | 14.68 | ||||
Treasury stock, average cost per share, end of period, in dollars per share | $ / shares | $ 15.27 | $ 15.40 | |||
Convertible Preferred Stock, Shares Issued upon Conversion | shares | 38.0619 | ||||
Convertible Preferred Stock, Threshold Percentage of Stock Price Trigger | 150.00% | ||||
Embedded Cash Conversion Option | $ 21,195 | $ 0 | 0 | ||
Treasury Stock | |||||
Treasury Stock, Shares [Roll Forward] | |||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | shares | 803,236 | ||||
Treasury Stock, Cost [Roll Forward] | |||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions | $ 12,136 | ||||
Treasury Stock, Average Cost Per Share [Roll Forward] | |||||
Shares purchased for minimum tax withholding under the Equity Plan or other similar transactions, Average Cost Per Share | $ / shares | $ 15.11 | ||||
Treasury stock shares received, other | shares | 236,173 | ||||
Treasury stock received, value, other | $ 3,398 | ||||
Treasury stock received, per share, other | $ / shares | $ 14.39 | ||||
Convertible Preferred Stock | |||||
Equity, Class of Stock [Line Items] | |||||
Preferred Stock, Dividend Rate, Percentage | 5.625% | ||||
Proceeds from Issuance of Preferred Stock, net of issuance costs | $ 117,200 | ||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | 3,600 | ||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 1,000 | ||||
Convertible Preferred Stock | Retained Earnings/(Accumulated deficit) | |||||
Equity, Class of Stock [Line Items] | |||||
Preferred stock dividends declared | $ 6,792 | $ 6,792 | $ 6,792 | ||
Common Stock Class A | |||||
Equity, Class of Stock [Line Items] | |||||
Common stock, shares authorized | shares | 62,500,000 | 62,500,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Treasury Stock, Shares [Roll Forward] | |||||
Treasury stock, shares, beginning of period | shares | 12,133,276 | ||||
Treasury stock, shares, end of period | shares | 15,336,871 | 12,133,276 | |||
Treasury Stock, Cost [Roll Forward] | |||||
Treasury stock, cost, beginning of period | $ 186,846 | ||||
Treasury stock, cost, end of period | $ 234,142 | $ 186,846 | |||
Common Stock Class B | |||||
Equity, Class of Stock [Line Items] | |||||
Common stock, shares authorized | shares | 62,500,000 | 62,500,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Call Option | |||||
Equity, Class of Stock [Line Items] | |||||
Option indexed to Issuer's Equity, Value | $ 15,900 | ||||
Maximum | |||||
Equity, Class of Stock [Line Items] | |||||
Convertible Preferred Stock, Threshold Consecutive Trading Days | 30 days | ||||
Maximum | Call Option | |||||
Equity, Class of Stock [Line Items] | |||||
Option Indexed to Issuer's Equity, Strike Price | $ / shares | $ 33.54 | ||||
Minimum | |||||
Equity, Class of Stock [Line Items] | |||||
Convertible Preferred Stock, Threshold Consecutive Trading Days | 20 days | ||||
Minimum | Call Option | |||||
Equity, Class of Stock [Line Items] | |||||
Option Indexed to Issuer's Equity, Strike Price | $ / shares | $ 26.27 | ||||
Convertible Debt | 2022 convertible note | |||||
Equity, Class of Stock [Line Items] | |||||
Debt Conversion, Converted Instrument, Amount | $ 23,400 | ||||
Treasury Stock, Cost [Roll Forward] | |||||
Purchase of treasury stock, cost | 19,500 | ||||
Treasury Stock, Average Cost Per Share [Roll Forward] | |||||
Embedded Cash Conversion Option | $ 29,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income / (Loss) [Abstract] | |||
Beginning Balance | $ (8) | $ (2) | $ 0 |
Foreign currency translation | 3 | (6) | (2) |
Ending Balance | $ (5) | $ (8) | $ (2) |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Computation of earnings per share: | ||||||||||||
Net income (loss) | $ 4,424 | $ 20,778 | $ 30,006 | $ 28,009 | $ (87,593) | $ 9,828 | $ 28,585 | $ 12,089 | $ 83,217 | $ (37,091) | $ (12,395) | |
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (655) | 5,290 | 24,607 | 11,156 | (11,621) | 5,162 | 21,145 | 9,105 | 40,398 | 23,791 | 6,882 | |
Net income (loss) attributable to Cowen Inc. | 5,079 | 15,488 | 5,399 | 16,853 | (75,972) | 4,666 | 7,440 | 2,984 | 42,819 | (60,882) | (19,277) | |
Preferred stock dividends | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 6,792 | 6,792 | 6,792 | |
Net income (loss) attributable to Cowen Inc. common stockholders | $ 3,381 | $ 13,790 | $ 3,701 | $ 15,155 | $ (77,670) | $ 2,968 | $ 5,742 | $ 1,286 | $ 36,027 | $ (67,674) | $ (26,069) | |
Shares for basic and diluted calculations: | ||||||||||||
Weighted average shares used in basic computation, shares | 29,194,000 | 29,610,000 | 29,769,000 | 29,625,000 | 30,934,000 | 31,271,000 | 28,634,000 | 27,061,000 | 29,545,000 | 29,492,000 | 26,857,000 | |
Weighted average shares used in diluted computation, shares | 30,955,000 | 30,844,000 | 30,720,000 | 30,492,000 | 30,934,000 | 32,246,000 | 29,474,000 | 28,401,000 | 30,735,000 | 29,492,000 | 26,857,000 | |
Earnings (loss) per share: | ||||||||||||
Earnings Per Share, Basic (in dollars per share) | $ 0.12 | $ 0.47 | $ 0.12 | $ 0.51 | $ (2.51) | $ 0.09 | $ 0.20 | $ 0.05 | $ 1.22 | $ (2.29) | $ (0.97) | |
Earnings Per Share, Diluted (in dollars per share) | $ 0.11 | $ 0.45 | $ 0.12 | $ 0.50 | $ (2.51) | $ 0.09 | $ 0.19 | $ 0.05 | $ 1.17 | $ (2.29) | $ (0.97) | |
Stock Options | ||||||||||||
Shares for basic and diluted calculations: | ||||||||||||
Shares attributable to share-based payment awards, shares | 0 | 0 | 0 | |||||||||
Stock Appreciation Rights | ||||||||||||
Shares for basic and diluted calculations: | ||||||||||||
Shares attributable to share-based payment awards, shares | 0 | 0 | 0 | |||||||||
Restricted Stock | ||||||||||||
Shares for basic and diluted calculations: | ||||||||||||
Shares attributable to share-based payment awards, shares | 1,190,000 | 0 | 0 | |||||||||
Common Stock Class A | ||||||||||||
Earnings Per Share, Basic and Diluted, by Common Class, Including Two Class Method [Line Items] | ||||||||||||
Common stock, shares outstanding, shares | 28,437,860 | 29,632,020 | 28,437,860 | 29,632,020 | 26,731,289 | 26,401,163 | ||||||
Common stock, restricted shares, shares | 253,772 | 191,962 | 253,772 | 191,962 |
Segment Reporting (Details)
Segment Reporting (Details) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)segmentcustomer | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | ||||
Segment Reporting Information [Line Items] | ||||||||||||||
Number of operating segments | segment | 2 | |||||||||||||
Entity-wide revenue, major customer, number | customer | 0 | |||||||||||||
Revenues | ||||||||||||||
Investment banking | $ 357,222,000 | $ 223,614,000 | $ 133,279,000 | |||||||||||
Brokerage | 413,582,000 | 293,610,000 | 199,180,000 | |||||||||||
Management fees | 29,658,000 | 33,245,000 | 40,612,000 | |||||||||||
Incentive income | 3,117,000 | 5,383,000 | 8,334,000 | |||||||||||
Investment Income | 0 | 0 | 0 | |||||||||||
Interest and dividends | 108,009,000 | 49,440,000 | 14,732,000 | |||||||||||
Reimbursement from affiliates | 1,038,000 | 2,860,000 | 10,504,000 | |||||||||||
Aircraft lease revenue | 1,852,000 | 3,751,000 | 4,161,000 | |||||||||||
Reinsurance premiums | 38,096,000 | 30,996,000 | 32,459,000 | |||||||||||
Other revenues | 4,504,000 | 8,561,000 | 22,355,000 | |||||||||||
Total revenues | $ 259,931,000 | $ 221,028,000 | $ 234,573,000 | $ 251,384,000 | $ 204,450,000 | $ 178,830,000 | $ 160,530,000 | $ 114,971,000 | 966,916,000 | 658,781,000 | 471,565,000 | |||
Interest expense | 104,116,000 | 60,949,000 | 29,308,000 | |||||||||||
Total net revenues | 862,800,000 | 597,832,000 | 442,257,000 | |||||||||||
Expenses | ||||||||||||||
Non-interest expense | 878,991,000 | 684,123,000 | 508,746,000 | |||||||||||
Total expenses | 887,606,000 | 696,649,000 | 517,810,000 | |||||||||||
Other income (loss) | ||||||||||||||
Total other income (loss) | 123,742,000 | 105,779,000 | 44,066,000 | |||||||||||
Income tax expense (benefit) | (280,000) | 5,083,000 | 3,993,000 | 6,923,000 | 40,646,000 | 2,281,000 | (785,000) | 1,911,000 | 15,719,000 | 44,053,000 | (19,092,000) | |||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 40,398,000 | 23,791,000 | 6,882,000 | |||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 5,079,000 | 15,488,000 | 5,399,000 | 16,853,000 | (75,972,000) | 4,666,000 | 7,440,000 | 2,984,000 | 42,819,000 | (60,882,000) | (19,277,000) | |||
Preferred stock dividends | 1,698,000 | 1,698,000 | 1,698,000 | 1,698,000 | 1,698,000 | 1,698,000 | 1,698,000 | 1,698,000 | 6,792,000 | 6,792,000 | 6,792,000 | |||
Net income (loss) attributable to Cowen Inc. common stockholders | $ 3,381,000 | $ 13,790,000 | $ 3,701,000 | $ 15,155,000 | $ (77,670,000) | $ 2,968,000 | $ 5,742,000 | $ 1,286,000 | 36,027,000 | (67,674,000) | (26,069,000) | |||
Other Depreciation and Amortization | 7,400,000 | 7,000,000 | 7,700,000 | |||||||||||
Consolidated Funds | ||||||||||||||
Revenues | ||||||||||||||
Total revenues | 9,838,000 | 7,321,000 | 5,949,000 | |||||||||||
Expenses | ||||||||||||||
Total expenses | 8,615,000 | 12,526,000 | 9,064,000 | |||||||||||
Operating Segments | ||||||||||||||
Revenues | ||||||||||||||
Investment banking | 329,061,000 | 223,614,000 | 133,279,000 | |||||||||||
Brokerage | 452,299,000 | 312,780,000 | 207,040,000 | |||||||||||
Management fees | 49,175,000 | 55,387,000 | 67,248,000 | |||||||||||
Incentive income | 23,747,000 | 26,028,000 | 26,274,000 | |||||||||||
Investment Income | 56,346,000 | 45,142,000 | 4,023,000 | |||||||||||
Interest and dividends | 0 | 0 | 0 | |||||||||||
Reimbursement from affiliates | 0 | 0 | 0 | |||||||||||
Aircraft lease revenue | 0 | 0 | 0 | |||||||||||
Reinsurance premiums | 0 | 0 | 0 | |||||||||||
Other revenues | (1,168,000) | 3,231,000 | 29,767,000 | |||||||||||
Total revenues | 909,460,000 | 666,182,000 | 467,631,000 | |||||||||||
Interest expense | 23,013,000 | 18,888,000 | 17,190,000 | |||||||||||
Total net revenues | 886,447,000 | 647,294,000 | 450,441,000 | |||||||||||
Expenses | ||||||||||||||
Non-interest expense | 802,021,000 | 625,387,000 | 471,351,000 | |||||||||||
Total expenses | 802,021,000 | 625,387,000 | 471,351,000 | |||||||||||
Other income (loss) | ||||||||||||||
Total other income (loss) | 0 | 0 | 0 | |||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | |||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 8,292,000 | 6,072,000 | 7,821,000 | |||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 76,134,000 | 15,835,000 | (28,731,000) | |||||||||||
Preferred stock dividends | 6,792,000 | 6,792,000 | 6,792,000 | |||||||||||
Net income (loss) attributable to Cowen Inc. common stockholders | 69,342,000 | 9,043,000 | (35,523,000) | |||||||||||
Other Depreciation and Amortization | 11,583,000 | 11,558,000 | 11,009,000 | |||||||||||
Operating Segments | Consolidated Funds | ||||||||||||||
Revenues | ||||||||||||||
Other revenues | 0 | |||||||||||||
Total revenues | 0 | 0 | ||||||||||||
Expenses | ||||||||||||||
Total expenses | 0 | 0 | 0 | |||||||||||
Operating Segments | Investment Management | ||||||||||||||
Revenues | ||||||||||||||
Investment banking | 0 | 0 | 0 | |||||||||||
Brokerage | 0 | 38,000 | 0 | |||||||||||
Management fees | 46,017,000 | 52,239,000 | 64,086,000 | |||||||||||
Incentive income | 23,747,000 | 26,028,000 | 26,274,000 | |||||||||||
Investment Income | 37,642,000 | 31,447,000 | 3,015,000 | |||||||||||
Interest and dividends | 0 | 0 | 0 | |||||||||||
Reimbursement from affiliates | 0 | 0 | 0 | |||||||||||
Aircraft lease revenue | 0 | 0 | 0 | |||||||||||
Reinsurance premiums | 0 | 0 | 0 | |||||||||||
Other revenues | (2,143,000) | 1,575,000 | 29,202,000 | |||||||||||
Total revenues | 105,263,000 | 111,327,000 | 122,577,000 | |||||||||||
Interest expense | 11,396,000 | 14,268,000 | 12,827,000 | |||||||||||
Total net revenues | 93,867,000 | 97,059,000 | 109,750,000 | |||||||||||
Expenses | ||||||||||||||
Non-interest expense | 83,943,000 | 92,567,000 | 102,163,000 | |||||||||||
Total expenses | 83,943,000 | 92,567,000 | 102,163,000 | |||||||||||
Other income (loss) | ||||||||||||||
Total other income (loss) | 0 | 0 | 0 | |||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | |||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 8,292,000 | 6,072,000 | 7,821,000 | |||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 1,632,000 | (1,580,000) | (234,000) | |||||||||||
Operating Segments | Investment Management | Consolidated Funds | ||||||||||||||
Revenues | ||||||||||||||
Other revenues | 0 | |||||||||||||
Total revenues | 0 | 0 | ||||||||||||
Expenses | ||||||||||||||
Total expenses | 0 | 0 | 0 | |||||||||||
Operating Segments | Investment Bank | ||||||||||||||
Revenues | ||||||||||||||
Investment banking | 329,061,000 | 223,614,000 | 133,279,000 | |||||||||||
Brokerage | 452,299,000 | 312,742,000 | 207,040,000 | |||||||||||
Management fees | 3,158,000 | 3,148,000 | 3,162,000 | |||||||||||
Incentive income | 0 | 0 | 0 | |||||||||||
Investment Income | 18,704,000 | 13,695,000 | 1,008,000 | |||||||||||
Interest and dividends | 0 | 0 | 0 | |||||||||||
Reimbursement from affiliates | 0 | 0 | 0 | |||||||||||
Aircraft lease revenue | 0 | 0 | 0 | |||||||||||
Reinsurance premiums | 0 | 0 | 0 | |||||||||||
Other revenues | 975,000 | 1,656,000 | 565,000 | |||||||||||
Total revenues | 804,197,000 | 554,855,000 | 345,054,000 | |||||||||||
Interest expense | 11,617,000 | 4,620,000 | 4,363,000 | |||||||||||
Total net revenues | 792,580,000 | 550,235,000 | 340,691,000 | |||||||||||
Expenses | ||||||||||||||
Non-interest expense | 718,078,000 | 532,820,000 | 369,188,000 | |||||||||||
Total expenses | 718,078,000 | 532,820,000 | 369,188,000 | |||||||||||
Other income (loss) | ||||||||||||||
Total other income (loss) | 0 | 0 | 0 | |||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | |||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 0 | 0 | 0 | |||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 74,502,000 | 17,415,000 | (28,497,000) | |||||||||||
Operating Segments | Investment Bank | Consolidated Funds | ||||||||||||||
Revenues | ||||||||||||||
Other revenues | 0 | |||||||||||||
Total revenues | 0 | 0 | ||||||||||||
Expenses | ||||||||||||||
Total expenses | 0 | 0 | 0 | |||||||||||
Adjustments | Funds Consolidation | ||||||||||||||
Revenues | ||||||||||||||
Investment banking | 0 | 0 | 0 | |||||||||||
Brokerage | 0 | 0 | 0 | |||||||||||
Management fees | (2,513,000) | (2,593,000) | (1,665,000) | |||||||||||
Incentive income | (52,000) | (1,739,000) | (714,000) | |||||||||||
Investment Income | 0 | 0 | 0 | |||||||||||
Interest and dividends | 0 | 0 | 0 | |||||||||||
Reimbursement from affiliates | (269,000) | (297,000) | (303,000) | |||||||||||
Aircraft lease revenue | 0 | 0 | 0 | |||||||||||
Reinsurance premiums | 0 | 0 | 0 | |||||||||||
Other revenues | 0 | 0 | 0 | |||||||||||
Total revenues | 7,004,000 | 2,692,000 | 3,267,000 | |||||||||||
Interest expense | 0 | 0 | 0 | |||||||||||
Total net revenues | 7,004,000 | 2,692,000 | 3,267,000 | |||||||||||
Expenses | ||||||||||||||
Non-interest expense | 0 | (199,000) | (429,000) | |||||||||||
Total expenses | 8,615,000 | 12,327,000 | 8,635,000 | |||||||||||
Other income (loss) | ||||||||||||||
Total other income (loss) | 35,494,000 | 31,073,000 | 8,532,000 | |||||||||||
Income tax expense (benefit) | 0 | 0 | 0 | |||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | 33,883,000 | 21,438,000 | 3,164,000 | |||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | 0 | 0 | 0 | |||||||||||
Adjustments | Funds Consolidation | Consolidated Funds | ||||||||||||||
Revenues | ||||||||||||||
Total revenues | 9,838,000 | 7,321,000 | 5,949,000 | |||||||||||
Expenses | ||||||||||||||
Total expenses | 8,615,000 | 12,526,000 | 9,064,000 | |||||||||||
Adjustments | Other Adjustments | ||||||||||||||
Revenues | ||||||||||||||
Investment banking | 28,161,000 | [1] | 0 | 0 | ||||||||||
Brokerage | (38,717,000) | [2] | (19,170,000) | [2] | (7,860,000) | |||||||||
Management fees | [3] | (17,004,000) | (19,549,000) | (24,971,000) | ||||||||||
Incentive income | [3] | (20,578,000) | [1] | (18,906,000) | (17,226,000) | |||||||||
Investment Income | [5] | (56,346,000) | [4] | (45,142,000) | [4] | (4,023,000) | ||||||||
Interest and dividends | [5] | 108,009,000 | 49,440,000 | 14,732,000 | ||||||||||
Reimbursement from affiliates | [6] | 1,307,000 | 3,157,000 | 10,807,000 | ||||||||||
Aircraft lease revenue | [4] | 1,852,000 | 3,751,000 | 4,161,000 | ||||||||||
Reinsurance premiums | [7] | 38,096,000 | 30,996,000 | 32,459,000 | ||||||||||
Other revenues | [7] | 5,672,000 | 5,330,000 | (7,412,000) | ||||||||||
Total revenues | 50,452,000 | (10,093,000) | 667,000 | |||||||||||
Interest expense | [5] | 81,103,000 | 42,061,000 | 12,118,000 | ||||||||||
Total net revenues | (30,651,000) | (52,154,000) | (11,451,000) | |||||||||||
Expenses | ||||||||||||||
Non-interest expense | [5],[8],[9] | 76,970,000 | 58,935,000 | 37,824,000 | ||||||||||
Total expenses | 76,970,000 | 58,935,000 | 37,824,000 | |||||||||||
Other income (loss) | ||||||||||||||
Total other income (loss) | [5] | 88,248,000 | [10],[11] | 74,706,000 | [10],[11] | 35,534,000 | ||||||||
Income tax expense (benefit) | [8] | 15,719,000 | 44,053,000 | (19,092,000) | ||||||||||
(Income) loss attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (1,777,000) | (3,719,000) | (4,103,000) | |||||||||||
Economic Income (Loss) / Net income (loss) attributable to Cowen Group, Inc. | (33,315,000) | (76,717,000) | 9,454,000 | |||||||||||
Adjustments | Other Adjustments | Consolidated Funds | ||||||||||||||
Revenues | ||||||||||||||
Total revenues | 0 | 0 | 0 | |||||||||||
Expenses | ||||||||||||||
Total expenses | 0 | 0 | 0 | |||||||||||
Other Adjustments | Operating Segments | ||||||||||||||
Other income (loss) | ||||||||||||||
Net income (loss) attributable to Cowen Inc. common stockholders | $ 80,925,000 | $ 20,601,000 | $ (24,514,000) | |||||||||||
[1] | Economic Income (Loss) presents underwriting expenses net of investment banking revenues, expenses reimbursedfrom clients within their respective expense category and records income from uncrystallized incentive fees. | |||||||||||||
[2] | Economic Income (Loss) brokerage revenues included net securities borrowed and securities loaned activities. | |||||||||||||
[3] | Economic Income (Loss) recognizes revenues (i) net of distribution fees paid to agents and (ii) our proportionate share of management and incentive fees of certain real estate operating entities, the healthcare royalty business and the activist business. | |||||||||||||
[4] | Aircraft lease revenue is shown net of expenses in investment income for Economic Income (Loss). | |||||||||||||
[5] | Economic Income (Loss) recognizes Company income from proprietary trading (including interest and dividends). | |||||||||||||
[6] | Reimbursement from affiliates is shown as a reduction of Economic Income expenses, but is included as a part of revenues under US GAAP. | |||||||||||||
[7] | Economic Income (Loss) recognizes underwriting income from the Company's insurance related activities, net of expenses, within other revenue. | |||||||||||||
[8] | Economic Income (Loss) excludes income taxes and acquisition related adjustments as management does not consider these items when evaluating the performance of the segment. | |||||||||||||
[9] | Economic Income (Loss) recognizes the Company's proportionate share of expenses, for certain real estate operating entities and the activist business, for which the investments are recorded under the equity method of accounting for investments. | |||||||||||||
[10] | Economic Income (Loss) excludes gain/(loss) on debt extinguishment. | |||||||||||||
[11] | Economic Income (Loss) excludes the bargain purchase gain which resulted from the Convergex Group acquisition. |
Regulatory Requirements (Detail
Regulatory Requirements (Details) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | $ 250,000 |
Cowen and Company | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Net capital requirement under alternative method | 1,000,000 |
Net capital | 91,900,000 |
Excess capital | 90,900,000 |
Cowen Execution | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Cash and securities segregated under securities exchange commission regulation | 16,100,000 |
Net capital requirement under alternative method | 2,300,000 |
Required net capital under commodity exchange act | 110,400,000 |
Net capital | 112,700,000 |
Excess capital | 110,400,000 |
ATM Execution LLC | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Net capital requirement under alternative method | 300,000 |
Net capital | 3,100,000 |
Excess capital | 2,800,000 |
Cowen Prime | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Net capital requirement under alternative method | 300,000 |
Net capital | 8,700,000 |
Excess capital | 8,400,000 |
Westminster Research | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Net capital requirement under alternative method | 300,000 |
Net capital | 14,500,000 |
Excess capital | 14,200,000 |
RCG Insurance Company | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | 300,000 |
Net capital | 32,500,000 |
Options Clearing Corporation | Cowen Execution | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Minimum net capital required | $ 2,000,000 |
Minimum net capital required, percent | 2.00% |
U.K. Financial Services Authority | Cowen International Limited | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Financial resources | $ 12,900,000 |
Financial resources requirement | 9,900,000 |
Excess financial resources | 3,000,000 |
U.K. Financial Services Authority | Cowen Execution Services Ltd | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Financial resources | 4,900,000 |
Financial resources requirement | 3,200,000 |
Excess financial resources | 1,700,000 |
Minimum | Cowen Execution | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Cash and securities segregated under securities exchange commission regulation | 6,800,000 |
Required net capital under commodity exchange act | 45,000 |
Special Reserve Accounts | Cowen Execution | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Cash and securities segregated under securities exchange commission regulation | 17,500,000 |
Special Reserve Accounts | Minimum | Cowen Execution | |
Regulatory Requirements for Broker-Dealers [Line Items] | |
Cash and securities segregated under securities exchange commission regulation | $ 4,200,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||||||||||
Fees receivable | $ (111,946) | $ (111,784) | $ (111,946) | $ (111,784) | |||||||
Related Party Transaction, Reimbursements of Fees Relating to Transactions with Related Party | 100 | $ 200 | |||||||||
Interest Income, Related Party | 100 | ||||||||||
Due from related parties | 33,870 | 34,814 | 33,870 | 34,814 | |||||||
Redeemable non-controlling interests, Related Party | 284,780 | 440,604 | 284,780 | 440,604 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds | 655 | $ (5,290) | $ (24,607) | $ (11,156) | 11,621 | $ (5,162) | $ (21,145) | $ (9,105) | (40,398) | (23,791) | (6,882) |
Employees | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Redeemable non-controlling interests, Related Party | 25,100 | 28,200 | 25,100 | 28,200 | |||||||
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and investment funds | (7,600) | (7,200) | (5,700) | ||||||||
Employee Loans | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due from employees | 17,000 | 11,100 | 17,000 | 11,100 | |||||||
Forgivable Loan Balances | 8,800 | 4,800 | 8,800 | 4,800 | |||||||
Amortization on Forgivable Loans | $ 3,100 | 2,100 | 1,200 | ||||||||
Employee Loans | Minimum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Forgivable Loans, Vesting Period | 1 year | ||||||||||
Employee Loans | Maximum | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Forgivable Loans, Vesting Period | 3 years | ||||||||||
Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Fees receivable | (19,400) | (13,500) | $ (19,400) | (13,500) | |||||||
Investor | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due to Affiliate | 600 | 600 | 600 | 600 | |||||||
Other Funds | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due from related parties | 8,900 | 9,700 | 8,900 | $ 9,700 | |||||||
Starboard Value LP | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Effective interest rate | 5.00% | ||||||||||
Interest Income, Related Party | 400 | $ 800 | $ 600 | ||||||||
Due from related parties | $ 7,700 | $ 14,000 | $ 7,700 | $ 14,000 | |||||||
Finance Period | 5 years |
Guarantees and Off-Balance Sh_3
Guarantees and Off-Balance Sheet Arrangements (Details) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | |
Letter of credit, borrowing capacity | $ 370,000,000 |
Line of credit facility, remaining borrowing capacity | 370,000,000 |
Pledge Lines | |
Debt Instrument [Line Items] | |
Letter of credit, borrowing capacity | 300,000,000 |
Line of credit facility, remaining borrowing capacity | 300,000,000 |
Texas Capital Bank | Pledge Lines | |
Debt Instrument [Line Items] | |
Letter of credit, borrowing capacity | 75,000,000 |
Line of credit facility, remaining borrowing capacity | 75,000,000 |
BMO Harris Bank | Pledge Lines | |
Debt Instrument [Line Items] | |
Letter of credit, borrowing capacity | 150,000,000 |
Line of credit facility, remaining borrowing capacity | 150,000,000 |
BMO Harris Bank | Tri-Party Pledge Line | |
Debt Instrument [Line Items] | |
Letter of credit, borrowing capacity | 75,000,000 |
Line of credit facility, remaining borrowing capacity | 75,000,000 |
BMO Harris Bank | Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Letter of credit, borrowing capacity | 70,000,000 |
Line of credit facility, remaining borrowing capacity | $ 70,000,000 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 02, 2019 | |
Subsequent Event [Line Items] | |||||
Purchase of business | $ 0 | $ 55,049 | $ 6,258 | ||
Business Combination, Contingent Consideration, Liability | 3,070 | $ 3,440 | |||
Quarton | |||||
Subsequent Event [Line Items] | |||||
Business Acquisition, Transaction Costs | $ 1,900 | ||||
Subsequent Event | Quarton | |||||
Subsequent Event [Line Items] | |||||
Total estimated purchase price | $ 115,000 | ||||
Purchase of business | 75,000 | ||||
Business Combination, Contingent Consideration, Liability | $ 40,000 | ||||
Other Payments to Acquire Businesses | $ 300 | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 1,033,950 | ||||
Business Acquisition, Share price | $ 14.52 |
Supplemental Financial Informat
Supplemental Financial Information (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Dec. 05, 2016 | Dec. 31, 2018USD ($)$ / sharesshares | Sep. 30, 2018USD ($)$ / sharesshares | Jun. 30, 2018USD ($)$ / sharesshares | Mar. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Jun. 30, 2017USD ($)$ / sharesshares | Mar. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.25 | |||||||||||
Total revenues | $ 259,931 | $ 221,028 | $ 234,573 | $ 251,384 | $ 204,450 | $ 178,830 | $ 160,530 | $ 114,971 | $ 966,916 | $ 658,781 | $ 471,565 | |
Income (loss) before income taxes | 4,144 | 25,861 | 33,999 | 34,932 | (46,947) | 12,109 | 27,800 | 14,000 | 98,936 | 6,962 | (31,487) | |
Income tax expense (benefit) | (280) | 5,083 | 3,993 | 6,923 | 40,646 | 2,281 | (785) | 1,911 | 15,719 | 44,053 | (19,092) | |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 4,424 | 20,778 | 30,006 | 28,009 | (87,593) | 9,828 | 28,585 | 12,089 | 83,217 | (37,091) | (12,395) | |
Net income (loss) attributable to redeemable non-controlling interests in consolidated subsidiaries and funds | (655) | 5,290 | 24,607 | 11,156 | (11,621) | 5,162 | 21,145 | 9,105 | 40,398 | 23,791 | 6,882 | |
Net income (loss) attributable to Cowen Inc. | 5,079 | 15,488 | 5,399 | 16,853 | (75,972) | 4,666 | 7,440 | 2,984 | 42,819 | (60,882) | (19,277) | |
Preferred stock dividends | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 1,698 | 6,792 | 6,792 | 6,792 | |
Net income (loss) attributable to Cowen Inc. common stockholders | $ 3,381 | $ 13,790 | $ 3,701 | $ 15,155 | $ (77,670) | $ 2,968 | $ 5,742 | $ 1,286 | $ 36,027 | $ (67,674) | $ (26,069) | |
Earnings (loss) per share: | ||||||||||||
Earnings Per Share, Basic (in dollars per share) | $ / shares | $ 0.12 | $ 0.47 | $ 0.12 | $ 0.51 | $ (2.51) | $ 0.09 | $ 0.20 | $ 0.05 | $ 1.22 | $ (2.29) | $ (0.97) | |
Earnings Per Share, Diluted (in dollars per share) | $ / shares | $ 0.11 | $ 0.45 | $ 0.12 | $ 0.50 | $ (2.51) | $ 0.09 | $ 0.19 | $ 0.05 | $ 1.17 | $ (2.29) | $ (0.97) | |
Weighted average common shares outstanding: | ||||||||||||
Basic (in shares) | shares | 29,194 | 29,610 | 29,769 | 29,625 | 30,934 | 31,271 | 28,634 | 27,061 | 29,545 | 29,492 | 26,857 | |
Diluted (in shares) | shares | 30,955 | 30,844 | 30,720 | 30,492 | 30,934 | 32,246 | 29,474 | 28,401 | 30,735 | 29,492 | 26,857 |
Uncategorized Items - cown-2018
Label | Element | Value |
Convertible Preferred Stock [Member] | ||
Stock Issued During Period, Shares, Other | us-gaap_StockIssuedDuringPeriodSharesOther | 120,750 |