Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 04, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-35355 | |
Entity Registrant Name | MANNING & NAPIER, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-2609100 | |
Entity Address, Address Line One | 290 Woodcliff Drive | |
Entity Address, City or Town | Fairport, | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 14450 | |
City Area Code | 585 | |
Local Phone Number | 325-6880 | |
Title of 12(b) Security | Class A common stock, $0.01 par value per share | |
Trading Symbol | MN | |
Security Exchange Name | NYSE | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001524223 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 19,124,332 |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Assets | ||
Cash and cash equivalents | $ 61,582 | $ 73,489 |
Accounts receivable | 9,499 | 13,851 |
Investment securities | 34,814 | 24,608 |
Prepaid expenses and other assets | 14,812 | 17,147 |
Total current assets | 120,707 | 129,095 |
Property and equipment, net | 2,107 | 2,109 |
Operating lease right-of-use assets | 12,431 | 14,457 |
Net deferred tax assets, non-current | 16,785 | 17,859 |
Goodwill | 4,829 | 4,829 |
Other long-term assets | 2,990 | 3,074 |
Total assets | 159,849 | 171,423 |
Liabilities | ||
Accounts payable | 2,067 | 1,791 |
Accrued expenses and other liabilities | 26,932 | 36,388 |
Deferred revenue | 11,795 | 12,963 |
Total current liabilities | 40,794 | 51,142 |
Operating lease liabilities, non-current | 11,998 | 14,226 |
Amounts payable under tax receivable agreement, non-current | 13,503 | 13,499 |
Other long-term liabilities | 151 | 155 |
Total liabilities | 66,446 | 79,022 |
Commitments and contingencies (Note 9) | ||
Common stock, shares outstanding (shares) | 19,124,332 | 18,754,080 |
Common stock, shares authorized (shares) | 300,000,000 | 300,000,000 |
Shareholders’ equity | ||
Class A common stock, $0.01 par value; 300,000,000 shares authorized; 19,873,337 and 19,124,332 shares issued and outstanding at June 30, 2022, 19,503,085 and 18,754,080 shares issued and outstanding at December 31, 2021 | $ 199 | $ 195 |
Treasury stock, at cost, 749,005 shares at June 30, 2022 and December 31, 2021 | (5,666) | (5,666) |
Additional paid-in capital | 104,062 | 104,740 |
Retained deficit | (3,951) | (5,569) |
Accumulated other comprehensive loss | (344) | (337) |
Total shareholders’ equity | 94,300 | 93,363 |
Noncontrolling interests | (897) | (962) |
Total shareholders’ equity and noncontrolling interests | 93,403 | 92,401 |
Total liabilities, shareholders’ equity and noncontrolling interests | $ 159,849 | $ 171,423 |
Common stock, shares issued (shares) | 19,873,337 | 19,503,085 |
Treasury stock, shares | 749,005 | 749,005 |
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 |
Consolidated Statements of Fi_2
Consolidated Statements of Financial Condition (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (shares) | 19,873,337 | 19,503,085 |
Common stock, shares outstanding (shares) | 19,124,332 | 18,754,080 |
Treasury stock, shares | 749,005 | 749,005 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues | ||||
Total revenue | $ 33,797 | $ 36,077 | $ 69,346 | $ 70,228 |
Expenses | ||||
Compensation and related costs | 14,542 | 18,347 | 35,249 | 37,221 |
Distribution, servicing and custody expenses | 2,177 | 2,497 | 4,457 | 4,855 |
Other operating costs | 9,973 | 7,463 | 21,450 | 14,173 |
Total operating expenses | 26,692 | 28,307 | 61,156 | 56,249 |
Operating income | 7,105 | 7,770 | 8,190 | 13,979 |
Non-operating income (loss) | ||||
Interest expense | (2) | (1) | (3) | (3) |
Interest and dividend income | (41) | 108 | (1) | 231 |
Change in liability under tax receivable agreement | 11 | (228) | 11 | (228) |
Net gains (losses) on investments | (2,569) | 377 | (3,215) | 714 |
Total non-operating income (loss) | (2,601) | 256 | (3,208) | 714 |
Income before provision for income taxes | 4,504 | 8,026 | 4,982 | 14,693 |
Provision for income taxes | 2,064 | 1,285 | 1,318 | 1,988 |
Net income attributable to controlling and noncontrolling interests | 2,440 | 6,741 | 3,664 | 12,705 |
Less: net income attributable to noncontrolling interests | 96 | 816 | 134 | 1,540 |
Net income attributable to Manning & Napier, Inc. | $ 2,344 | $ 5,925 | $ 3,530 | $ 11,165 |
Net income per share available to Class A common stock | ||||
Basic (in dollars per share) | $ 0.12 | $ 0.35 | $ 0.19 | $ 0.65 |
Diluted (in dollars per share) | $ 0.11 | $ 0.29 | $ 0.16 | $ 0.55 |
Weighted average shares of Class A common stock outstanding | ||||
Basic (in shares) | 19,124,332 | 16,956,265 | 19,056,827 | 16,991,188 |
Diluted (in shares) | 21,833,563 | 20,314,285 | 21,730,594 | 20,290,914 |
Investment management fees | ||||
Revenues | ||||
Total revenue | $ 29,292 | $ 31,252 | $ 60,119 | $ 60,928 |
Distribution and shareholder servicing | ||||
Revenues | ||||
Total revenue | 1,945 | 2,236 | 4,027 | 4,389 |
Custodial services | ||||
Revenues | ||||
Total revenue | 1,588 | 1,721 | 3,265 | 3,366 |
Other revenue | ||||
Revenues | ||||
Total revenue | $ 972 | $ 868 | $ 1,935 | $ 1,545 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income attributable to controlling and noncontrolling interests | $ 2,440 | $ 6,741 | $ 3,664 | $ 12,705 |
Net unrealized holding gains (losses) on investment securities, net of tax | 86 | (60) | (7) | (52) |
Reclassification adjustment for net realized losses on investment securities included in net income | 7 | (23) | 16 | 74 |
Comprehensive income | 2,533 | 6,658 | 3,673 | 12,727 |
Less: Comprehensive income attributable to noncontrolling interests | 105 | 789 | 150 | 1,611 |
Comprehensive income attributable to Manning & Napier, Inc. | $ 2,428 | $ 5,869 | $ 3,523 | $ 11,116 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock Class A common stock | Treasury Stock | Treasury Stock Treasury Stock | Additional Paid in Capital | Retained Deficit | Accumulated Other Comprehensive Income (Loss) | Non Controlling Interests |
Beginning balance, Shares at Dec. 31, 2020 | 16,989,943 | 0 | ||||||
Beginning balance at Dec. 31, 2020 | $ 75,757 | $ 170 | $ 0 | $ 111,848 | $ (28,826) | $ (235) | $ (7,200) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 12,705 | 11,165 | 1,540 | |||||
Distributions to noncontrolling interests | (572) | (572) | ||||||
Net changes in unrealized investment securities gains or losses | (52) | (49) | (3) | |||||
Common stock issued under equity compensation plan, net of forfeitures (in shares) | 624,323 | |||||||
Common stock issued under equity compensation plan, net of forfeitures | 0 | $ 6 | (6) | |||||
Shares withheld to satisfy tax withholding requirements related to equity awards | (5,157) | (4,814) | (343) | |||||
Equity-based compensation | 2,103 | 1,963 | 140 | |||||
Cost of issuing common stock | (56) | (56) | ||||||
Purchases of treasury stock (in shares) | 713,665 | (713,665) | ||||||
Purchases of treasury stock | 5,337 | $ 5,337 | ||||||
Impact of changes in ownership of Manning & Napier Group, LLC, (Shares) | 1,592,969 | |||||||
Impact of changes in ownership of Manning & Napier Group, LLC | 0 | $ (16) | (5,153) | 5,137 | ||||
Deferred tax impacts from transactions with shareholders | 620 | 620 | ||||||
Ending balance, Shares at Jun. 30, 2021 | 18,493,570 | 713,665 | ||||||
Ending balance at Jun. 30, 2021 | 80,011 | $ 192 | $ (5,337) | 104,402 | (17,661) | (284) | (1,301) | |
Beginning balance, Shares at Mar. 31, 2021 | 17,010,797 | 412,405 | ||||||
Beginning balance at Mar. 31, 2021 | 76,770 | $ 174 | $ (2,987) | 110,182 | (23,586) | (228) | (6,785) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 6,741 | 5,925 | 816 | |||||
Distributions to noncontrolling interests | (277) | (277) | ||||||
Net changes in unrealized investment securities gains or losses | (60) | (56) | (4) | |||||
Common stock issued under equity compensation plan, net of forfeitures (in shares) | 191,064 | |||||||
Common stock issued under equity compensation plan, net of forfeitures | 0 | $ 2 | (2) | |||||
Shares withheld to satisfy tax withholding requirements related to equity awards | (2,253) | (2,233) | (20) | |||||
Equity-based compensation | 876 | 872 | 4 | |||||
Cost of issuing common stock | (56) | (56) | ||||||
Purchases of treasury stock (in shares) | 301,260 | (301,260) | ||||||
Purchases of treasury stock | 2,350 | $ 2,350 | ||||||
Impact of changes in ownership of Manning & Napier Group, LLC, (Shares) | 1,592,969 | |||||||
Impact of changes in ownership of Manning & Napier Group, LLC | 0 | $ (16) | (4,981) | 4,965 | ||||
Deferred tax impacts from transactions with shareholders | 620 | 620 | ||||||
Ending balance, Shares at Jun. 30, 2021 | 18,493,570 | 713,665 | ||||||
Ending balance at Jun. 30, 2021 | 80,011 | $ 192 | $ (5,337) | 104,402 | (17,661) | (284) | (1,301) | |
Beginning balance, Shares at Dec. 31, 2021 | 18,754,080 | 749,005 | ||||||
Beginning balance at Dec. 31, 2021 | 92,401 | $ 195 | $ (5,666) | 104,740 | (5,569) | (337) | (962) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 3,664 | 3,530 | 134 | |||||
Distributions to noncontrolling interests | (90) | (90) | ||||||
Net changes in unrealized investment securities gains or losses | (7) | (7) | 0 | |||||
Common stock issued under equity compensation plan, net of forfeitures (in shares) | 370,252 | |||||||
Common stock issued under equity compensation plan, net of forfeitures | 0 | $ 4 | (4) | |||||
Shares withheld to satisfy tax withholding requirements related to equity awards | (1,678) | (1,640) | (38) | |||||
Equity-based compensation | 1,025 | 1,001 | 24 | |||||
Dividends declared on Class A common stock | (1,912) | (1,912) | ||||||
Impact of changes in ownership of Manning & Napier Group, LLC, (Shares) | 0 | |||||||
Impact of changes in ownership of Manning & Napier Group, LLC | 0 | $ 0 | (35) | 35 | ||||
Ending balance, Shares at Jun. 30, 2022 | 19,124,332 | 749,005 | ||||||
Ending balance at Jun. 30, 2022 | 93,403 | $ 199 | $ (5,666) | 104,062 | (3,951) | (344) | (897) | |
Beginning balance, Shares at Mar. 31, 2022 | 19,124,332 | 749,005 | ||||||
Beginning balance at Mar. 31, 2022 | 91,371 | $ 199 | $ (5,666) | 103,567 | (5,339) | (428) | (962) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 2,440 | 2,344 | 96 | |||||
Distributions to noncontrolling interests | (45) | (45) | ||||||
Net changes in unrealized investment securities gains or losses | 86 | 84 | 2 | |||||
Equity-based compensation | 507 | 495 | 12 | |||||
Dividends declared on Class A common stock | (956) | (956) | ||||||
Ending balance, Shares at Jun. 30, 2022 | 19,124,332 | 749,005 | ||||||
Ending balance at Jun. 30, 2022 | $ 93,403 | $ 199 | $ (5,666) | $ 104,062 | $ (3,951) | $ (344) | $ (897) |
Consolidated Statements of Sh_2
Consolidated Statements of Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | |
Class A common stock | ||
Dividends declared on Class A common stock (in dollars per share) | $ 0.05 | $ 0.10 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Net income attributable to controlling and noncontrolling interests | $ 3,664 | $ 12,705 |
Adjustment to reconcile net income to net cash provided by operating activities: | ||
Equity-based compensation | 1,025 | 2,103 |
Depreciation and amortization | 3,252 | 909 |
Change in amounts payable under tax receivable agreement | (11) | 228 |
Impairment of long-lived assets | 430 | 0 |
Net losses (gains) on investment securities | 3,215 | (714) |
Deferred income taxes | 1,074 | 1,240 |
(Increase) decrease in operating assets and increase (decrease) in operating liabilities: | ||
Accounts receivable | 4,353 | (619) |
Prepaid expenses and other assets | (441) | 1,215 |
Other long-term assets | 1,122 | 1,261 |
Accounts payable | 276 | 130 |
Accrued expenses and other liabilities | (9,529) | (9,226) |
Deferred revenue | (1,168) | 1,459 |
Other long-term liabilities | (1,633) | (1,434) |
Net cash provided by operating activities | 5,629 | 9,257 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (396) | (53) |
Sale of investments | 10,958 | 5,369 |
Purchase of investments | (29,540) | (6,157) |
Proceeds from maturity of investments | 5,155 | 1,250 |
Net cash provided by (used in) investing activities | (13,823) | 409 |
Cash flows from financing activities: | ||
Distributions to noncontrolling interests | (90) | (572) |
Dividends paid on Class A common stock | (1,912) | 0 |
Payment of shares withheld to satisfy withholding requirements | (1,678) | (5,602) |
Purchases of treasury stock | 0 | (5,337) |
Payment of capital lease obligations | (33) | (18) |
Payment of issuing common stock costs | 0 | (56) |
Net cash used in financing activities | (3,713) | (11,585) |
Net decrease in cash and cash equivalents | (11,907) | (1,919) |
Cash and cash equivalents: | ||
Beginning of period | 73,489 | 57,635 |
End of period | $ 61,582 | $ 55,716 |
Organization and Nature of the
Organization and Nature of the Business | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of the Business | Organization and Nature of the Business Manning & Napier, Inc. ("Manning & Napier" or the "Company") is an independent investment management firm that provides our clients with a broad range of financial solutions and investment strategies. Founded in 1970 and headquartered in Fairport, NY, the Company serves a diversified client base of high-net-worth individuals and institutions, including 401(k) plans, pension plans, Taft-Hartley plans, endowments and foundations. The Company's investment strategies offer equity, fixed income and a range of blended asset portfolios, including life cycle funds. The Company was incorporated in 2011 as a Delaware corporation, and is the sole managing member of Manning & Napier Group, LLC and its subsidiaries (“Manning & Napier Group”), a holding company for the investment management businesses conducted by its operating subsidiaries. The diagram below depicts the Company's organizational structure as of June 30, 2022. (1) The consolidated operating subsidiaries of Manning & Napier Group include Manning & Napier Advisors, LLC ("MNA"), Manning & Napier Investor Services, Inc., Exeter Trust Company and Rainier Investment Management, LLC ("Rainier"). Plan of Acquisition by Callodine Group, LLC. On March 31, 2022, the Company entered into an agreement (the "Merger Agreement") under which the Company will go private and be acquired by Callodine Group, LLC ("Callodine"), with the Company continuing as the surviving corporation (the "Merger"). Pursuant to the Merger Agreement, each outstanding share of common stock of the Company and Manning & Napier Group Holdings outstanding units will be converted into the right to receive from Callodine $12.85 in cash. The Company's shareholders approved the Merger on August 3, 2022. The proposed acquisition is expected to close in the third quarter of 2022, contingent upon customary closing conditions. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Critical Accounting Policies The Company's critical accounting policies and estimates are disclosed in its Annual Report on Form 10-K for the year ended December 31, 2021. The Company believes that the disclosures herein are adequate so that the information presented is not misleading; however, these financial statements should be read in conjunction with the financial statements and the notes thereto in the Company's Annual Report on Form 10-K for the year ended December 31, 2021. The financial data for the interim periods may not necessarily be indicative of results for future interim periods or for the full year. Basis of Presentation The accompanying unaudited consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and related rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial reporting and include all adjustments, consisting only of normal recurring adjustments which are, in the opinion of management, necessary for a fair statement of the results for the interim period. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates or assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results could differ from these estimates or assumptions. Principles of Consolidation The Company consolidates all majority-owned subsidiaries. As of June 30, 2022, Manning & Napier holds an economic interest of approximately 97.8% in Manning & Napier Group and, as managing member, controls all of the business and affairs of Manning & Napier Group. As a result, the Company consolidates the financial results of Manning & Napier Group and records a noncontrolling interest on its consolidated statements of financial condition with respect to the remaining economic interest in Manning & Napier Group held by M&N Group Holdings. All material intercompany transactions have been eliminated in consolidation. In accordance with Accounting Standards Update ("ASU") 2015-02, Consolidation (Topic 810) – Amendments to the Consolidation Analysis , the determination of whether a company is required to consolidate an entity is based on, among other things, an entity’s purpose and design, a company’s ability to direct the activities of the entity that most significantly impact the entity’s economic performance, and whether a company is obligated to absorb losses or receive benefits that could potentially be significant to the entity. The standard also requires ongoing assessments of whether a company is the primary beneficiary of a variable interest entity (“VIE”). When utilizing the voting interest entity ("VOE") model, controlling financial interest is generally defined as majority ownership of voting interests. The Company provides seed capital to its investment teams to develop new strategies and services for its clients. The original seed investment may be held in a separately managed account, comprised solely of the Company's investments or within a mutual fund, where the Company's investments may represent all or only a portion of the total equity investment in the mutual fund. Pursuant to U.S. GAAP, the Company evaluates its investments in mutual funds on a regular basis and consolidates such mutual funds for which it holds a controlling financial interest. When no longer deemed to hold a controlling financial interest, the Company would deconsolidate the fund and classify the remaining investment as either an equity method investment, equity investments, at fair value, or as trading securities, as applicable. As of June 30, 2022 and December 31, 2021, the Company did not have investments classified as an equity method investment. The Company serves as the investment adviser for Manning & Napier Fund, Inc. series of mutual funds (the “Fund”), Exeter Trust Company Collective Investment Trusts (“CIT”) and Rainier Multiple Investment Trust. The Fund, CIT and Rainier Multiple Investment Trust are legal entities, the business and affairs of which are managed by their respective boards of directors. As a result, each of these entities is a VOE. The Company holds, in limited cases, direct investments in a mutual fund (which are made on the same terms as are available to other investors) and consolidates each of these entities where it has a controlling financial interest or a majority voting interest. The Company's investments in the Fund amounted to approximately $13.1 million as of June 30, 2022 and $1.1 million as of December 31, 2021. As of June 30, 2022 and December 31, 2021, the Company did not have a controlling financial interest in any mutual fund. Revenue Investment Management: Investment management fees are computed as a percentage of assets under management ("AUM"). The Company's performance obligation is a series of services that form part of a single performance obligation satisfied over time. Separately managed accounts are paid in advance, typically for a semi-annual or quarterly period, or in arrears, typically for a monthly or quarterly period. When investment management fees are paid in advance, the Company defers the revenue as a contract liability and recognizes it over the applicable period. When investment management fees are paid in arrears, the Company estimates revenue and records a contract asset (accrued accounts receivable) based on AUM as of the most recent month end date. Mutual funds and collective investment trust investment management revenue is calculated and earned daily based on AUM. Revenue is presented net of cash rebates and fees waived pursuant to contractual expense limitations of the funds. The Company also has agreements with third parties who provide recordkeeping and administrative services for employee benefit plans participating in the collective investment trusts. The Company is acting as an agent on behalf of the employee benefit plan sponsors, therefore, investment management revenue is recorded net of fees paid to third party service providers. Distribution and shareholder servicing: The Company receives distribution and servicing fees for providing services to its affiliated mutual funds. Revenue is computed and earned daily based on a percentage of AUM. The performance obligation is a series of services that form part of a single performance obligation satisfied over time. The Company has agreements with third parties who provide distribution and administrative services for its mutual funds. The agreements are evaluated to determine whether revenue should be reported gross or net of payments to third-party service providers. The Company controls the services provided and acts as a principal in the relationship. Therefore, distribution and shareholder servicing revenue is recorded gross of fees paid to third parties. Custodial services: Custodial service fees are calculated as a percentage of the client’s market value with additional fees charged for certain transactions. For the safeguarding and administrative services that are subject to a percentage of market value fee, the Company's performance obligation is a series of services that form part of a single performance obligation satisfied over time. Revenue for transactions assigned a stand-alone selling price is recognized in the period in which the transaction is executed. Custodial service fees are billed monthly in arrears. The Company has agreements with third parties who provide safeguarding, recordkeeping and administrative services for their clients. The Company controls the services provided and acts as a principal in the relationship. Therefore, custodial service revenue is recorded gross of fees paid to third parties. Cash and Cash Equivalents The Company generally considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents are primarily held in operating accounts at major financial institutions and also in money market securities. Cash equivalents are stated at cost, which approximates market value due to the short-term maturity of these investments. The fair value of cash equivalents has been classified as Level 1 in accordance with the fair value hierarchy. Investment Securities Investment securities are classified as either equity investments, trading, equity method investments or available-for-sale and are carried at fair value. Fair value is determined based on quoted market prices in active markets for identical or similar instruments. Investment securities classified as equity investments, at fair value consist of equity securities and investments in mutual funds for which the Company provides advisory services. Realized and unrealized gains and losses on equity investments, at fair value or trading securities, as applicable, are recorded in net gains (losses) on investments in the consolidated statements of operations. Investment securities classified as available-for-sale consist of U.S. Treasury securities and corporate bonds. Unrealized gains and losses on available-for-sale securities are excluded from earnings and are reported, net of deferred income tax, as a separate component of accumulated other comprehensive income in shareholders’ equity until realized. The Company periodically reviews each individual security position that has an unrealized loss, or impairment, to determine if that impairment is other-than-temporary. If impairment is determined to be other-than-temporary, the carrying value of the security will be written down to fair value and the loss will be recognized in earnings. Realized gains and losses on sales of available-for-sale securities are computed on a specific identification basis and are recorded in net gains (losses) on investments in the consolidated statements of operations. Property, Equipment, Software and Depreciation Property and equipment is presented net of accumulated depreciation of approximately $8.9 million and $8.6 million as of June 30, 2022 and December 31, 2021, respectively. Capitalized implementation costs for software hosting arrangements are included within prepaid expenses and other assets on the Company's statements of financial condition and totaled approximately $5.7 million and $7.0 million, net of accumulated amortization, as of June 30, 2022 and December 31, 2021, respectively. During the six months ended June 30, 2022, the Company recognized a $1.9 million charge for the impairment of certain internal and external costs capitalized in connection with hosted software arrangements, which is reflected within other operating costs in the statements of operations. This impairment charge was recorded subsequent to the Company's determination that portions of a software license agreement with a third-party service provider would be terminated. As such, the Company concluded that capitalized costs associated with the terminated services would not ultimately be completed and placed into service. The Company does not expect to incur future cash expenditures in connection with terminating these services. Goodwill and Intangible Assets Goodwill represents the excess cost over the fair value of the identifiable net assets of acquired companies. Identifiable intangible assets generally represent the cost of client relationships and investment management agreements acquired as well as trademarks. Goodwill and indefinite-lived assets are tested for impairment annually or more frequently if events or circumstances indicate that the carrying value may not be recoverable. Intangible assets subject to amortization are tested for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. Goodwill and intangible assets require significant management estimate and judgment, including the valuation and expected life determination in connection with the initial purchase price allocation and the ongoing evaluation for impairment. Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use ("ROU") assets, accrued expenses and other liabilities and operating lease liabilities, non-current on its consolidated statements of financial condition. Finance leases are included in other long-term assets, accrued expenses and other liabilities, and other long-term liabilities on its consolidated statements of financial condition. ROU assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The incremental borrowing rate, for each identified lease, is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term. The operating lease ROU asset is reduced for any lease incentives. The Company's lease terms may include options to extend or terminate the lease when it is reasonably certain that it will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components, which are combined for all classes of underlying assets. Impairment of Long-Lived Assets The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company entered into a sublease agreement in the first quarter of 2022 for a portion of the Company's currently occupied office space, triggering a change in the way the leased asset is utilized by the Company. The subleased space was determined to be a separate asset group from the remaining office space leased by the Company, and as such represents a distinct ROU asset and lease liability. The Company assessed recoverability of the asset group by comparing the undiscounted future net cash flows expected to result from the asset group to its carrying value. The carrying value exceeded the undiscounted future net cash flows of the asset, and an impairment loss of approximately $0.5 million was recognized during the six months ended June 30, 2022 as the difference between the net book value and the fair value of the asset group. Treasury Stock Treasury stock is accounted for under the cost method and is included as a deduction from equity in the Shareholders' Equity section of the consolidated statements of financial condition. Upon any subsequent retirement or resale, the treasury stock account is reduced by the cost of such stock. Operating Segments |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregated Revenue The following table represents the Company’s wealth management and institutional and intermediary investment management revenue by investment portfolio during the three and six months ended June 30, 2022 and 2021: Three months ended June 30, 2022 Three months ended June 30, 2021 Wealth Management Institutional and Intermediary Total Wealth Management Institutional and Intermediary Total (in thousands) Blended Asset $ 14,272 $ 7,849 22,121 $ 14,215 $ 8,346 $ 22,561 Equity 1,273 5,231 6,504 1,784 6,374 8,158 Fixed Income 115 552 667 112 421 533 Total $ 15,660 $ 13,632 $ 29,292 $ 16,111 $ 15,141 $ 31,252 Six months ended June 30, 2022 Six months ended June 30, 2021 Wealth Management Institutional and Intermediary Total Wealth Management Institutional and Intermediary Total (in thousands) Blended Asset $ 28,941 $ 16,146 $ 45,087 $ 27,849 $ 16,414 $ 44,263 Equity 2,634 11,152 13,786 3,392 12,239 15,631 Fixed Income 225 1,021 1,246 218 816 1,034 Total $ 31,800 $ 28,319 $ 60,119 $ 31,459 $ 29,469 $ 60,928 Accounts Receivable Accounts receivable as of June 30, 2022 and December 31, 2021 consisted of the following: June 30, 2022 December 31, 2021 (in thousands) Accounts receivable - third parties $ 5,387 $ 8,119 Accounts receivable - affiliated mutual funds and collective investment trusts 4,112 5,732 Total accounts receivable $ 9,499 $ 13,851 Accounts receivable represents the Company's unconditional rights to consideration arising from its performance under separately managed account, mutual fund and collective investment trust, distribution and shareholder servicing, and custodial service contracts. Accounts receivable balances do not include an allowance for doubtful accounts nor has any significant bad debt expense attributable to accounts receivable been recorded during the three and six months ended June 30, 2022 or 2021. Advisory and Distribution Agreements The Company earns investment advisory fees, distribution fees and administrative service fees under agreements with affiliated mutual funds and collective investment trusts. Fees earned for advisory and distribution services provided were approximately $9.3 million and $19.4 million for the three and six months ended June 30, 2022, respectively, and approximately $10.6 million and $20.5 million for the three and six months ended June 30, 2021, respectively, which represents greater than 25% of revenue in each period. The following provides amounts due from affiliated mutual funds and collective investment trusts reported within accounts receivable in the consolidated statements of financial condition as of June 30, 2022 and December 31, 2021: June 30, 2022 December 31, 2021 (in thousands) Affiliated mutual funds $ 3,021 $ 4,309 Affiliated collective investment trusts 1,091 1,423 Accounts receivable - affiliated mutual funds and collective investment trusts $ 4,112 $ 5,732 Contract assets and liabilities Accrued accounts receivable : Accrued accounts receivable represents the Company's contract asset for revenue that has been recognized in advance of billing separately managed account contracts. Consideration for the period billed in arrears is dependent on the client’s AUM on a future billing date and therefore conditional as of the reporting period end. During the six months ended June 30, 2022, revenue was decreased by less than $0.1 million for changes in transaction price. Accrued accounts receivable of approximately $0.3 million is reported within prepaid expenses and other assets in the consolidated statements of financial condition for both June 30, 2022 and December 31, 2021. Deferred revenue: Deferred revenue is recorded when consideration is received or unconditionally due in advance of providing services to the Company's customer. Revenue recognized during the six months ended June 30, 2022 that was included in deferred revenue at the beginning of the period was approximately $12.8 million. |
Noncontrolling Interests
Noncontrolling Interests | 6 Months Ended |
Jun. 30, 2022 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | Noncontrolling Interests Manning & Napier holds an economic interest of approximately 97.8% in Manning & Napier Group, and as managing member controls all of the business and affairs of Manning & Napier Group. As a result, the Company consolidates the financial results of Manning & Napier Group and records a noncontrolling interest on its consolidated statements of financial condition with respect to the remaining approximately 2.2% economic interest in Manning & Napier Group held by M&N Group Holdings. Net income attributable to noncontrolling interests on the statements of operations represents the portion of earnings attributable to the economic interest in Manning & Napier Group held by the noncontrolling interests. The following table provides a reconciliation from “Income before provision for income taxes” to “Net income attributable to Manning & Napier, Inc.”: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Income before provision for income taxes $ 4,504 $ 8,026 $ 4,982 $ 14,693 Less: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 182 (218) (1,137) (211) Income before provision for income taxes, as adjusted 4,322 8,244 6,119 14,904 Controlling interest percentage (2) 97.8 % 90.1 % 97.8 % 89.6 % Income before provision for income taxes attributable to controlling interest 4,225 7,426 5,982 13,347 Plus: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 182 (218) (1,137) (211) Income before provision for income taxes attributable to Manning & Napier, Inc. 4,407 7,208 4,845 13,136 Less: provision for income taxes of Manning & Napier, Inc. (3) 2,063 1,283 1,315 1,971 Net income attributable to Manning & Napier, Inc. $ 2,344 $ 5,925 $ 3,530 $ 11,165 _______________________ (1) Manning & Napier, Inc. incurs certain income or expenses that are only attributable to it and are therefore excluded from the net income attributable to noncontrolling interests. (2) Income before provision for (benefit from) income taxes is allocated to the controlling interest based on the percentage of units of Manning & Napier Group held by Manning & Napier, Inc. The amount represents the Company's weighted ownership of Manning & Napier Group's income for the respective periods. (3) The consolidated provision for income taxes is equal to the sum of (i) the provision for income taxes for entities other than Manning & Napier, Inc. and (ii) the provision for (benefit from) income taxes of Manning & Napier, Inc. which includes all U.S. federal and state income taxes. The consolidated provision for income taxes was approximately $2.1 million and $1.3 million for the three months ended June 30, 2022 and 2021, respectively, and approximately $1.3 million and $2.0 million for the six months ended June 30, 2022 and 2021, respectively. As of June 30, 2022, a total of 428,812 units of Manning & Napier Group were held by the noncontrolling interests. Pursuant to the terms of the exchange agreement entered into at the time of the Company's initial public offering ("Exchange Agreement"), such units may be tendered for exchange or redemption. For any units exchanged, the Company may (i) pay an amount of cash equal to the number of tendered units multiplied by the value of one share of the Company's Class A common stock less a market discount and expected expenses, or, at the Company's election, (ii) issue shares of the Company's Class A common stock on a one-for-one basis, subject to customary adjustments. As the Company receives units of Manning & Napier Group that are exchanged, the Company's ownership of Manning & Napier Group will increase. During the six months ended June 30, 2022, Class A common stock was issued under the Company's 2011 Equity Compensation Plan (the "Equity Plan") for which Manning & Napier, Inc. acquired an equivalent number of Class A units of Manning & Napier Group. The following is the impact to the Company's equity ownership interest in Manning & Napier Group for the six months ended June 30, 2022: Manning & Napier Group Class A Units Held Manning & Napier Total Manning & Napier Ownership % As of December 31, 2021 18,296,780 428,812 18,725,592 97.7% Class A Units issued 370,252 — 370,252 0.1% As of June 30, 2022 18,667,032 428,812 19,095,844 97.8% Manning & Napier Inc., as managing member, controls all of the business and affairs of Manning & Napier Group. Since the Company continues to have a controlling interest in Manning & Napier Group, the aforementioned changes in ownership of Manning & Napier Group were accounted for as equity transactions under ASC Topic 810, Consolidation . Additional paid-in capital and noncontrolling interests in the consolidated statements of financial position are adjusted to reallocate the Company's historical equity to reflect the change in ownership of Manning & Napier Group. Manning & Napier and the holders of Manning & Napier Group are party to a tax receivable agreement ("TRA"), pursuant to which Manning & Napier is required to pay to such holders 85% of the applicable cash savings, if any, in U.S. federal, state, local and foreign income tax that Manning & Napier actually realizes, or is deemed to realize in certain circumstances, as a result of (i) certain tax attributes of their units sold to Manning & Napier or exchanged (for shares of Class A common stock) and that are created as a result of the sales or exchanges and payments under the TRA and (ii) tax benefits related to imputed interest. At June 30, 2022 and December 31, 2021, the Company had recorded a liability of $17.2 million and $17.8 million, respectively, representing the estimated payments due to the selling unit holders under the TRA entered into between Manning & Napier and the other holders of Class A Units of Manning & Napier Group. Of these amounts, approximately $3.7 million and $4.3 million were included in accrued expenses and other liabilities at June 30, 2022 and December 31, 2021, respectively. The Company made payments of approximately $0.6 million pursuant to the TRA during the six months ended June 30, 2022. The Company made no payments pursuant to the TRA during the six months ended June 30, 2021. Obligations pursuant to the TRA are obligations of Manning & Napier. They do not impact the noncontrolling interests. These obligations are not income tax obligations. Furthermore, the TRA has no impact on the allocation of the provision for income taxes to the Company’s net income. |
Investment Securities
Investment Securities | 6 Months Ended |
Jun. 30, 2022 | |
Investments [Abstract] | |
Investment Securities | Investment Securities The following represents the Company’s investment securities holdings as of June 30, 2022 and December 31, 2021: June 30, 2022 Cost Unrealized Unrealized Fair (in thousands) Available-for-sale securities U.S. Treasury securities $ 9,119 $ — $ (126) $ 8,993 Fixed income securities 6,960 — (189) 6,771 15,764 Equity investments, at fair value Equity securities 5,933 Mutual funds 13,117 19,050 Total investment securities $ 34,814 December 31, 2021 Cost Unrealized Unrealized Fair (in thousands) Available-for-sale securities U.S. Treasury securities $ 10,442 $ — $ (135) $ 10,307 Fixed income securities 7,015 — (156) 6,859 17,166 Equity investments, at fair value Equity securities 6,377 Mutual funds 1,065 7,442 Total investment securities $ 24,608 Investment securities are classified as either equity investments or available-for-sale and are carried at fair value. Fair value is determined based on quoted market prices in active markets for identical or similar instruments. Investment securities classified as equity investments, at fair value consist of equity securities and investments in mutual funds for which the Company provides advisory services. At June 30, 2022 and December 31, 2021, equity investments, at fair value consist of investments held by the Company to provide initial cash seeding for product development purposes and investments in mutual funds to hedge economic exposure to market movements on its deferred compensation plan. The Company recognized approximately $3.2 million of net unrealized losses and $0.3 million of net unrealized gains related to investments classified as equity investments, at fair value during the six months ended June 30, 2022 and 2021, respectively. Investment securities classified as available-for-sale consist of U.S. Treasury securities and corporate bonds to optimize cash management opportunities and for compliance with certain regulatory requirements. As of June 30, 2022 and December 31, 2021, approximately $0.6 million of these securities was considered restricted. The Company periodically reviews each individual security position that has an unrealized loss, or impairment, to determine if that impairment is other-than-temporary. No other-than-temporary impairment charges have been recognized by the Company during the six months ended June 30, 2022 and 2021. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that the Company would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A fair value hierarchy is applied that gives the highest priority to unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The following three-tier fair value hierarchy prioritizes the inputs used in measuring fair value: • Level 1—observable inputs such as quoted prices in active markets for identical securities; • Level 2—other significant observable inputs (including but not limited to quoted prices for similar securities, interest rates, prepayment rates, credit risk, etc.); and • Level 3—significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments). The following table summarizes the hierarchy of inputs used to derive the fair value of the Company’s assets as of June 30, 2022 and December 31, 2021: June 30, 2022 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 5,933 $ — $ — $ 5,933 Fixed income securities — 6,771 — 6,771 Mutual funds 13,117 — — 13,117 U.S. Treasury securities — 8,993 — 8,993 Total assets at fair value $ 19,050 $ 15,764 $ — $ 34,814 December 31, 2021 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 6,377 $ — $ — $ 6,377 Fixed income securities — 6,859 — 6,859 Mutual funds 1,065 — — 1,065 U.S. Treasury securities — 10,307 — 10,307 Total assets at fair value $ 7,442 $ 17,166 $ — $ 24,608 Valuations of investments in fixed income securities and U.S. Treasury securities can generally be obtained through independent pricing services. For most bond types, the pricing service utilizes matrix pricing, which considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type and current day trade information, as well as dealer supplied prices. These valuations are categorized as Level 2 in the hierarchy. |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 6 Months Ended |
Jun. 30, 2022 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities Accrued expenses and other liabilities as of June 30, 2022 and December 31, 2021 consisted of the following: June 30, 2022 December 31, 2021 (in thousands) Accrued bonus and sales commissions $ 14,778 $ 22,144 Accrued payroll and benefits 2,482 4,548 Accrued sub-transfer agent fees 430 482 Amounts payable under tax receivable agreement 3,708 4,273 Short-term operating lease liabilities 2,781 2,728 Other accruals and liabilities 2,753 2,213 Total accrued expenses and other liabilities $ 26,932 $ 36,388 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | LeasesThe Company has operating and finance leases for office space and certain equipment. For these leases, the office space or equipment is an explicitly identified asset within the contract. The Company has determined that it has obtained substantially all of the economic benefits from the use of the underlying asset and directs how and for what purpose the asset is used during the term of the contract. Certain of the Company's operating leases have been subleased for which the Company will receive cash totaling approximately $3.9 million over the remaining term of su ch leases. The lease terms for the subleased operating leases end ranging from 2025 to 2028. The components of lease expense for the three and six months ended June 30, 2022 and 2021 were as follows: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Finance lease expense Amortization of right-of-use assets $ 12 $ 12 $ 25 $ 36 Interest on lease liabilities — 1 1 3 Operating lease expense 715 819 1,898 1,645 Short-term lease expense — — — — Variable lease expense 102 98 179 139 Sublease income (210) (179) (396) (344) Total lease expense $ 619 $ 751 $ 1,707 $ 1,479 Supplemental cash flow information related to leases for the three and six months ended June 30, 2022 and 2021 were as follows: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 1 $ 1 $ 2 $ 3 Finance cash flows from finance leases $ 14 $ 17 $ 31 $ 33 Operating cash flows from operating leases $ 859 $ 945 $ 2,049 $ 1,891 Right-of-use assets obtained in exchange for new lease obligations: Finance leases $ — $ — $ — $ — Operating leases $ — $ — $ (513) $ 38 Supplemental balance sheet information related to leases as of June 30, 2022 was as follows: (in thousands, except lease term and discount rate) June 30, 2022 Finance Leases Finance lease right-of-use assets (1) $ 55 Accrued expenses and other liabilities $ 40 Other long-term liabilities 19 Total finance lease liabilities $ 59 Operating Leases Operating lease right-of-use assets $ 12,431 Accrued expenses and other liabilities $ 2,781 Operating lease liabilities, non-current 11,998 Total operating lease liabilities $ 14,779 Weighted average remaining lease term Finance leases 1.41 years Operating leases 5.22 years Weighted average discount rate Finance leases 4.26 % Operating leases 4.96 % _______________________ (1) Amounts included in other long-term assets within the consolidated statements of financial condition. Maturities of lease liabilities were as follows: Twelve month period ending June 30, Finance Leases Operating Leases (in thousands) 2023 $ 44 $ 3,446 2024 17 3,291 2025 — 3,073 2026 — 2,909 2027 — 2,741 Thereafter — 1,324 Total lease payments 61 16,784 Less imputed interest (2) (2,005) Total lease liabilities $ 59 $ 14,779 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesThe Company may from time to time enter into agreements that contain certain representations and warranties and which provide general indemnifications. The Company may also serve as a guarantor of such obligations. 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. The Company expects any risk of liability associated with such guarantees to be remote. Regulation As an investment adviser to a variety of investment products, the Company and its affiliated broker-dealer are subject to routine reviews and inspections by the SEC and the Financial Industry Regulatory Authority, Inc. From time to time the Company may also be subject to claims, or be involved in various legal proceedings, arising in the ordinary course of its business and other contingencies. The Company does not believe that the outcome of any of these reviews, inspections or other legal proceedings will have a material impact on its consolidated financial statements; however, litigation is subject to many uncertainties, and the outcome of individual litigated matters is difficult to predict. The Company will establish accruals for matters that are probable, can be reasonably estimated, and may take into account any related insurance recoveries to the extent of such recoveries. As of June 30, 2022 and December 31, 2021, the Company has not accrued for any such claims, legal proceedings, or other contingencies. Merger Agreement The Company has made customary representations and warranties in the Merger Agreement with Callodine (Note 1). The Merger Agreement also contains customary covenants and agreements, including covenants and agreements relating to the conduct of the Company’s business between the date of the signing of the Merger Agreement and the closing of the transactions contemplated under the Merger Agreement. The Merger Agreement contains certain termination rights for the Company and Callodine, including the right of the Company to terminate the Merger Agreement to accept a superior proposal, subject to specified limitations, and provides that, upon termination of the Merger Agreement by the Company, the Company will be required to pay Callodine a termination fee of $8,790,000 or upon termination of the Merger Agreement by Callodine, Callodine will be required to pay the Company a termination fee of $15,070,000 in each case under certain circumstances. In addition to the foregoing termination rights, and subject to certain limitations, either party may terminate the Merger Agreement if the Merger is not consummated by October 1, 2022. |
Earnings per Common Share
Earnings per Common Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Earnings per Common Share Basic earnings per share (“basic EPS”) is computed by dividing net income by the weighted average number of shares outstanding for the reporting period. Diluted earnings per share (“diluted EPS”) gives effect during the reporting period to other potentially dilutive shares outstanding. Net income attributable to noncontrolling interests on the statements of operations represents the portion of earnings attributable to the economic interest of Manning & Napier Group held by the noncontrolling interests (Note 4). For periods in which the outstanding Class A Units of Manning & Napier Group are dilutive to the Company's earnings per share, the calculation of diluted earnings per share also takes into account the incremental net income that would be available to Class A common stock upon the conversion of Class A Units into Class A common stock. Weighted average shares outstanding for periods prior to January 1, 2022 reflect the impact of the Company's restricted Class A common shares that had been granted under a prior equity plan. These awards had non-forfeitable dividend rights during their vesting period and were therefore considered participating securities under the two-class method for purposes of computing both basic and diluted earnings per share in those periods. The following is a reconciliation of the income and share data used in the basic and diluted EPS computations for the three and six months ended June 30, 2022 and 2021: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands, except share data) Numerator: Net income attributable to controlling and noncontrolling interests $ 2,440 $ 6,741 $ 3,664 $ 12,705 Less: net income attributable to noncontrolling interests 96 816 134 1,540 Net income attributable to Manning & Napier, Inc. $ 2,344 $ 5,925 $ 3,530 $ 11,165 Less: allocation to participating securities — 7 — 46 Net income available to Class A common stock for basic EPS $ 2,344 $ 5,918 $ 3,530 $ 11,119 Plus: reallocation of net income attributable to participating securities — 1 — 8 Net income available to Class A common stock for diluted EPS $ 2,344 $ 5,919 $ 3,530 $ 11,127 Denominator: Weighted average shares of Class A common stock outstanding - basic 19,124,332 16,956,265 19,056,827 16,991,188 Dilutive effect of outstanding equity awards 2,709,231 3,358,020 2,673,767 3,299,726 Weighted average shares of Class A common stock outstanding - diluted 21,833,563 20,314,285 21,730,594 20,290,914 Net income available to Class A common stock per share - basic $ 0.12 $ 0.35 $ 0.19 $ 0.65 Net income available to Class A common stock per share - diluted $ 0.11 $ 0.29 $ 0.16 $ 0.55 At both June 30, 2022, and 2021 there were 428,812 Class A Units of Manning & Napier Group outstanding, which, subject to certain restrictions, may be exchangeable for up to an equivalent number of shares of the Company's Class A common stock. |
Equity Based Compensation
Equity Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Equity Based Compensation | Equity-Based Compensation The Equity Plan was adopted by the Company's board of directors and approved by shareholders prior to the consummation of the Company's 2011 initial public offering. A total of 13,142,813 equity interests were authorized for issuance, eligible to be issued in the form of Class A common stock, restricted stock units, stock options, units of Manning & Napier Group, or certain classes of membership interests in the Company which may convert into units of Manning & Napier Group. The Equity Plan expired in November 2021. As such, at June 30, 2022, there were no awards available for issuance pursuant to the Equity Plan. The following table summarizes activity related to awards of restricted stock and restricted stock units (collectively, "stock awards") under the Equity Plan for the six months ended June 30, 2022: Stock Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2022 3,421,611 $ 2.90 Granted — $ — Vested (581,595) $ 1.57 Forfeited (47,644) $ 2.32 Outstanding at June 30, 2022 2,792,372 $ 3.19 The weighted average fair value of stock awards granted during the six months ended June 30, 2021 was $6.04, based on the closing sale price of the Company's Class A common stock as reported on the New York Stock Exchange on the date of grant, and, if not entitled to dividends or dividend equivalents during the vesting period, reduced by the present value of such amounts expected to be paid on the underlying shares during the requisite service period. For the three and six months ended June 30, 2022, the Company recorded approximately $0.5 million and $1.0 million, respectively, of compensation expense related to stock awards under the Equity Plan. For the three and six months ended June 30, 2021, the Company recorded approximately $0.8 million and $2.0 million, respectively, of compensation expense related to stock awards under the Equity Plan. The aggregate intrinsic value of stock awards that vested during each of the six months ended June 30, 2022 and 2021 was approximately $4.6 million and $1.4 million, respectively. As of June 30, 2022, there was unrecognized compensation expense of approximately $6.3 million related to stock awards, which the Company expects to recognize over a weighted average period of approximately 3.2 years. A summary of activity under the Equity Plan related to stock option awards during the six months ended June 30, 2022 is presented below: Stock Option Awards Weighted Average Exercise Price Weighted Average Contractual Term Aggregate Outstanding at January 1, 2022 500,000 $ 2.01 Granted — $ — Exercised — $ — Forfeited — $ — Outstanding at June 30, 2022 500,000 $ 2.01 3.1 $ 5,230 Exercisable at June 30, 2022 500,000 $ 2.01 3.1 $ 5,230 For the three and six months ended June 30, 2021, the Company recorded approximately $0.1 million of compensation expense related to stock options under the Equity Plan. As of June 30, 2022, there was no unrecognized compensation expense related to stock options. In connection with the vesting of restricted stock units during the six months ended June 30, 2022, the Company withheld a total of 211,343 shares of Class A common stock to satisfy approximately $1.7 million of employee income tax withholding requirements. These net share settlements had the effect of shares repurchased and retired by the Company, as they reduced the total number of Class A common shares outstanding. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is comprised of entities that have elected to be treated as either a limited liability company ("LLC") or a “C-Corporation". As such, the entities functioning as LLCs are not liable for or able to benefit from U.S. federal and most state income taxes on their earnings, and earnings (losses) will be included in the personal income tax returns of each entity’s unit holders. The entities functioning as C-Corporations are liable for or able to benefit from U.S. federal and state and local income taxes on their earnings and losses, respectively. In calculating the provision for income taxes, the Company uses an estimate of the annual effective tax rate based upon the facts and circumstances at each interim period. On a quarterly basis, the estimated annual effective tax rate is adjusted, as appropriate, based upon changes in facts and circumstances, if any, as compared to those forecasted at the beginning of the fiscal year and at each interim period thereafter. The Company’s income tax provision (benefit) and effective tax rate were as follows: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Income before provision for income taxes $ 4,504 $ 8,026 $ 4,982 $ 14,693 Effective tax rate 45.8 % 16.0 % 26.5 % 13.5 % Provision for income taxes 2,064 1,285 1,318 1,988 Provision for income taxes at statutory rate 946 1,685 1,046 3,086 Difference between tax at effective vs. statutory rate $ 1,118 $ (400) $ 272 $ (1,098) The provision for income taxes includes a benefit attributable to the fact that the Company’s operations include a series of flow-through entities which are generally not subject to federal and most state income taxes. Accordingly, a portion of the Company’s earnings are not subject to corporate level taxes. The Company recognized a reduced benefit from flow-through entities during the six months ended June 30, 2022 compared to June 30, 2021 due to a higher portion of Manning & Napier Group's earnings subject to taxation at the C-Corporation level attributed to Manning & Napier Inc.'s increased ownership of Manning & Napier Group as of June 30, 2022 compared to June 30, 2021 (Note 4). |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Transactions with noncontrolling members From time to time, the Company may be asked to provide certain services, including accounting, legal and other administrative functions for the noncontrolling members of Manning & Napier Group. While immaterial, the Company has not received any reimbursement for such services. The Company manages the personal funds of certain of the Company's executive officers and directors and/or their affiliated entities. Pursuant to the respective investment management agreements, in some instances the Company may waive or reduce its regular advisory fees for these accounts. The aggregate value of the fees earned was less than $0.1 million for each of the six months ended June 30, 2022 and 2021. No fees were waived for the six months ended June 30, 2022 and 2021. Affiliated fund transactions The Company earns investment advisory fees, distribution fees and administrative service fees under agreements with affiliated mutual funds and collective investment trusts. Fees earned for advisory and distribution services provided were approximately $9.3 million and $19.4 million for the three and six months ended June 30, 2022, respectively, and $10.6 million and $20.5 million for the three and six months ended June 30, 2021, respectively. Fees earned for administrative services provided were approximately $0.3 million and $0.6 million for the three and six months ended June 30, 2022, respectively, and $0.3 million and $0.5 million for the three and six months ended June 30, 2021, respectively. See Note 3 for disclosure of amounts due from affiliated mutual funds and collective investment trusts. The Company incurs certain expenses on behalf of the collective investment trusts and has contractually agreed to limit its fees and reimburse expenses to limit operating expenses incurred by certain affiliated fund series. The aggregate value of fees waived and expenses reimbursed to, or incurred for, affiliated mutual funds and collective investment trusts were approximately $0.5 million and $1.2 million for the three and six months ended June 30, 2022, respectively, and $0.5 million and $1.0 million for the three and six months ended June 30, 2021, respectively. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividend on Class A common stock On July 20, 2022, the Company's Board of Directors declared a $0.05 per share dividend to the holders of Class A common stock. The dividend is payable on or about August 19, 2022 to shareholders of record as of August 5, 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and related rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial reporting and include all adjustments, consisting only of normal recurring adjustments which are, in the opinion of management, necessary for a fair statement of the results for the interim period. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates or assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results could differ from these estimates or assumptions. |
Principles of Consolidation | Principles of Consolidation The Company consolidates all majority-owned subsidiaries. As of June 30, 2022, Manning & Napier holds an economic interest of approximately 97.8% in Manning & Napier Group and, as managing member, controls all of the business and affairs of Manning & Napier Group. As a result, the Company consolidates the financial results of Manning & Napier Group and records a noncontrolling interest on its consolidated statements of financial condition with respect to the remaining economic interest in Manning & Napier Group held by M&N Group Holdings. All material intercompany transactions have been eliminated in consolidation. In accordance with Accounting Standards Update ("ASU") 2015-02, Consolidation (Topic 810) – Amendments to the Consolidation Analysis , the determination of whether a company is required to consolidate an entity is based on, among other things, an entity’s purpose and design, a company’s ability to direct the activities of the entity that most significantly impact the entity’s economic performance, and whether a company is obligated to absorb losses or receive benefits that could potentially be significant to the entity. The standard also requires ongoing assessments of whether a company is the primary beneficiary of a variable interest entity (“VIE”). When utilizing the voting interest entity ("VOE") model, controlling financial interest is generally defined as majority ownership of voting interests. The Company provides seed capital to its investment teams to develop new strategies and services for its clients. The original seed investment may be held in a separately managed account, comprised solely of the Company's investments or within a mutual fund, where the Company's investments may represent all or only a portion of the total equity investment in the mutual fund. Pursuant to U.S. GAAP, the Company evaluates its investments in mutual funds on a regular basis and consolidates such mutual funds for which it holds a controlling financial interest. When no longer deemed to hold a controlling financial interest, the Company would deconsolidate the fund and classify the remaining investment as either an equity method investment, equity investments, at fair value, or as trading securities, as applicable. As of June 30, 2022 and December 31, 2021, the Company did not have investments classified as an equity method investment. The Company serves as the investment adviser for Manning & Napier Fund, Inc. series of mutual funds (the “Fund”), Exeter Trust Company Collective Investment Trusts (“CIT”) and Rainier Multiple Investment Trust. The Fund, CIT and Rainier Multiple Investment Trust are legal entities, the business and affairs of which are managed by their respective boards of directors. As a result, each of these entities is a VOE. The Company holds, in limited cases, direct investments in a mutual fund (which are made on the same terms as are available to other investors) and consolidates each of these entities where it has a controlling financial interest or a majority voting interest. The Company's investments in the Fund amounted to approximately $13.1 million as of June 30, 2022 and $1.1 million as of December 31, 2021. As of June 30, 2022 and December 31, 2021, the Company did not have a controlling financial interest in any mutual fund. |
Revenue | Revenue Investment Management: Investment management fees are computed as a percentage of assets under management ("AUM"). The Company's performance obligation is a series of services that form part of a single performance obligation satisfied over time. Separately managed accounts are paid in advance, typically for a semi-annual or quarterly period, or in arrears, typically for a monthly or quarterly period. When investment management fees are paid in advance, the Company defers the revenue as a contract liability and recognizes it over the applicable period. When investment management fees are paid in arrears, the Company estimates revenue and records a contract asset (accrued accounts receivable) based on AUM as of the most recent month end date. Mutual funds and collective investment trust investment management revenue is calculated and earned daily based on AUM. Revenue is presented net of cash rebates and fees waived pursuant to contractual expense limitations of the funds. The Company also has agreements with third parties who provide recordkeeping and administrative services for employee benefit plans participating in the collective investment trusts. The Company is acting as an agent on behalf of the employee benefit plan sponsors, therefore, investment management revenue is recorded net of fees paid to third party service providers. Distribution and shareholder servicing: The Company receives distribution and servicing fees for providing services to its affiliated mutual funds. Revenue is computed and earned daily based on a percentage of AUM. The performance obligation is a series of services that form part of a single performance obligation satisfied over time. The Company has agreements with third parties who provide distribution and administrative services for its mutual funds. The agreements are evaluated to determine |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company generally considers all highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents are primarily held in operating accounts at major financial institutions and also in money market securities. Cash equivalents are stated at cost, which approximates market value due to the short-term maturity of these investments. The fair value of cash equivalents has been classified as Level 1 in accordance with the fair value hierarchy. |
Investment Securities | Investment Securities Investment securities are classified as either equity investments, trading, equity method investments or available-for-sale and are carried at fair value. Fair value is determined based on quoted market prices in active markets for identical or similar instruments. Investment securities classified as equity investments, at fair value consist of equity securities and investments in mutual funds for which the Company provides advisory services. Realized and unrealized gains and losses on equity investments, at fair value or trading securities, as applicable, are recorded in net gains (losses) on investments in the consolidated statements of operations. |
Property and Equipment | Property, Equipment, Software and Depreciation Property and equipment is presented net of accumulated depreciation of approximately $8.9 million and $8.6 million as of June 30, 2022 and December 31, 2021, respectively. Capitalized implementation costs for software hosting arrangements are included within prepaid expenses and other assets on the Company's statements of financial condition and totaled approximately $5.7 million and $7.0 million, net of accumulated amortization, as of June 30, 2022 and December 31, 2021, respectively. During the six months ended June 30, 2022, the Company recognized a $1.9 million charge for the impairment of certain internal and external costs capitalized in connection with hosted software arrangements, which is reflected within other operating costs in the statements of operations. This impairment charge was recorded subsequent to the Company's determination that portions of a software license agreement with a third-party service provider would be terminated. As such, the Company concluded that capitalized costs associated with the terminated services would not ultimately be completed and placed into service. The Company does not expect to incur future cash expenditures in connection with terminating these services. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess cost over the fair value of the identifiable net assets of acquired companies. Identifiable intangible assets generally represent the cost of client relationships and investment management agreements acquired as well as trademarks. Goodwill and indefinite-lived assets are tested for impairment annually or more frequently if events or circumstances indicate that the carrying value may not be recoverable. Intangible assets subject to amortization are tested for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. Goodwill and intangible assets require significant management estimate and judgment, including the valuation and expected life determination in connection with the initial purchase price allocation and the ongoing evaluation for impairment. |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use ("ROU") assets, accrued expenses and other liabilities and operating lease liabilities, non-current on its consolidated statements of financial condition. Finance leases are included in other long-term assets, accrued expenses and other liabilities, and other long-term liabilities on its consolidated statements of financial condition. ROU assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The incremental borrowing rate, for each identified lease, is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term. The operating lease ROU asset is reduced for any lease incentives. The Company's lease terms may include options to extend or terminate the lease when it is reasonably certain that it will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components, which are combined for all classes of underlying assets. Impairment of Long-Lived Assets The Company reviews the carrying value of its long-lived assets annually or whenever events or changes in circumstances indicate that the historical cost carrying value of an asset may no longer be appropriate. The Company entered into a sublease agreement in the first quarter of 2022 for a portion of the Company's currently occupied office space, triggering a change in the way the leased asset is utilized by the Company. The subleased space was determined to be a separate asset group from the remaining office space leased by the Company, and as such represents a distinct ROU asset and lease liability. The Company assessed recoverability of the asset group by comparing the undiscounted future net cash flows expected to result from the asset group to its carrying value. The carrying value exceeded the undiscounted future net cash flows of the asset, and an impairment loss of approximately $0.5 million was recognized during the six months ended June 30, 2022 as the difference between the net book value and the fair value of the asset group. |
Treasury Stock | Treasury Stock Treasury stock is accounted for under the cost method and is included as a deduction from equity in the Shareholders' Equity section of the consolidated statements of financial condition. Upon any subsequent retirement or resale, the treasury stock account is reduced by the cost of such stock. |
Operating Segments | Operating SegmentsThe Company operates in one segment, the investment management industry. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table represents the Company’s wealth management and institutional and intermediary investment management revenue by investment portfolio during the three and six months ended June 30, 2022 and 2021: Three months ended June 30, 2022 Three months ended June 30, 2021 Wealth Management Institutional and Intermediary Total Wealth Management Institutional and Intermediary Total (in thousands) Blended Asset $ 14,272 $ 7,849 22,121 $ 14,215 $ 8,346 $ 22,561 Equity 1,273 5,231 6,504 1,784 6,374 8,158 Fixed Income 115 552 667 112 421 533 Total $ 15,660 $ 13,632 $ 29,292 $ 16,111 $ 15,141 $ 31,252 Six months ended June 30, 2022 Six months ended June 30, 2021 Wealth Management Institutional and Intermediary Total Wealth Management Institutional and Intermediary Total (in thousands) Blended Asset $ 28,941 $ 16,146 $ 45,087 $ 27,849 $ 16,414 $ 44,263 Equity 2,634 11,152 13,786 3,392 12,239 15,631 Fixed Income 225 1,021 1,246 218 816 1,034 Total $ 31,800 $ 28,319 $ 60,119 $ 31,459 $ 29,469 $ 60,928 |
Schedule of Accounts Receivable | Accounts receivable as of June 30, 2022 and December 31, 2021 consisted of the following: June 30, 2022 December 31, 2021 (in thousands) Accounts receivable - third parties $ 5,387 $ 8,119 Accounts receivable - affiliated mutual funds and collective investment trusts 4,112 5,732 Total accounts receivable $ 9,499 $ 13,851 June 30, 2022 December 31, 2021 (in thousands) Affiliated mutual funds $ 3,021 $ 4,309 Affiliated collective investment trusts 1,091 1,423 Accounts receivable - affiliated mutual funds and collective investment trusts $ 4,112 $ 5,732 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Noncontrolling Interest [Abstract] | |
Reconciliation from Income Before Provision for Income Taxes to Net Income Attributable to Manning & Napier, Inc. | The following table provides a reconciliation from “Income before provision for income taxes” to “Net income attributable to Manning & Napier, Inc.”: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Income before provision for income taxes $ 4,504 $ 8,026 $ 4,982 $ 14,693 Less: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 182 (218) (1,137) (211) Income before provision for income taxes, as adjusted 4,322 8,244 6,119 14,904 Controlling interest percentage (2) 97.8 % 90.1 % 97.8 % 89.6 % Income before provision for income taxes attributable to controlling interest 4,225 7,426 5,982 13,347 Plus: income (loss) before provision for income taxes of Manning & Napier, Inc. (1) 182 (218) (1,137) (211) Income before provision for income taxes attributable to Manning & Napier, Inc. 4,407 7,208 4,845 13,136 Less: provision for income taxes of Manning & Napier, Inc. (3) 2,063 1,283 1,315 1,971 Net income attributable to Manning & Napier, Inc. $ 2,344 $ 5,925 $ 3,530 $ 11,165 _______________________ (1) Manning & Napier, Inc. incurs certain income or expenses that are only attributable to it and are therefore excluded from the net income attributable to noncontrolling interests. (2) Income before provision for (benefit from) income taxes is allocated to the controlling interest based on the percentage of units of Manning & Napier Group held by Manning & Napier, Inc. The amount represents the Company's weighted ownership of Manning & Napier Group's income for the respective periods. (3) The consolidated provision for income taxes is equal to the sum of (i) the provision for income taxes for entities other than Manning & Napier, Inc. and (ii) the provision for (benefit from) income taxes of Manning & Napier, Inc. which |
Impact to the Company's ownership interest in Manning & Napier Group | The following is the impact to the Company's equity ownership interest in Manning & Napier Group for the six months ended June 30, 2022: Manning & Napier Group Class A Units Held Manning & Napier Total Manning & Napier Ownership % As of December 31, 2021 18,296,780 428,812 18,725,592 97.7% Class A Units issued 370,252 — 370,252 0.1% As of June 30, 2022 18,667,032 428,812 19,095,844 97.8% |
Investment Securities (Tables)
Investment Securities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Investments [Abstract] | |
Company's Investment Securities Holdings | The following represents the Company’s investment securities holdings as of June 30, 2022 and December 31, 2021: June 30, 2022 Cost Unrealized Unrealized Fair (in thousands) Available-for-sale securities U.S. Treasury securities $ 9,119 $ — $ (126) $ 8,993 Fixed income securities 6,960 — (189) 6,771 15,764 Equity investments, at fair value Equity securities 5,933 Mutual funds 13,117 19,050 Total investment securities $ 34,814 December 31, 2021 Cost Unrealized Unrealized Fair (in thousands) Available-for-sale securities U.S. Treasury securities $ 10,442 $ — $ (135) $ 10,307 Fixed income securities 7,015 — (156) 6,859 17,166 Equity investments, at fair value Equity securities 6,377 Mutual funds 1,065 7,442 Total investment securities $ 24,608 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Hierarchy of Inputs Used to Derive the Fair Value of Company's Financial Instruments | The following table summarizes the hierarchy of inputs used to derive the fair value of the Company’s assets as of June 30, 2022 and December 31, 2021: June 30, 2022 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 5,933 $ — $ — $ 5,933 Fixed income securities — 6,771 — 6,771 Mutual funds 13,117 — — 13,117 U.S. Treasury securities — 8,993 — 8,993 Total assets at fair value $ 19,050 $ 15,764 $ — $ 34,814 December 31, 2021 Level 1 Level 2 Level 3 Totals (in thousands) Equity securities $ 6,377 $ — $ — $ 6,377 Fixed income securities — 6,859 — 6,859 Mutual funds 1,065 — — 1,065 U.S. Treasury securities — 10,307 — 10,307 Total assets at fair value $ 7,442 $ 17,166 $ — $ 24,608 |
Accrued Expenses and Other Li_2
Accrued Expenses and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accrued expenses, liabilities and severance costs | Accrued expenses and other liabilities as of June 30, 2022 and December 31, 2021 consisted of the following: June 30, 2022 December 31, 2021 (in thousands) Accrued bonus and sales commissions $ 14,778 $ 22,144 Accrued payroll and benefits 2,482 4,548 Accrued sub-transfer agent fees 430 482 Amounts payable under tax receivable agreement 3,708 4,273 Short-term operating lease liabilities 2,781 2,728 Other accruals and liabilities 2,753 2,213 Total accrued expenses and other liabilities $ 26,932 $ 36,388 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Components of Lease Expense, and Supplemental Cash Flow Information Related to Leases | The components of lease expense for the three and six months ended June 30, 2022 and 2021 were as follows: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Finance lease expense Amortization of right-of-use assets $ 12 $ 12 $ 25 $ 36 Interest on lease liabilities — 1 1 3 Operating lease expense 715 819 1,898 1,645 Short-term lease expense — — — — Variable lease expense 102 98 179 139 Sublease income (210) (179) (396) (344) Total lease expense $ 619 $ 751 $ 1,707 $ 1,479 Supplemental cash flow information related to leases for the three and six months ended June 30, 2022 and 2021 were as follows: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from finance leases $ 1 $ 1 $ 2 $ 3 Finance cash flows from finance leases $ 14 $ 17 $ 31 $ 33 Operating cash flows from operating leases $ 859 $ 945 $ 2,049 $ 1,891 Right-of-use assets obtained in exchange for new lease obligations: Finance leases $ — $ — $ — $ — Operating leases $ — $ — $ (513) $ 38 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases as of June 30, 2022 was as follows: (in thousands, except lease term and discount rate) June 30, 2022 Finance Leases Finance lease right-of-use assets (1) $ 55 Accrued expenses and other liabilities $ 40 Other long-term liabilities 19 Total finance lease liabilities $ 59 Operating Leases Operating lease right-of-use assets $ 12,431 Accrued expenses and other liabilities $ 2,781 Operating lease liabilities, non-current 11,998 Total operating lease liabilities $ 14,779 Weighted average remaining lease term Finance leases 1.41 years Operating leases 5.22 years Weighted average discount rate Finance leases 4.26 % Operating leases 4.96 % _______________________ (1) Amounts included in other long-term assets within the consolidated statements of financial condition. |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities were as follows: Twelve month period ending June 30, Finance Leases Operating Leases (in thousands) 2023 $ 44 $ 3,446 2024 17 3,291 2025 — 3,073 2026 — 2,909 2027 — 2,741 Thereafter — 1,324 Total lease payments 61 16,784 Less imputed interest (2) (2,005) Total lease liabilities $ 59 $ 14,779 |
Finance Lease, Liability, Maturity | Maturities of lease liabilities were as follows: Twelve month period ending June 30, Finance Leases Operating Leases (in thousands) 2023 $ 44 $ 3,446 2024 17 3,291 2025 — 3,073 2026 — 2,909 2027 — 2,741 Thereafter — 1,324 Total lease payments 61 16,784 Less imputed interest (2) (2,005) Total lease liabilities $ 59 $ 14,779 |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Calculation of basic and diluted earnings per share | The following is a reconciliation of the income and share data used in the basic and diluted EPS computations for the three and six months ended June 30, 2022 and 2021: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands, except share data) Numerator: Net income attributable to controlling and noncontrolling interests $ 2,440 $ 6,741 $ 3,664 $ 12,705 Less: net income attributable to noncontrolling interests 96 816 134 1,540 Net income attributable to Manning & Napier, Inc. $ 2,344 $ 5,925 $ 3,530 $ 11,165 Less: allocation to participating securities — 7 — 46 Net income available to Class A common stock for basic EPS $ 2,344 $ 5,918 $ 3,530 $ 11,119 Plus: reallocation of net income attributable to participating securities — 1 — 8 Net income available to Class A common stock for diluted EPS $ 2,344 $ 5,919 $ 3,530 $ 11,127 Denominator: Weighted average shares of Class A common stock outstanding - basic 19,124,332 16,956,265 19,056,827 16,991,188 Dilutive effect of outstanding equity awards 2,709,231 3,358,020 2,673,767 3,299,726 Weighted average shares of Class A common stock outstanding - diluted 21,833,563 20,314,285 21,730,594 20,290,914 Net income available to Class A common stock per share - basic $ 0.12 $ 0.35 $ 0.19 $ 0.65 Net income available to Class A common stock per share - diluted $ 0.11 $ 0.29 $ 0.16 $ 0.55 |
Equity Based Compensation (Tabl
Equity Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes activity related to awards of restricted stock and restricted stock units (collectively, "stock awards") under the Equity Plan for the six months ended June 30, 2022: Stock Awards Weighted Average Grant Date Fair Value Outstanding at January 1, 2022 3,421,611 $ 2.90 Granted — $ — Vested (581,595) $ 1.57 Forfeited (47,644) $ 2.32 Outstanding at June 30, 2022 2,792,372 $ 3.19 |
Share-based Compensation, Stock Options, Activity | A summary of activity under the Equity Plan related to stock option awards during the six months ended June 30, 2022 is presented below: Stock Option Awards Weighted Average Exercise Price Weighted Average Contractual Term Aggregate Outstanding at January 1, 2022 500,000 $ 2.01 Granted — $ — Exercised — $ — Forfeited — $ — Outstanding at June 30, 2022 500,000 $ 2.01 3.1 $ 5,230 Exercisable at June 30, 2022 500,000 $ 2.01 3.1 $ 5,230 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Tax Provision and Effective Tax Rate | The Company’s income tax provision (benefit) and effective tax rate were as follows: Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 (in thousands) Income before provision for income taxes $ 4,504 $ 8,026 $ 4,982 $ 14,693 Effective tax rate 45.8 % 16.0 % 26.5 % 13.5 % Provision for income taxes 2,064 1,285 1,318 1,988 Provision for income taxes at statutory rate 946 1,685 1,046 3,086 Difference between tax at effective vs. statutory rate $ 1,118 $ (400) $ 272 $ (1,098) |
Organization and Nature of th_2
Organization and Nature of the Business (Details) | 6 Months Ended |
Jun. 30, 2022 $ / shares | |
Other Ownership Interests [Line Items] | |
Majority Outside Ownership Interest in limited liability and limited partnership companies | 2.20% |
Callodine | |
Other Ownership Interests [Line Items] | |
Share price | $ 12.85 |
Manning & Napier, Inc. | |
Other Ownership Interests [Line Items] | |
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 97.80% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Narrative (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 USD ($) segment | Dec. 31, 2021 USD ($) | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Accumulated depreciation | $ (8.9) | $ (8.6) |
Capitalized computer software, impairments | 1.9 | |
Impairment of intangible assets, finite-lived | $ 0.5 | |
Number of segments | segment | 1 | |
Prepaid Expenses and Other Current Assets | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Accumulated depreciation | $ (5.7) | (7) |
Managed Mutual Funds and Managed Mutual Consolidated Funds | Manning & Napier Fund | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Mutual Funds, at fair value | $ 13.1 | $ 1.1 |
Manning & Napier, Inc. | ||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||
Percentage of economic interest in Manning & Napier Group held by Manning & Napier, Inc (percent) | 97.80% |
Revenue (Disaggregation of Reve
Revenue (Disaggregation of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 33,797 | $ 36,077 | $ 69,346 | $ 70,228 |
Wealth Management | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 15,660 | 16,111 | 31,800 | 31,459 |
Wealth Management | Blended Asset | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 14,272 | 14,215 | 28,941 | 27,849 |
Wealth Management | Equity | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,273 | 1,784 | 2,634 | 3,392 |
Wealth Management | Fixed Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 115 | 112 | 225 | 218 |
Institutional and Intermediary | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 13,632 | 15,141 | 28,319 | 29,469 |
Institutional and Intermediary | Blended Asset | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 7,849 | 8,346 | 16,146 | 16,414 |
Institutional and Intermediary | Equity | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 5,231 | 6,374 | 11,152 | 12,239 |
Institutional and Intermediary | Fixed Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 552 | 421 | 1,021 | 816 |
Management Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 29,292 | 31,252 | 60,119 | 60,928 |
Management Fees | Blended Asset | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 22,121 | 22,561 | 45,087 | 44,263 |
Management Fees | Equity | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 6,504 | 8,158 | 13,786 | 15,631 |
Management Fees | Fixed Income | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 667 | $ 533 | $ 1,246 | $ 1,034 |
Revenue (Schedule of Accounts R
Revenue (Schedule of Accounts Receivable) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Disaggregation of Revenue [Line Items] | ||
Accounts receivable | $ 9,499 | $ 13,851 |
Accounts receivable - third parties | ||
Disaggregation of Revenue [Line Items] | ||
Accounts receivable | 5,387 | 8,119 |
Accounts receivable - affiliated mutual funds and collective investment trusts | ||
Disaggregation of Revenue [Line Items] | ||
Accounts receivable | 4,112 | 5,732 |
Affiliated mutual funds | ||
Disaggregation of Revenue [Line Items] | ||
Accounts receivable | 3,021 | 4,309 |
Affiliated collective investment trusts | ||
Disaggregation of Revenue [Line Items] | ||
Accounts receivable | $ 1,091 | $ 1,423 |
Revenue (Additional Information
Revenue (Additional Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Revenue [Line Items] | |||||
Total revenue | $ 33,797 | $ 36,077 | $ 69,346 | $ 70,228 | |
Contract with Customer, Asset, Cumulative Catch-up Adjustment to Revenue, Change in Estimate of Transaction Price | 100 | ||||
Accrued Accounts Receivable | 300 | 300 | $ 300 | ||
Contract with Customer, Liability, Revenue Recognized | 12,800 | ||||
Capitalized Contract Cost, Net | 400 | 400 | $ 500 | ||
Capitalized Contract Cost, Amortization | 100 | 100 | 100 | 100 | |
Advisory Related Services | |||||
Revenue [Line Items] | |||||
Total revenue | 9,300 | 10,600 | 19,400 | 20,500 | |
Wealth Management | |||||
Revenue [Line Items] | |||||
Total revenue | 15,660 | 16,111 | $ 31,800 | 31,459 | |
Minimum | Wealth Management | |||||
Revenue [Line Items] | |||||
Customer Contract Period | 3 years | ||||
Maximum | |||||
Revenue [Line Items] | |||||
Capitalized Contract Cost, Impairment Loss | $ 100 | $ 100 | $ 100 | $ 100 | |
Maximum | Wealth Management | |||||
Revenue [Line Items] | |||||
Customer Contract Period | 7 years | ||||
Revenue Benchmark | Minimum | Advisory Related Services | Customer Concentration Risk | |||||
Revenue [Line Items] | |||||
Concentration Risk, Percentage | 25% | 25% | 25% | 25% |
Noncontrolling Interests (Textu
Noncontrolling Interests (Textual) (Detail) - USD ($) | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Noncontrolling Interest [Line Items] | |||
Estimated payments due to selling unit holders | $ 17,200,000 | $ 17,800,000 | |
Payment pursuant to tax receivable agreement | 600,000 | $ 0 | |
Accrued expenses and other liabilities | |||
Noncontrolling Interest [Line Items] | |||
Estimated payments due to selling unit holders | $ 3,700,000 | $ 4,300,000 | |
Manning And Napier Group Holding LLC | |||
Noncontrolling Interest [Line Items] | |||
Percentage of economic interest in Manning & Napier Group held by MN Group Holdings, MNCC and the other members of Manning & Napier Group (percent) | 2.20% | ||
Manning & Napier Group, LLC | Class A Units | |||
Noncontrolling Interest [Line Items] | |||
Noncontrolling Interest, Shares Held by Noncontrolling Owners | 428,812 | 428,812 | |
Manning & Napier, Inc. | |||
Noncontrolling Interest [Line Items] | |||
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | 97.80% |
Noncontrolling Interests (Recon
Noncontrolling Interests (Reconciliation of Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Noncontrolling Interest [Line Items] | ||||
Income before provision for income taxes | $ 4,504 | $ 8,026 | $ 4,982 | $ 14,693 |
Less: gain (loss) before provision for income taxes of Manning & Napier, Inc. | 182 | (218) | (1,137) | (211) |
Income before provision for income taxes, as adjusted | $ 4,322 | $ 8,244 | $ 6,119 | $ 14,904 |
Controlling interest percentage | 97.80% | 90.10% | 97.80% | 89.60% |
Income before provision for income taxes attributable to controlling interest | $ 4,225 | $ 7,426 | $ 5,982 | $ 13,347 |
Plus: gain (loss) before provision for income taxes of Manning & Napier, Inc. | 182 | (218) | (1,137) | (211) |
Income before provision for income taxes attributable to Manning & Napier, Inc. | 4,407 | 7,208 | 4,845 | 13,136 |
Less: provision for income taxes of Manning & Napier, Inc. | 2,063 | 1,283 | 1,315 | 1,971 |
Net income attributable to Manning & Napier, Inc. | 2,344 | 5,925 | 3,530 | 11,165 |
Provision for income taxes | $ 2,064 | $ 1,285 | $ 1,318 | $ 1,988 |
Noncontrolling Interests (Summa
Noncontrolling Interests (Summary of Equity Ownership Interest) (Details) - Class A Units | 6 Months Ended |
Jun. 30, 2022 shares | |
Manning & Napier Group, LLC | |
Noncontrolling Interest [Line Items] | |
Noncontrolling Interest, Shares Held by Parent, beginning balance | 18,296,780 |
Noncontrolling Interest, Shares Held by Parent, Issued | 370,252 |
Noncontrolling Interest, Shares Held by Parent, ending balance | 18,667,032 |
Noncontrolling Interest, Shared Held by Noncontrolling Owners, beginning balance | 428,812 |
Noncontrolling Interest, Shared Held by Noncontrolling Owners, ending balance | 428,812 |
Noncontrolling Interest, Shares, Beginning Balance | 18,725,592 |
Noncontrolling Interest, Shares Total, Issued | 370,252 |
Noncontrolling Interest, Shares, Ending Balance | 19,095,844 |
Manning & Napier, Inc. | |
Noncontrolling Interest [Line Items] | |
Noncontrolling interest ownership percentage by Parent, beginning balance | 97.70% |
Noncontrolling Interest, Ownership Percentage by Parent, Issued | 0.10% |
Noncontrolling interest ownership percentage by Parent, ending balance | 97.80% |
Investment Securities (Company'
Investment Securities (Company's Investment Securities Holdings) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Investment Holdings [Line Items] | ||
Fair Value | $ 15,764 | $ 17,166 |
Equity investments, at fair value | 19,050 | 7,442 |
Total investment securities | 34,814 | 24,608 |
U.S. Treasury securities | ||
Investment Holdings [Line Items] | ||
Cost | 9,119 | 10,442 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (126) | (135) |
Fair Value | 8,993 | 10,307 |
Fixed income securities | ||
Investment Holdings [Line Items] | ||
Cost | 6,960 | 7,015 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (189) | (156) |
Fair Value | 6,771 | 6,859 |
Equity securities | ||
Investment Holdings [Line Items] | ||
Equity investments, at fair value | 5,933 | 6,377 |
Manning & Napier Fund | Mutual funds | ||
Investment Holdings [Line Items] | ||
Equity investments, at fair value | $ 13,117 | $ 1,065 |
Investment Securities (Textual)
Investment Securities (Textual) (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Investments [Abstract] | |||
Debt securities, available-for-sale, restricted | $ 600,000 | $ 600,000 | |
Other than temporary impairment losses | 0 | $ 0 | |
Equity Securities, FV-NI, Unrealized Gain (Loss) | $ (3,200,000) | $ 300,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 15,764 | $ 17,166 |
Total assets at fair value | 34,814 | 24,608 |
Equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 5,933 | 6,377 |
Fixed income securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 6,771 | 6,859 |
Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 13,117 | 1,065 |
U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 8,993 | 10,307 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value | 19,050 | 7,442 |
Level 1 | Equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 5,933 | 6,377 |
Level 1 | Fixed income securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Level 1 | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 13,117 | 1,065 |
Level 1 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value | 15,764 | 17,166 |
Level 2 | Equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 0 | 0 |
Level 2 | Fixed income securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 6,771 | 6,859 |
Level 2 | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 0 | 0 |
Level 2 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 8,993 | 10,307 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value | 0 | 0 |
Level 3 | Equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 0 | 0 |
Level 3 | Fixed income securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 0 | 0 |
Level 3 | Mutual funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Mutual Funds, at fair value | 0 | 0 |
Level 3 | U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 0 | $ 0 |
Accrued Expenses and Other Li_3
Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accrued bonus and sales commissions | $ 14,778 | $ 22,144 |
Accrued payroll and benefits | 2,482 | 4,548 |
Accrued sub-transfer agent fees | 430 | 482 |
Amounts payable under tax receivable agreement | 3,708 | 4,273 |
Short-term operating lease liabilities | 2,781 | 2,728 |
Other accruals and liabilities | 2,753 | 2,213 |
Total accrued expenses and other liabilities | $ 26,932 | $ 36,388 |
Leases (Additional Information)
Leases (Additional Information) (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Leases [Abstract] | |
Sublease income expected | $ 3.9 |
Leases (Components of Lease Exp
Leases (Components of Lease Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Finance lease expense | ||||
Amortization of right-of-use assets | $ 12 | $ 12 | $ 25 | $ 36 |
Interest on lease liabilities | 0 | 1 | 1 | 3 |
Operating lease expense | 715 | 819 | 1,898 | 1,645 |
Short-term lease expense | 0 | 0 | 0 | 0 |
Variable lease expense | 102 | 98 | 179 | 139 |
Sublease income | (210) | (179) | (396) | (344) |
Total lease expense | $ 619 | $ 751 | $ 1,707 | $ 1,479 |
Leases (Supplemental Cash Flow
Leases (Supplemental Cash Flow Information related to Leases) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||||
Operating cash flows from finance leases | $ 1 | $ 1 | $ 2 | $ 3 |
Finance cash flows from finance leases | 14 | 17 | 31 | 33 |
Operating cash flows from operating leases | 859 | 945 | 2,049 | 1,891 |
Right-of-use assets obtained in exchange for finance lease obligations | 0 | 0 | 0 | 0 |
Right-of-use assets obtained in exchange for operating lease obligations | $ 0 | $ 0 | $ (513) | $ 38 |
Leases (Supplemental Balance Sh
Leases (Supplemental Balance Sheet Information Related to Leases) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Finance lease right-of-use assets | $ 55 | |
Accrued expenses and other liabilities | 40 | |
Other long-term liabilities | 19 | |
Total finance lease liabilities | 59 | |
Operating lease right-of-use assets | 12,431 | $ 14,457 |
Accrued expenses and other liabilities | 2,781 | 2,728 |
Operating lease liabilities, non-current | 11,998 | $ 14,226 |
Total operating lease liabilities | $ 14,779 | |
Finance Lease, Weighted Average Remaining Lease Term | 1 year 4 months 28 days | |
Operating Lease, Weighted Average Remaining Lease Term | 5 years 2 months 19 days | |
Finance Lease, Weighted Average Discount Rate, Percent | 4.26% | |
Operating Lease, Weighted Average Discount Rate, Percent | 4.96% |
Leases (Maturities of Lease Lia
Leases (Maturities of Lease Liabilities) (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Finance Leases | |
2023 | $ 44 |
2024 | 17 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
Thereafter | 0 |
Total lease payments | 61 |
Less imputed interest | (2) |
Total lease liabilities | 59 |
Operating Leases | |
2023 | 3,446 |
2024 | 3,291 |
2025 | 3,073 |
2026 | 2,909 |
2027 | 2,741 |
Thereafter | 1,324 |
Total lease payments | 16,784 |
Less imputed interest | (2,005) |
Total lease liabilities | $ 14,779 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - Callodine $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Loss Contingencies [Line Items] | |
Payment of termination fee | $ 8,790 |
Proceeds from termination fee | $ 15,070 |
Earnings per Common Share (Deta
Earnings per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Net income attributable to controlling and noncontrolling interests | $ 2,440 | $ 6,741 | $ 3,664 | $ 12,705 | |
Less: net income attributable to noncontrolling interests | 96 | 816 | 134 | 1,540 | |
Net income attributable to Manning & Napier, Inc. | 2,344 | 5,925 | 3,530 | 11,165 | |
Less: allocation to participating securities | 0 | 7 | 0 | 46 | |
Net income available to Class A common stock for basic EPS | 2,344 | 5,918 | 3,530 | 11,119 | |
Plus: reallocation of net income attributable to participating securities | 0 | 1 | 0 | 8 | |
Net income available to Class A common stock for diluted EPS | $ 2,344 | $ 5,919 | $ 3,530 | $ 11,127 | |
Weighted average shares of Class A common stock outstanding - basic (in shares) | 19,124,332 | 16,956,265 | 19,056,827 | 16,991,188 | |
Dilutive effect from unvested equity awards (in shares) | 2,709,231 | 3,358,020 | 2,673,767 | 3,299,726 | |
Weighted average shares of Class A common stock outstanding - diluted (in shares) | 21,833,563 | 20,314,285 | 21,730,594 | 20,290,914 | |
Net income available to Class A common stock per share - basic (in dollars per share) | $ 0.12 | $ 0.35 | $ 0.19 | $ 0.65 | |
Net income available to Class A common stock per share - diluted (in dollars per share) | $ 0.11 | $ 0.29 | $ 0.16 | $ 0.55 | |
Common stock, shares outstanding (shares) | 19,124,332 | 19,124,332 | 18,754,080 | ||
Employee Stock Option | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Share-based compensation expense | $ 0 | $ 100 | $ 0 | $ 100 | |
Class A Units | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Common stock, shares outstanding (shares) | 428,812 | 428,812 | 428,812 | 428,812 |
Equity Based Compensation (Text
Equity Based Compensation (Textual) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payment of shares withheld to satisfy withholding requirements | $ 1,678 | $ 5,602 | ||
Aggregate intrinsic value vested | $ 4,600 | 1,400 | ||
Tax withholding (in shares) | 211,343 | |||
Employee Stock Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 0 | $ 100 | $ 0 | 100 |
2011 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized | 13,142,813 | 13,142,813 | ||
Share-based compensation expense | $ 500 | $ 800 | $ 1,000 | $ 2,000 |
Unrecognized compensation expense related to unvested awards | $ 6,300 | $ 6,300 | ||
Weighted average period of unrecognized compensation expense (years) | 3 years 2 months 12 days | |||
Shares available for issuance (in shares) | 0 | 0 | ||
Shares available for issuance (in shares) | 0 | 0 |
Equity Based Compensation (Rest
Equity Based Compensation (Restricted Stock Awards) (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Stock Units | ||
Stock unit awards, beginning balance (shares) | 3,421,611 | |
Granted (shares) | 0 | |
Vested (shares) | (581,595) | |
Forfeited (shares) | (47,644) | |
Stock unit awards, ending balance (shares) | 2,792,372 | |
Weighted Average Grant Date Fair Value | ||
Stock unit awards, beginning balance, weighted average grant date fair value (dollars per share) | $ 2.90 | |
Granted, weighted average grant date fair value (dollars per share) | 0 | $ 6.04 |
Vested, weighted average grant date fair value (dollars per share) | 1.57 | |
Forfeited, weighted average grant date fair value (dollars per share) | 2.32 | |
Stock unit awards, ending balance, weighted average grant date fair value (dollars per share) | $ 3.19 |
Equity Based Compensation (Stoc
Equity Based Compensation (Stock Option Activity) (Details) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | |
Stock Option Awards | |
Outstanding at January 1, 2021 (in shares) | shares | 500,000 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Outstanding at September 30, 2021 (in shares) | shares | 500,000 |
Exercisable at September 30 2021 (in shares) | shares | 500,000 |
Weighted Average Exercise Price | |
Outstanding at January 1, 2021 (in USD per share) | $ / shares | $ 2.01 |
Granted (in USD per share) | $ / shares | 0 |
Vested (in USD per share) | $ / shares | 0 |
Forfeited (in USD per share) | $ / shares | 0 |
Outstanding at September 30, 2021 (in USD per share) | $ / shares | 2.01 |
Exercisable at September 30, 2021 (in USD per share) | $ / shares | $ 2.01 |
Weighted Average Contractual Term (years) | 3 years 1 month 6 days |
Aggregate Intrinsic Value (in thousands) | $ | $ 5,230 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 3 years 1 month 6 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ | $ 5,230 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income before provision for income taxes | $ 4,504 | $ 8,026 | $ 4,982 | $ 14,693 |
Effective tax rate | 45.80% | 16% | 26.50% | 13.50% |
Provision for income taxes | $ 2,064 | $ 1,285 | $ 1,318 | $ 1,988 |
Provision for income taxes at statutory rate | 946 | 1,685 | 1,046 | 3,086 |
Difference between tax at effective vs. statutory rate | $ 1,118 | $ (400) | $ 272 | $ (1,098) |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Related Party Transaction [Line Items] | ||||
Total revenue | $ 33,797 | $ 36,077 | $ 69,346 | $ 70,228 |
Affiliated collective investment trusts | ||||
Related Party Transaction [Line Items] | ||||
Advisory fees waived | 500 | 500 | 1,200 | 1,000 |
Advisory Related Services | ||||
Related Party Transaction [Line Items] | ||||
Total revenue | 9,300 | 10,600 | 19,400 | 20,500 |
Executive Officer | ||||
Related Party Transaction [Line Items] | ||||
Fees earned from related parties | 100 | 100 | ||
Advisory fees waived | 0 | 0 | ||
Affiliated Entity | Administrative Service | Accounts receivable - affiliated mutual funds and collective investment trusts | ||||
Related Party Transaction [Line Items] | ||||
Fees earned from related parties | $ 300 | $ 300 | $ 600 | $ 500 |
Subsequent Events (Details)
Subsequent Events (Details) | Jul. 20, 2022 $ / shares |
Subsequent Event | Class A Units | |
Subsequent Event [Line Items] | |
Dividends payable, amount per share (in usd per share) | $ 0.05 |