Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 24, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Period End Date | Mar. 31, 2020 | |
Trading Symbol | WETF | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | WisdomTree Investments, Inc. | |
Entity Central Index Key | 0000880631 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 156,424,840 | |
Document Transition Report | false | |
Document Quarterly Report | true | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NASDAQ | |
Entity File Number | 001-10932 | |
Entity Address, Address Line One | 245 Park Avenue, 35th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10167 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 13-3487784 | |
City Area Code | 212 | |
Local Phone Number | 801-2080 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 68,429 | $ 74,972 |
Securities owned, at fair value (including $19,636 and $16,886 invested in WisdomTree ETFs at March 31, 2020 and December 31, 2019, respectively) | 20,261 | 17,319 |
Accounts receivable (including $20,169 and $25,667 due from related parties at March 31, 2020 and December 31, 2019, respectively) | 22,728 | 26,838 |
Prepaid expenses | 4,221 | 3,724 |
Other current assets | 171 | 207 |
Total current assets | 115,810 | 123,060 |
Fixed assets, net | 7,914 | 8,127 |
Notes receivable, net (Note 8) | 8,500 | 28,172 |
Indemnification receivable (Note 21) | 24,429 | 32,101 |
Securities held-to-maturity | 10,864 | 16,863 |
Deferred tax assets, net | 2,863 | 7,398 |
Investments (Note 9) | 11,192 | 11,192 |
Right of use assets – operating leases (Note 14) | 17,680 | 18,161 |
Goodwill (Note 23) | 85,856 | 85,856 |
Intangible assets (Note 23) | 601,247 | 603,294 |
Other noncurrent assets | 750 | 983 |
Total assets | 887,105 | 935,207 |
Current liabilities: | ||
Fund management and administration payable | 22,053 | 22,021 |
Compensation and benefits payable | 3,424 | 26,501 |
Deferred consideration – gold payments (Note 11) | 14,500 | 13,953 |
Securities sold, but not yet purchased, at fair value | 469 | 582 |
Operating lease liabilities (Note 14) | 3,470 | 3,682 |
Income taxes payable | 1,284 | 3,372 |
Accounts payable and other liabilities | 9,129 | 8,930 |
Total current liabilities | 54,329 | 79,041 |
Debt (Note 12) | 171,548 | 175,956 |
Deferred consideration – gold payments (Note 11) | 160,800 | 159,071 |
Operating lease liabilities (Note 14) | 18,661 | 19,057 |
Other noncurrent liabilities (Note 21) | 24,429 | 32,101 |
Total liabilities | 429,767 | 465,226 |
Preferred stock – Series A Non-Voting Convertible, par value $0.01; 14.750 shares authorized, issued and outstanding; redemption value of $50,003 and $71,980 at March 31, 2020 and December 31, 2019, respectively (Note 13) | 132,569 | 132,569 |
Contingencies (Note 15) | ||
Stockholders' equity | ||
Preferred stock, par value $0.01; 2,000 shares authorized: | ||
Common stock, par value $0.01; 250,000 shares authorized; issued and outstanding: 156,424 and 155,264 at March 31, 2020 and December 31, 2019, respectively | 1,564 | 1,553 |
Additional paid-in capital | 349,495 | 352,658 |
Accumulated other comprehensive income | 92 | 945 |
Accumulated deficit | (26,382) | (17,744) |
Total stockholders' equity | 324,769 | 337,412 |
Total liabilities and stockholders' equity | $ 887,105 | $ 935,207 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 156,424,000 | 155,264,000 |
Common stock, shares outstanding | 156,424,000 | 155,264,000 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Accounts receivable from related parties | $ 20,169 | $ 25,667 |
Securities owned, at fair value | 20,261 | 17,319 |
Preferred Stock Redemption Value | 50,003 | 71,980 |
WisdomTree ETF [Member] | ||
Securities owned, at fair value | $ 19,636 | $ 16,886 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 14,750 | 14,750 |
Preferred stock, shares issued | 14,750 | 14,750 |
Preferred stock, shares outstanding | 14,750 | 14,750 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | |||
Operating Revenues: | ||||
Total revenues | $ 63,874 | $ 65,485 | ||
Operating Expenses: | ||||
Compensation and benefits | 17,295 | 21,301 | ||
Fund management and administration | 14,485 | 15,166 | ||
Marketing and advertising | 2,468 | 2,680 | ||
Sales and business development | 3,417 | 4,422 | ||
Contractual gold payments (Note 11) | 3,760 | 3,098 | ||
Professional and consulting fees | 1,273 | 1,482 | ||
Occupancy, communications and equipment | 1,551 | 1,618 | ||
Depreciation and amortization | 256 | 269 | ||
Third-party distribution fees | 1,355 | 2,400 | ||
Acquisition and disposition-related costs | 383 | 313 | ||
Other | 1,997 | 2,053 | ||
Total expenses | 48,240 | 54,802 | ||
Operating income | 15,634 | 10,683 | ||
Other Income/(Expenses): | ||||
Interest expense | (2,419) | (2,892) | ||
(Loss)/gain on revaluation of deferred consideration – gold payments (Note 11) | [1] | (2,208) | 4,404 | |
Interest income | 163 | 779 | ||
Impairments (Notes 7 and 24) | (19,672) | (572) | ||
Other losses, net | (2,507) | (4,627) | ||
(Loss)/income before income taxes | (11,009) | 7,775 | ||
Income tax benefit | (2,371) | (1,049) | ||
Net (loss)/income | $ (8,638) | $ 8,824 | ||
(Loss)/earnings per share—basic (Note 20) | $ (0.06) | $ 0.05 | ||
(Loss)/earnings per share—diluted (Note 20) | $ (0.06) | $ 0.05 | ||
Weighted-average common shares—basic (Note 20) | 152,519 | 151,625 | ||
Weighted-average common shares—diluted (Note 20) | 152,519 | [2] | 166,811 | |
Cash dividends declared per common share | $ 0.03 | $ 0.03 | ||
Advisory Fees [Member] | ||||
Operating Revenues: | ||||
Total revenues | $ 62,950 | $ 64,840 | ||
Other Income [Member] | ||||
Operating Revenues: | ||||
Total revenues | $ 924 | $ 645 | ||
[1] | Gains/(losses) arise due to (decreases)/increases in the forward-looking price of gold and the magnitude of any gain or loss is highly correlated to the magnitude of the change in the forward-looking price of gold. See Note 4 for significant unobservable assumption and a reconciliation of changes in the deferred consideration balances. | |||
[2] | Excludes participating securities as the Company reported a net loss for the period. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss)/Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss)/income | $ (8,638) | $ 8,824 |
Other comprehensive (loss)/income | ||
Reclassification of foreign current translation adjustment to other losses, net, upon the sale of WisdomTree Asset Management Canada, Inc. ("WTAMC" or "Canadian ETF business") (Note 24) | (167) | |
Foreign currency translation adjustment | (686) | 291 |
Other comprehensive (loss)/income | (853) | 291 |
Comprehensive (loss)/income | $ (9,491) | $ 9,115 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Income [Member] | Accumulated Deficit [Member] |
Balance at Dec. 31, 2018 | $ 358,335 | $ 1,532 | $ 363,655 | $ 467 | $ (7,319) |
Balance, shares at Dec. 31, 2018 | 153,202,000 | ||||
Restricted stock issued and vesting of restricted stock units, net | $ 21 | (21) | |||
Restricted stock issued and vesting of restricted stock units net, shares | 2,145,000 | ||||
Shares repurchased | (2,005) | $ (2) | (2,003) | ||
Shares repurchased, shares | (311,000) | ||||
Exercise of stock options, net | 14 | 14 | |||
Exercise of stock options net, shares | 20,000 | ||||
Stock-based compensation | 3,072 | 3,072 | |||
Other comprehensive income | 291 | 291 | |||
Dividends | (5,097) | 0 | (5,097) | ||
Net income (loss) | 8,824 | 8,824 | |||
Balance at Mar. 31, 2019 | 363,434 | $ 1,551 | 364,717 | 758 | (3,592) |
Balance, shares at Mar. 31, 2019 | 155,056,000 | ||||
Balance at Dec. 31, 2019 | $ 337,412 | $ 1,553 | 352,658 | 945 | (17,744) |
Balance, shares at Dec. 31, 2019 | 155,264,000 | 155,264,000 | |||
Restricted stock issued and vesting of restricted stock units, net | $ 14 | (14) | |||
Restricted stock issued and vesting of restricted stock units net, shares | 1,438,000 | ||||
Shares repurchased | $ (1,495) | $ (3) | (1,492) | ||
Shares repurchased, shares | (385,000) | ||||
Exercise of stock options, net | 240 | 240 | |||
Exercise of stock options net, shares | 107,000 | ||||
Stock-based compensation | 3,239 | 3,239 | |||
Other comprehensive income | (853) | (853) | |||
Dividends | (5,136) | (5,136) | |||
Net income (loss) | (8,638) | (8,638) | |||
Balance at Mar. 31, 2020 | $ 324,769 | $ 1,564 | $ 349,495 | $ 92 | $ (26,382) |
Balance, shares at Mar. 31, 2020 | 156,424,000 | 156,424,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Cash flows from operating activities: | |||
Net (loss)/income | $ (8,638) | $ 8,824 | |
Adjustments to reconcile net (loss)/income to net cash (used in)/provided by operating activities: | |||
Impairments | 19,672 | 572 | |
Advisory fees received in gold and other precious metals | (13,860) | (11,389) | |
Deferred income taxes | 4,526 | 3,048 | |
Contractual gold payments | 3,760 | 3,098 | |
Stock-based compensation | 3,239 | 3,072 | |
Gain on sale – Canadian ETF business | (2,877) | 0 | |
(Loss)/gain on revaluation of deferred consideration | [1] | 2,208 | (4,404) |
Amortization of right of use asset | 798 | 798 | |
Amortization of credit facility issuance costs | 723 | 711 | |
Paid-in-kind interest income | 0 | (595) | |
Depreciation and amortization | 256 | 269 | |
Other | (31) | 3 | |
Changes in operating assets and liabilities: | |||
Securities owned, at fair value | (2,942) | 2,454 | |
Accounts receivable | 5,850 | (1,939) | |
Income taxes payable | (2,032) | (604) | |
Prepaid expenses | (616) | 419 | |
Gold and other precious metals | 9,838 | 7,975 | |
Other assets | 139 | 182 | |
Fund management and administration payable | 537 | 4,274 | |
Compensation and benefits payable | (22,688) | (9,250) | |
Securities sold, but not yet purchased, at fair value | (112) | (360) | |
Operating lease liabilities | (926) | (881) | |
Accounts payable and other liabilities | 542 | 1,575 | |
Net cash (used in)/provided by operating activities | (2,634) | 7,852 | |
Cash flows from investing activities: | |||
Purchase of fixed assets | (50) | (7) | |
Proceeds from held-to-maturity securities maturing or called prior to maturity | 6,030 | 18 | |
Proceeds from sale of Canadian ETF business, net | 2,774 | 0 | |
Net cash used in investing activities | 8,754 | 11 | |
Cash flows from financing activities: | |||
Dividends paid | (5,136) | (5,097) | |
Repayment of debt | (5,000) | 0 | |
Shares repurchased | (1,495) | (2,005) | |
Proceeds from exercise of stock options | 240 | 14 | |
Net cash used in financing activities | (11,391) | (7,088) | |
(Decrease)/increase in cash flow due to changes in foreign exchange rate | (1,272) | 383 | |
Net (decrease)/increase in cash and cash equivalents | (6,543) | 1,158 | |
Cash and cash equivalents – beginning of period | 74,972 | 77,784 | |
Cash and cash equivalents – end of period | 68,429 | 78,942 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for taxes | 1,147 | 707 | |
Cash paid for interest | $ 2,312 | $ 2,224 | |
[1] | Gains/(losses) arise due to (decreases)/increases in the forward-looking price of gold and the magnitude of any gain or loss is highly correlated to the magnitude of the change in the forward-looking price of gold. See Note 4 for significant unobservable assumption and a reconciliation of changes in the deferred consideration balances. |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business WisdomTree Investments, Inc., through its global subsidiaries (collectively, “WisdomTree” or the “Company”), is an exchange-traded product (“ETP”) sponsor and asset manager headquartered in New York. WisdomTree offers ETPs covering equity, commodity, fixed income, leveraged and inverse, currency and alternative strategies. The Company has the following wholly-owned operating subsidiaries: • WisdomTree Asset Management, Inc. non-consolidated open-end • WisdomTree Management Jersey Limited leveraged-and-inverse • WisdomTree Multi Asset Management Limited non-consolidated • WisdomTree Management Limited non-consolidated • WisdomTree UK Limited • WisdomTree Europe Limited • WisdomTree Ireland Limited • WisdomTree Commodity Services, LLC Sale of Canadian ETF Business On February 19, 2020, the Company completed the sale of WTAMC to CI Financial Corp. (See Note 24). |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation These consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and in the opinion of management reflect all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of financial condition, results of operations, and cash flows for the periods presented. The consolidated financial statements include the accounts of the Company’s wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Consolidation The Company consolidates entities in which it has a controlling financial interest. The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity (“VOE”) or a variable interest entity (“VIE”). The usual condition for a controlling financial interest in a VOE is ownership of a majority voting interest. If the Company has a majority voting interest in a VOE, the entity is consolidated. The Company has a controlling financial interest in a VIE when the Company has a variable interest that provides it with (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company reassesses its evaluation of whether an entity is a VIE when certain reconsideration events occur. Segment and Geographic Information Effective January 1, 2020, the Company, through its subsidiaries in the U.S. and Europe, conducts business as a single operating segment as an ETP sponsor and asset manager which is based upon the Company’s current organizational and management structure, as well as information used by the chief operating decision maker to allocate resources and other factors. Previously, the Company’s financial results were reported in its U.S. Business and International Business reportable segments. Foreign Currency Translation Assets and liabilities of subsidiaries whose functional currency is not the U.S. dollar are translated based on the end of period exchange rates from local currency to U.S. dollars. Results of operations are translated at the average exchange rates in effect during the period. The impact of the foreign currency translation adjustment is included in the Consolidated Statements of Comprehensive (Loss)/Income as a component of other comprehensive (loss)/income. Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the balance sheet dates and the reported amounts of revenues and expenses for the periods presented. Actual results could differ materially from those estimates. Revenue Recognition The Company earns substantially all of its revenue in the form of advisory fees from its ETPs and recognizes this revenue over time, as the performance obligation is satisfied. Advisory fees are based on a percentage of the ETPs’ average daily net assets. Progress is measured using the practical expedient under the output method resulting in the recognition of revenue in the amount for which the Company has a right to invoice. Contractual Gold Payments Contractual gold payments are measured and paid monthly based upon the average daily spot price of gold (Note 11). Marketing and Advertising Advertising costs, including media advertising and production costs, are expensed when incurred. Depreciation and Amortization Depreciation is provided for using the straight-line method over the estimated useful lives of the related assets as follows: Equipment 5 years Furniture and fixtures 15 years Leasehold improvements are amortized over the term of their respective leases or service lives of the improvements, whichever is shorter. Fixed assets are recorded at cost less accumulated depreciation and amortization. Stock-Based Awards Accounting for stock-based compensation requires the measurement and recognition of compensation expense for all equity awards based on estimated fair values. Stock-based compensation is measured based on the grant-date fair value of the award and is amortized over the relevant service period. Forfeitures are recognized when they occur. Third-Party Distribution Fees The Company pays a percentage of its advisory fee revenues based on incremental growth in AUM, subject to caps or minimums, to marketing agents to sell WisdomTree ETFs and for including WisdomTree ETFs on third-party customer platforms. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be classified as cash equivalents. The Company maintains deposits with financial institutions in an amount that is in excess of federally insured limits. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are customer and other obligations due under normal trade terms. The Company measures credit losses by applying historical loss rates, adjusted for current conditions and supportable forecasts to amounts outstanding using the aging method. Impairment of Long-Lived Assets The Company performs a review for the impairment of long-lived assets when events or changes in circumstances indicate that the estimated undiscounted future cash flows expected to be generated by the assets are less than their carrying amounts or when other events occur which may indicate that the carrying amount of an asset may not be recoverable. Notes Receivable Notes receivable are accounted for on an amortized cost basis, including accrued interest and net of original issue discount and impairments, if any. Interest income is accrued over the term of the notes using the effective interest method. Notes receivable are placed on non-accrual non-accrual Effective January 1, 2020, the Company performs a review for the impairment of the notes receivable and accrued interest on a quarterly basis using the current expected credit loss model and provides for an allowance for credit losses by applying an estimated loss rate to amounts outstanding at the balance sheet date. Previously, credit losses were measured using an incurred loss approach. Securities Owned and Securities Sold, but not yet Purchased (at fair value) Securities owned and securities sold, but not yet purchased are securities classified as either trading or available-for-sale Securities Held-to-Maturity The Company accounts for certain of its securities as held-to-maturity held-to-maturity than-not Held-to-maturity non-accrual held-to-maturity non-accrual Effective January 1, 2020, the Company reviews its portfolio of held-to-maturity Investments in pass-through government-sponsored enterprises (“GSEs”) are determined to have an estimated loss rate of zero due to an implicit U.S. government guarantee. Investments The Company accounts for equity investments that do not have a readily determinable fair value under the measurement alternative prescribed within Accounting Standards Update (“ASU”) 2016-01, Financial Instruments – Recognition and Measurement of Financial Assets and Financial Liabilities issuer. In addition, income is recognized when dividends are received only to the extent they are distributed from net accumulated earnings of the investee. Otherwise, such distributions are considered returns of investment and are recorded as a reduction of the cost of the investment. Goodwill Goodwill is the excess of the fair value of the purchase price over the fair values of the identifiable net assets at the acquisition date. The Company tests goodwill for impairment at least annually and at the time of a triggering event requiring re-evaluation, Goodwill is allocated to the Company’s U.S. Business and European Business components. Effective January 1, 2020, for impairment testing purposes, these components are aggregated as a single reporting unit as they fall under the same operating segment and have similar economic characteristics. Previously, these components were tested separately for impairment when Company was operating as more than one operating segment. Goodwill is assessed for impairment annually on November 30 th Intangible Assets Indefinite-lived intangible assets are tested for impairment at least annually and are also reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indefinite-lived intangible assets are impaired if their estimated fair values are less than their carrying values. Finite-lived intangible assets, if any, are amortized over their estimated useful life, which is the period over which the assets are expected to contribute directly or indirectly to the future cash flows of the Company. These intangible assets are tested for impairment at the time of a triggering event, if one were to occur. Finite-lived intangible assets may be impaired when the estimated undiscounted future cash flows generated from the assets are less than their carrying amounts. The Company may rely on a qualitative assessment when performing its intangible asset impairment test. Otherwise, the impairment evaluation is performed at the lowest level of reasonably identifiable cash flows independent of other assets. The annual impairment testing date for all of the Company’s intangible assets is November 30 th Leases Effective January 1, 2019, the Company accounts for its lease obligations in accordance with Accounting Standards Codification (“ASC”) Topic 842, Leases right-of-use right-of-use ASC 842 also provides a practical expedient which allows for consideration in a contract to be accounted for as a single lease component rather than allocated between lease and non-lease Upon adoption of ASC 842 on January 1, 2019, the Company applied the transitional practical expedients to its outstanding leases and therefore the Company did not reassess (i) whether any expired or existing contracts are or contain leases; (ii) the lease classification for any expired or existing leases; and (iii) initial direct costs for any existing leases. The Company also elected to apply the new lease requirements at the effective date, rather than the beginning of the earliest comparative period presented. Deferred Consideration – Gold Payments Deferred consideration represents the present value of an obligation to pay gold to a third party into perpetuity and is measured using forward-looking gold prices and a selected discount rate (Note 11). Changes in the fair value of this obligation are reported as (loss)/gain on revaluation of deferred consideration – gold payments on the Company’s Consolidated Statements of Operations. Debt Debt is carried at amortized cost, net of debt issuance costs. Interest expense is recognized using the effective interest method and includes amortization of debt issuance costs over the life of the debt. Earnings per Share Basic earnings per share (“EPS”) is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding for the period. Net income available to common stockholders represents net income of the Company reduced by an allocation of earnings to participating securities. The Series A non-voting non-forfeitable two-class Diluted EPS is calculated under the treasury stock and if-converted two-class Income Taxes The Company accounts for income taxes using the liability method, which requires the determination of deferred tax assets and liabilities based on the differences between the financial and tax bases of assets and liabilities using the enacted tax rates in effect for the year in which differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more-likely-than-not Tax positions are evaluated utilizing a two-step likely-than-not Non-income Going Concern The Company performs a quarterly assessment of its ability to continue as a going concern within one year of the date the financial statements are issued. This assessment include s Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes 2019-12). ; ; ; year-to-date non-income-based ; ; ; 2019-12 Recently Adopted Accounting Pronouncements On January 1, 2020, the Company adopted ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments 2016-13). with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. In issuing this standard, the FASB is responding to criticism that prior guidance delayed recognition of credit losses. The standard replaced the prior guidance’s “incurred loss” approach with an “expected loss” model. The new model, referred to as the current expected credit loss (“CECL”) model, applies to: (1) financial assets subject to credit losses and measured at amortized cost, and (2) certain off-balance off-balance held-to-maturity) ASU , notes receivable held-to-maturity On January , , the Company adopted ASU 2018-13, Fair Value Measurement (Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13), which modified the disclosure requirements on fair value measurements, including removing the requirement to disclose the amount of and reasons for transfers between Level and Level of the fair value hierarchy, the policy for timing of transfers between levels and the valuation processes for Level fair value measurements. ASU 2018-13 also added new disclosures including the requirement to disclose (a) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level fair value measurements held at the end of the reporting period and (b) the range and weighted average of significant unobservable inputs used to develop Level fair value measurements. This standard only impacted the disclosures pertaining to fair value measurements and were incorporated into the notes to the Company’s consolidated financial statements. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 3 Months Ended |
Mar. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | 3. Cash and Cash Equivalents Of the total cash and cash equivalents of $68,429 and $74,972 at March 31, 2020 and December 31, 2019, respectively, $62,655 and $72,120 were held at two financial institutions. At March 31, 2020 and December 31, 2019, cash equivalents were approximately $3,885 and $317, respectively. Certain of the Company’s international subsidiaries are required to maintain a minimum level of regulatory capital, which was $10,398 and $12,312 at March 31, 2020 and December 31, 2019, respectively. These requirements are generally satisfied by cash on hand. In addition, the Company collateralized its U.S. office lease through a standby letter of credit totaling $1,384 which is restricted from further use. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements The fair value of financial instruments is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., “the exit price”) in an orderly transaction between market participants at the measurement date. ASC 820, Fair Value Measurements Level 1 – Quoted prices for identical instruments in active markets. Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 – Instruments whose significant drivers are unobservable. The availability of observable inputs can vary from product to product and is affected by a wide variety of factors, including, for example, the type of product, whether the product is new and not yet established in the marketplace, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by management in determining fair value is greatest for instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The tables below summarize the categorization of the Company’s assets and liabilities measured at fair value. During the three months ended March 31, 2020 and 2019, there were no transfers between Levels 2 and 3. March 31, 2020 Total Level 1 Level 2 Level 3 Assets: Recurring fair value measurements: Cash equivalents $ 3,885 $ 3,885 $ — $ — Securities owned, at fair value 20,261 20,261 — — Total $ 24,146 $ 24,146 $ — $ — Non-recurring AdvisorEngine , (1) $ 8,500 $ — $ — $ 8,500 Total $ 8,500 $ — $ — $ 8,500 Liabilities: Recurring fair value measurements: Deferred consideration (Note 11) $ 175,300 $ — $ — $ 175,300 Securities sold, but not yet purchased 469 469 — — Total $ 175,769 $ 469 $ — $ 175,300 (1) Fair value determined on March 31, 2020 (Note 7). December 31, 2019 Total Level 1 Level 2 Level 3 Assets: Recurring fair value measurements: Cash equivalents $ 317 $ 317 $ — $ — Securities owned, at fair value 17,319 17,319 — — Total $ 17,636 $ 17,636 $ — $ — Non-recurring AdvisorEngine , (2) $ 28,172 $ — $ — $ 28,172 Total $ 28,172 $ — $ — $ 28,172 Liabilities: Recurring fair value measurements: Deferred consideration (Note 11) $ 173,024 $ — $ — $ 173,024 Securities sold, but not yet purchased 582 582 — — Total $ 173,606 $ 582 $ — $ 173,024 (2) Fair value determined on December 31, 2019. Recurring Fair Value Measurements – Methodology Cash Equivalents (Note 3) Securities Owned/Sold but Not Yet Purchased (Note 5) Deferred Consideration average of $1,757 per ounce) at December 31, 2019. The weighted-average price per ounce was derived from the relative present values of the annual payment obligations. This obligation is classified as Level 3 as the discount rate, perpetual growth rate and extrapolated forward-looking gold prices are significant unobservable inputs. An increase in forward-looking gold prices and the perpetual growth rate The following table presents a reconciliation of beginning and ending balances of recurring fair value measurements classified as Level : Three Months Ended 2020 2019 Deferred consideration (Note 11) Beginning balance $ 173,024 $ 161,540 Net realized losses (1) 3,760 3,098 Net unrealized losses/(gains) (2) 2,208 (4,404 ) Settlements (3,692 ) (3,087 ) Ending balance $ 175,300 $ 157,147 (1) Recorded as contractual gold payments expense on the Company’s Consolidated Statements of Operations. (2) Recorded as (loss)/gain on revaluation of deferred consideration – gold payments on the Company’s Consolidated Statements of Operations. |
Securities Owned_Sold, but Not
Securities Owned/Sold, but Not Yet Purchased | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Securities Owned/Sold, but Not Yet Purchased | 5. Securities Owned/Sold, but Not Yet Purchased These securities consist of the following: March 31, 2020 December 31, Securities Owned Trading securities $ 20,261 $ 17,319 Securities Sold, but not yet Purchased Trading securities $ 469 $ 582 The Company had no AFS debt securities at March 31, 2020 and December 31, 2019. |
Securities Held-to-Maturity
Securities Held-to-Maturity | 3 Months Ended |
Mar. 31, 2020 | |
Text Block [Abstract] | |
Securities Held-to-Maturity | 6. Securities Held-to-Maturity The following table is a summary of the Company’s securities held-to-maturity: March 31, December 31, Debt instruments: Pass-through GSEs (amortized cost) $ 10,864 $ 16,863 During the three months ended March 31, 2020, the Company received proceeds of $6,030 from held-to-maturity The following table summarizes unrealized gains, losses, and fair value (classified as Level 2 within the fair value hierarchy) of securities held-to-maturity: March 31, December 31, Cost/amortized cost $ 10,864 $ 16,863 Gross unrealized gains 102 38 Gross unrealized losses (17 ) (297 ) Fair value $ 10,949 $ 16,604 An allowance for credit losses was not provided on the Company’s held-to-maturity The following table sets forth the maturity profile of the securities held-to-maturity; March 31, December 31, Due within one year $ — $ — Due one year through five years 2,000 2,000 Due five years through ten years 3,494 7,494 Due over ten years 5,370 7,369 Total $ 10,864 $ 16,863 |
AdvisorEngine Inc. - Financial
AdvisorEngine Inc. - Financial Interests | 3 Months Ended |
Mar. 31, 2020 | |
AdvisorEngine Inc. – Financial Interests | 16. Variable Interest Entities VIEs are entities with any of the following characteristics: (i) the entity does not have enough equity to finance its activities without additional financial support; (ii) the equity holders, as a group, lack the characteristics of a controlling financial interest; or (iii) the entity is structured with non-substantive Consolidation of a VIE is required for the party deemed to be the primary beneficiary, if any. The primary beneficiary is the party who has both (a) the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and (b) an obligation to absorb losses of the entity or a right to receive benefits from the entity that could potentially be significant to the entity. The Company is not the primary beneficiary of any entities in which it has a variable interest as it does not have the power to direct the activities that most significantly impact the entities’ economic performance. Such power is conveyed through the entities’ boards of directors and the Company does not have control over the boards. The following table presents information about the Company’s variable interests in non-consolidated March 31, 2020 December 31, 2019 Carrying Amount – Assets (Securrency) Preferred stock (Note 9 $ 8,112 $ 8,112 Carrying Amount – Assets (AdvisorEngine) Unsecured convertible notes receivable $ — $ 2,126 Unsecured non-convertible 8,500 26,046 Preferred stock — — Total carrying amount (Note 7) $ 8,500 $ 28,172 Total carrying amount – Assets $ 8,500 $ 36,284 Maximum exposure to loss $ 16,612 $ 36,284 |
Advisor Engine [Member] | |
AdvisorEngine Inc. – Financial Interests | 7. AdvisorEngine , The following table sets forth the Company’s financial interests in AdvisorEngine , March 31, 2020 December 31, 2019 Amortized Net Carrying Amortized Net Carrying Unsecured convertible note (Note 8) $ 2,126 $ — $ 2,126 $ 2,126 Unsecured non-convertible 31,184 8,500 31,184 26,046 Preferred stock (Note 9) 25,000 — 25,000 — Total (1) $ 58,310 $ 8,500 (1) $ 58,310 $ 28,172 (1) (1) Net of an impairment of $49,810 and $30,138 in the aggregate at March 31, 2020 and December 31, 2019, respectively. On May 4, 2020, the Company closed a transaction to exit from its investment in AdvisorEngine. The fair value of consideration payable to the Company was estimated to be $8,500. Consideration payable to the Company also includes contingent payments totaling $11,500 which will be payable only upon AdvisorEngine achieving certain revenue milestones during the first through fourth anniversaries of such exit. The fair value of the contingent payments was determined to be insignificant and were measured using a Monte-Carlo simulation whereby forecasted revenues assumed during the first, second, third and fourth years were simulated forward in a risk-neutral framework to determine whether the revenues would exceed the pre-defined revenue targets. The table below presents the range and weighted averages of significant unobservable inputs utilized in the Monte-Carlo simulation (classified as Level 3 in the fair value hierarchy): Unobservable Inputs March 31, 2020 Forecasted revenue simulated forward as a percentage of the pre-defined 34% – Revenue volatility 25% The weighted-average forecasted revenue simulated forward as a percentage of the pre-defined During the three months ended March 31, 2020, the Company recognized an impairment of $19,672 to adjust the carrying value of its financial interests in AdvisorEngine to fair value. Fair value was allocated to the unsecured non-convertible |
Notes Receivable
Notes Receivable | 3 Months Ended |
Mar. 31, 2020 | |
Receivables [Abstract] | |
Notes Receivable | 8. Notes Receivable The following table sets forth the carrying value of the Company’s notes receivable: March 31, December 31, AdvisorEngine – Unsecured convertible notes $ — $ 2,126 AdvisorEngine – Unsecured non-convertible 8,500 26,046 Subtotal $ 8,500 $ 28,172 Less: Allowance for credit loss (1) (— ) (— ) Carrying value, net (1) $ 8,500 $ 28,172 (1) Credit losses of $19,672 were recognized as impairment on the Company’s Statements of Operations during the three months ended March 31, 2020 which resulted in a write-off non-convertible , during the three months ended March 31, 2020 Allowance for Credit Loss The following table sets for a rollforward of the Company’s allowance for credit loss on notes receivable: Total Notes Receivable Accrued Interest Unsecured Convertible Note: Balance on January 1, 2020 $ — $ — $ — Increase in allowance for credit loss (1) (2,126 ) (2,090 ) (36 ) Write-offs charged against the allowance (1) 2,126 2,090 36 Balance on March 31, 2020 $ (— ) $ (— ) $ (— ) Unsecured Non-Convertible Balance on January 1, 2020 $ — $ — $ — Increase in allowance for credit loss (1) (17,546 ) (14,618 ) (2,928 ) Write-offs charged against the allowance (1) 17,546 14,618 2,928 Balance on March 31, 2020 $ (— ) $ (— ) $ (— ) Allowance for credit losses – Total: $ (— ) $ (— ) $ (— ) (1) Total increase in allowance for credit loss of $19,672 was recorded as impairment on the Company’s Consolidated Statements of Operations. Write-offs were charged against the allowance as the Company is in receipt of information Accrued Interest Effective January 1, 2020, notes receivable were placed on non-accrual status. During the three months ended March 31, 2020 and 2019, the Company recognized interest income of $0 and $595, respectively. Interest income included original issue discount (“OID”) amortization and accrued paid-in-kind |
Investments
Investments | 3 Months Ended |
Mar. 31, 2020 | |
Schedule of Investments [Abstract] | |
Investments | 9. Investments The following table sets forth the Company’s investments: March 31, December 31, AdvisorEngine – Preferred stock $ — $ — Securrency, Inc. – Preferred stock 8,112 8,112 Thesys Group, Inc. (“Thesys”) – Preferred stock 3,080 3,080 Total $ 11,192 $ 11,192 AdvisorEngine – Preferred Stock The Company owns approximately 46% (or 41% on a fully-diluted basis) of AdvisorEngine through investments totaling $25,000. In consideration of its investment, the Company received 11,811,856 shares and 2,646,062 shares of Series A and Series A-1 2016-01, in-substance The carrying value of the AdvisorEngine preferred stock was $0 at March 31, 2020 and December 31, 2019, respectively. See Note 7 for additional information. Securrency, Inc. – Preferred Stock On December 27, 2019, the Company made a $8,112 strategic investment in Securrency, Inc. (“Securrency”), a leading developer of institutional-grade blockchain-based financial and regulatory technology. In consideration of its investment, the Company received 5,178,488 shares of Series A convertible preferred stock representing approximately 25% ownership of Securrency (or approximately 20% on a fully diluted basis). The shares of Series A preferred stock are convertible into common stock at the option of the Company and contain various rights and protections including a non-cumulative The investment is accounted for under the measurement alternative prescribed within ASU 2016-01, in-substance Thesys On June 20, 2017, the Company was issued 7,797,533 newly authorized shares of Series Y preferred stock (“Series Y Preferred”) of Thesys in connection with the resolution of a dispute related to the Company’s ownership stake in Thesys. The Series Y Preferred represents current ownership of approximately 19% of Thesys on a fully diluted basis (excluding certain reserved shares). In addition, the Company was issued a warrant to purchase 3,898,766 shares of Series Y Preferred. The Series Y Preferred ranks pari passu pre-determined The Series Y Preferred is accounted for under the measurement alternative prescribed within ASU 2016-01 in-substance The carrying value of the Series Y Preferred was $3,080 at March 31, 2020 and December 31, 2019. The fair value of the warrant was determined to be insignificant. The warrant is not accounted for as a derivative as it cannot be net settled and is not readily convertible to cash. |
Fixed Assets, net
Fixed Assets, net | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets, net | 10. Fixed Assets, net The following table summarizes fixed assets: March 31, December 31, Equipment $ 2,290 $ 2,330 Furniture and fixtures 2,222 2,218 Leasehold improvements 10,951 10,989 Less: accumulated depreciation and amortization (7,549 ) (7,410 ) Total $ 7,914 $ 8,127 |
Deferred Consideration
Deferred Consideration | 3 Months Ended |
Mar. 31, 2020 | |
Text Block [Abstract] | |
Deferred Consideration | 11. Deferred Consideration Deferred consideration represents an obligation the Company assumed in connection with its acquisition of the European exchange-traded commodity, currency and leveraged-and-inverse The Contractual Gold Payments are paid from advisory fee income generated by any Company-sponsored financial product backed by physical gold and are subject to adjustment and reduction for declines in advisory fee income generated by such products, with any reduction remaining due and payable until paid in full. ETFS Capital’s recourse is limited to such advisory fee income and it has no recourse back to the Company for any unpaid amounts that exceed advisory fees earned. ETFS Capital ultimately has the right to claw back Gold Bullion Securities Ltd. (a physically backed gold ETP issuer) if the Company fails to remit any amounts due. The Company determined the present value of the deferred consideration of $175,300 and $173,024 at March 31, 2020 and December 31, 2019, respectively, using forward-looking gold prices which were extrapolated from the last observable price (beyond 2025), discounted at a rate of 10.0% and a perpetual growth rate of 1.5%. Current amounts payable were $14,500 and $13,953 and long-term amounts payable were $160,800 and $159,071, respectively at March 31, 2020 and December 31, 2019, respectively. During the three months ended March 31, 2020 and 2019, the Company recognized the following in respect of deferred consideration: Three Months 2020 2019 Contractual Gold Payments $ 3,760 $ 3,098 Contractual Gold Payments – gold ounces paid 2,375 2,375 (Loss)/gain on revaluation of deferred consideration – gold payments (1) $ (2,208 ) $ 4,404 (1) Gains/(losses) arise due to (decreases)/increases in the forward-looking price of gold and the magnitude of any gain or loss is highly correlated to the magnitude of the change in the forward-looking price of gold. See Note 4 for significant unobservable assumption and a reconciliation of changes in the deferred consideration balances. |
Credit Facility
Credit Facility | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Credit Facility | 12. Credit Facility On April 11, 2018, the Company entered into a credit agreement, pursuant to which the lenders extended a $200,000 term loan (the “Term Loan”) and made available a $50,000 revolving credit facility (the “Revolver” and, together with the Term Loan, the “Credit Facility”). Interest on the Term Loan accrues at an annual rate equal to LIBOR, plus up to 2.00% (commencing at LIBOR, plus 1.75%), and interest on the Revolver accrues at an annual rate equal to LIBOR, plus up to 1.50% (commencing at LIBOR, plus 1.25%), in each case, with the exact interest rate margin determined based on the Total Leverage Ratio (as defined below). The Revolver is also subject to a facility fee equal to an annual rate of up to 0.50% of the actual daily amount of the aggregate commitments (whether used or unused) under the Revolver, with the exact facility fee rate determined based on the Total Leverage Ratio. The Credit Facility matures on April 11, 2021. The Term Loan does not amortize and the entire principal balance is due in a single payment on the maturity date. The following table provides a summary of the Company’s outstanding borrowings under the Credit Facility: March 31, 2020 December 31, 2019 Term Loan Revolver (1) Term Loan Revolver (1) Amount borrowed $ 179,000 $ — $ 200,000 $ — Amounts repaid (5,000 ) — (21,000 ) — Amounts outstanding 174,000 — 179,000 — Unamortized issuance costs (2,452 ) 540 (3,044 ) 671 Carrying amount $ 171,548 $ 540 $ 175,956 $ 671 Effective interest rate (2) 5.00 % n/a 5.32 % n/a (1) The available capacity under the Revolver is subject to compliance with the Total Leverage Ratio. (2) Includes amortization of issuance costs. Interest expense recognized on the Credit Facility during the three months ended March 31, 2020 and 2019 was $2,419 and $2,892, respectively. Unamortized issuance costs related to the Revolver of $540 and $671 at March 31, 2020 and December 31, 2019, respectively, are included in other noncurrent assets on the Consolidated Balance Sheet. The fair value of the Company’s debt (classified as Level 2 within the fair value hierarchy) was $168,128 and $176,986 at March 31, 2020 and December 31, 2019, respectively. The credit agreement includes a financial covenant that requires that the Company maintain a Total Leverage Ratio (as defined below), calculated as of the last day of each fiscal quarter, equal to or less than the ratio set forth opposite such fiscal quarter: Fiscal Quarter Ending Total Leverage Ratio March 31, 2020 2.25:1.00 June 30, 2020 2.25:1.00 September 30, 2020 and each subsequent fiscal quarter ending on or before the maturity date 2.00:1.00 Total Leverage Ratio means, as of the last day of any fiscal quarter, the ratio of Consolidated Total Debt of the Company and its restricted subsidiaries (as defined in the credit agreement) as of such date to Consolidated EBITDA of the Company and its restricted subsidiaries (as defined in the credit agreement) for the four consecutive fiscal quarters ended on such date. The Company’s obligations under the Term Loan and Revolver are unconditionally guaranteed by the Company and certain of its subsidiaries and secured by substantially all of the present and future property and assets of the Company and such subsidiaries, in each case, subject to customary exceptions and exclusions. The credit agreement contains customary affirmative covenants for transactions of this type and other affirmative covenants agreed to by the parties, including, among others, the provision of annual and quarterly financial statements and compliance certificates, maintenance of property, insurance, compliance with laws and environmental matters. The credit agreement contains customary negative covenants, including among others, restrictions on the incurrence of indebtedness, granting of liens, making investments and acquisitions, paying dividends, repurchasing equity interests of the Company, entering into affiliate transactions and asset sales. The credit agreement also provides for a number of customary events of default, including, among others, payment, bankruptcy, covenant, representation and warranty, change of control and judgment defaults. The Company is in compliance with its covenants under the credit agreement and is actively exploring refinancing and extension alternatives as the facility matures within approximately the next 12 months. |
Preferred Shares
Preferred Shares | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Preferred Shares | 13. Preferred Shares On April 10, 2018, the Company filed a Certificate of Designations of Series A Non-Voting as-converted As described in the Certificate of Designations, the Company will not issue, and ETFS Capital does not have the right to require the Company to issue, any shares of common stock upon conversion of the Preferred Shares, if, as a result of such conversion, ETFS Capital (together with certain attribution parties) would beneficially own more than 9.99% of the Company’s outstanding common stock immediately after giving effect to such conversion. In connection with the completion of the ETFS Acquisition, the Company issued 14,750 shares of Series A Non-Voting Convertible Preferred Stock (the “ Preferred Shares ”) , which are convertible into an aggregate of 14,750,000 shares of common stock. The fair value of this consideration was $132,750, based on the closing price of the Company’s common stock on April 10, 2018 of $9.00 per share, the trading day prior to the closing of the acquisition. The following is a summary of the Preferred Share balance: March 31, 2020 December 31, Issuance of Preferred Shares $ 132,750 $ 132,750 Less: Issuance costs (181 ) (181 ) Preferred Shares – carrying value $ 132,569 $ 132,569 Temporary equity classification is required for redeemable instruments for which redemption triggers are outside of the issuer’s control. ETFS Capital has the right to redeem all the Preferred Shares specified to be converted during the period of time specified in the Certificate of Designations in the event that: (a) the number of shares of the Company’s common stock authorized by its certificate of incorporation is insufficient to permit the Company to convert all of the Preferred Shares requested by ETFS Capital to be converted; or (b) ETFS Capital does not, upon completion of a change of control of the Company, receive the same amount per Preferred Share as it would have received had each outstanding Preferred Share been converted into common stock immediately prior to the change of control. However, the Company will not be obligated to make any such redemption payments to the extent such payments would be a breach of any covenant or obligation the Company owes to any of its secured creditors or is otherwise prohibited by applicable law. Any such redemption will be at a price per Preferred Share equal to the dollar volume-weighted average price for a share of common stock for the 30-trading The carrying amount of the Preferred Shares was not adjusted as it was not probable that the Preferred Shares would become redeemable. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Lessee Disclosure [Abstract] | |
Leases | 14. Leases The Company has entered into operating leases for its corporate headquarters and other office facilities, financial data terminals and equipment. The Company has no finance leases. The following table provides additional information regarding the Company’s leases: Three Months Ended March 31, 2020 2019 Lease cost: Operating lease cost $ 798 $ 798 Short-term lease cost 342 389 Total lease cost $ 1,140 $ 1,187 Other information: Cash paid for amounts included in the measurement of operating liabilities (operating leases) $ 926 $ 881 Right-of-use n/a n/a Weighted-average remaining lease term (in years) – operating leases 9.2 10.0 Weighted-average discount rate – operating leases 6.3 % 6.3 % None of the Company’s leases include variable payments, residual value guarantees, or any restrictions or covenants relating to the Company’s ability to pay dividends or incur additional financing obligations. The Company’s lease of its headquarters, which expires on August 20, 2029, includes an option to extend for an additional five years. Rent payable under the option is equal to the fair market rent of the premise as determined by the landlord approximately six months prior to the commencement of the extension term. The lease also includes a cancellation option which is effective on August 21, 2024 and requires notice to be provided to the landlord at least 12 months prior. Triggering this option requires a cancellation payment of $4,236. The cancellation and extension options were not reasonably certain of being exercised and were therefore not recognized as part of the right-of-use Other leases also include extension, automatic renewal and termination provisions. These provisions were also not reasonably certain of being exercised and were therefore not recognized as part of the right-of-use The following table discloses future minimum lease payments at March 31, 2020 with respect to the Company’s operating lease liabilities: Remainder of 2020 $ 2,740 2021 2,958 2022 2,958 2023 2,958 2024 3,037 2025 and thereafter 14,604 Total future minimum lease payments (undiscounted) $ 29,255 The following table reconciles the future minimum lease payments (disclosed above) at March 31, 2020 to the operating lease liabilities recognized in the Company’s Consolidated Balance Sheet: Amounts recognized in the Company’s Consolidated Balance Sheet Lease liability – short term $ 3,470 Lease liability – long term 18,661 Subtotal 22,131 Difference between undiscounted and discounted cash flows 7,124 Total future minimum lease payments (undiscounted) $ 29,255 |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | 15. Contingencies The Company may be subject to reviews, inspections and investigations by regulatory authorities as well as legal proceedings arising in the ordinary course of business. The Company is not currently party to any litigation that is expected to have a material adverse impact on its business, financial position, results of operations or cash flows. |
Variable Interest Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2020 | |
Variable Interest Entities | 16. Variable Interest Entities VIEs are entities with any of the following characteristics: (i) the entity does not have enough equity to finance its activities without additional financial support; (ii) the equity holders, as a group, lack the characteristics of a controlling financial interest; or (iii) the entity is structured with non-substantive Consolidation of a VIE is required for the party deemed to be the primary beneficiary, if any. The primary beneficiary is the party who has both (a) the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and (b) an obligation to absorb losses of the entity or a right to receive benefits from the entity that could potentially be significant to the entity. The Company is not the primary beneficiary of any entities in which it has a variable interest as it does not have the power to direct the activities that most significantly impact the entities’ economic performance. Such power is conveyed through the entities’ boards of directors and the Company does not have control over the boards. The following table presents information about the Company’s variable interests in non-consolidated March 31, 2020 December 31, 2019 Carrying Amount – Assets (Securrency) Preferred stock (Note 9 $ 8,112 $ 8,112 Carrying Amount – Assets (AdvisorEngine) Unsecured convertible notes receivable $ — $ 2,126 Unsecured non-convertible 8,500 26,046 Preferred stock — — Total carrying amount (Note 7) $ 8,500 $ 28,172 Total carrying amount – Assets $ 8,500 $ 36,284 Maximum exposure to loss $ 16,612 $ 36,284 |
Revenues from Contracts with Cu
Revenues from Contracts with Customers | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer | 17. Revenues from Contracts with Customers The following table presents the Company’s total revenues from contracts with customers: Three Months Ended March 31, 2020 March 31, 2019 Revenues from contracts with customers: Advisory fees $ 62,950 $ 64,840 Other 924 645 Total operating revenues $ 63,874 $ 65,485 The Company recognizes revenues from contracts with customers when the performance obligation is satisfied, which is when the promised goods or services are transferred to the customer. A good or service is considered to be transferred when the customer obtains control, which is represented by the transfer of rights with regard to the good or service. Transfer of control happens either over time or at a point in time. When a performance obligation is satisfied over time, an entity is required to select a single method of measuring progress for each performance obligation that depicts the entity’s performance in transferring control of goods or services to the customer. Substantially all the Company’s revenues from contracts with customers are derived primarily from investment advisory agreements with related parties (Note 18). These advisory fees are recognized over time, are earned from the Company’s ETPs and are calculated based on a percentage of the ETPs’ average daily net assets. There is no significant judgment in calculating amounts due which are invoiced monthly in arrears and are not subject to any potential reversal. Progress is measured using the practical expedient under the output method resulting in the recognition of revenue in the amount for which the Company has a right to invoice. There are no contract assets or liabilities that arise in connection with the recognition of advisory fee revenue. In addition, there are no costs incurred to obtain or fulfill the contracts with customers, all of which are investment advisory agreements with related parties. Geographic Distribution of Revenue The following table presents the Company’s total revenues geographically as determined by where the respective management companies reside: Three Months Ended March 31, 2020 March 31, 2019 United States $ 39,870 $ 42,623 Jersey 22,525 21,161 Ireland 1,114 1,155 Canada (Note 24) 365 546 Total operating revenues $ 63,874 $ 65,485 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 18. Related Party Transactions The Company’s revenues are derived primarily from investment advisory agreements with related parties. Under these agreements, the Company has licensed to related parties the use of certain of its own indexes for the U.S. and WisdomTree UCITS ETFs. The Board of Trustees and Board of Directors (including certain officers of the Company) of the related parties are primarily responsible for overseeing the management and affairs of the entities for the benefit of their stakeholders and have contracted with the Company to provide for general management and administration services. The Company is also responsible for certain expenses of the related parties, including the cost of transfer agency, custody, fund administration and accounting, legal, audit, and other non-distribution The following table summarizes accounts receivable from related parties which are included as a component of accounts receivable on the Company’s Consolidated Balance Sheets: March 31, December 31, Receivable from WTT $ 11,220 $ 14,765 Receivable from ManJer Issuers 7,612 9,036 Receivable from WMAI and WTI 1,283 1,559 Receivable from WTAMC (Note 24) — 227 Receivable from WTCS 54 80 Total $ 20,169 $ 25,667 The allowance for credit losses on accounts receivable from related parties is insignificant when applying historical loss rates, adjusted for current conditions and supportable forecasts, to the amounts outstanding in the table above. Amounts outstanding are all invoiced in arrears, are less than 30 days aged and are collected shortly after the applicable reporting period. The following table summarizes revenues from advisory services provided to related parties: Three Months Ended March 31, March 31, Advisory services provided to WTT $ 39,601 $ 42,223 Advisory services provided to ManJer Issuers 20,258 19,273 Advisory services provided to WMAI and WTI 2,528 2,504 Advisory services provided to WTAMC 365 546 Advisory services provided to WTCS 198 294 Total $ 62,950 $ 64,840 The Company also has investments in certain WisdomTree ETFs of approximately $19,636 and $16,886 at March 31, 2020 and December 31, 2019, respectively. Losses and gains related to these ETFs for the three months ended March 31, 2020 and 2019 were ($290) and $353, respectively. |
Stock-Based Awards
Stock-Based Awards | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Awards | 19. Stock-Based Awards On June 20, 2016, the Company’s stockholders approved a new equity award plan under which the Company can issue up to 10,000,000 shares of common stock (less one share for every share granted under prior plans since March 31, 2016 and inclusive of shares available under the prior plans as of March 31, 2016) in the form of stock options and other stock-based awards. The Company also has issued from time to time stock-based awards outside a plan. The Company grants equity awards to employees and directors which include restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance-based restricted stock units (“PRSUs”) and stock options. Certain awards described below are subject to acceleration under certain conditions. Stock options: Generally issued for terms of ten years and may vest after at least one year of service and have an exercise price equal to the Company’s stock price on the grant date. The Company estimates the fair value of stock options (when granted) using the Black-Scholes option pricing model. RSAs/RSUs: Awards are valued based on the Company’s stock price on grant date and generally vest ratably over three years. PRSUs: These awards cliff vest three years from the grant date and contain a market condition whereby the number of PRSUs ultimately vesting is tied to how the Company’s total shareholder return (“TSR”) compares to a peer group of other publicly traded asset managers over the three-year period. A Monte-Carlo simulation is used to value these awards. The number of PRSUs vesting ranges from 0% to 200% of the target number of PRSUs granted, as follows: • If the relative TSR is below the 25 th • If the relative TSR is at the 25 th • If the relative TSR is above the 25 th th th Stock-based compensation during the three months ended March 31, 2020 and 2019 was $3,239 and $3,072, respectively. A summary of unrecognized stock-based compensation expense and average remaining vesting period is as follows: March 31, 2020 Unrecognized Stock- Average Employees and directors $ 17,760 1.91 A summary of stock-based compensation award activity during the three months ended March 31, 2020 is as follows: Stock RSAs RSUs PRSUs Balance at January 1, 2020 485,536 3,244,558 39,278 232,610 Granted — 1,436,089 32,901 117,013 (1) Exercised/vested (107,000 ) (936,186 ) (27,130 ) — Forfeitures (63,536 ) (23,483 ) (1,993 ) — Balance at March 31, 2020 315,000 3,720,978 43,056 349,623 (1) Represents the target number of PRSUs granted and outstanding. The number of PRSUs that ultimately vest ranges from 0% to 200% of this amount. A Monte-Carlo simulation was used to value these awards using the following assumptions for the Company and the peer group: (i) beginning 90-day average stock prices; (ii) valuation date stock prices; (iii) historical stock price volatilities ranging from 21% to 36% (average 26%); (iv) correlation coefficients based upon the price data used to calculate the historical volatilities; (v) a risk free interest rate of 1.47%; and (vi) an expected dividend yield of 0% |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 20. Earnings Per Share The following tables set forth reconciliations of the basic and diluted earnings per share computations for the periods presented: Three Months Ended March 31, 2020 2019 Basic Earnings per Share Net (loss)/income $ (8,638 ) $ 8,824 Less: Income distributed to participating securities (555 ) (544 ) Less: Undistributed income allocable to participating securities — (391 ) Net (loss)/income available to common stockholders – Basic EPS $ (9,193 ) $ 7,889 Weighted average common shares (in thousands) 152,519 151,625 Basic (loss)/earnings per share $ (0.06 ) $ 0.05 Three Months Ended March 31, 2020 2019 Diluted Earnings per Share Net (loss)/income available to common stockholders $ (9,193 ) $ 7,889 Add back: Undistributed income allocable to participating securities — 391 Less: Reallocation of undistributed income allocable to participating securities considered potentially dilutive (— ) (390 ) Net (loss)/income available to common stockholders – Diluted EPS $ (9,193 ) $ 7,890 Weighted Average Diluted Shares (in thousands) Weighted average common shares 152,519 151,625 Dilutive effect of common stock equivalents, excluding — 196 Weighted average diluted shares, excluding participating securities (in thousands) 152,519 151,821 Diluted (loss)/earnings per share $ (0.06 ) $ 0.05 Diluted (loss)/earnings per share presented above is calculated using the two-class The following table reconciles weighted average diluted shares as reported on the Company’s consolidated statements of operations for the three months ended March 31, 2020 and 2019 to the weighted average diluted shares used to calculate diluted (loss)/earnings per share as disclosed in the table above: Three Months Ended March 31, Reconciliation of Weighted Average Diluted Shares (in thousands) 2020 2019 Weighted average diluted shares as disclosed on the consolidated statements of operations 152,519 (1) 166,811 Less: Participating securities: Weighted average shares of common stock issuable upon conversion of the Preferred Shares (Note 13) — (14,750 ) Potentially dilutive restricted stock awards — (240 ) Weighted average diluted shares used to calculate diluted (loss)/earnings per share as disclosed in the table above 152,519 (1) 151,821 (1) Excludes participating securities as the Company reported a net loss for the period. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 21. Income Taxes Effective Income Tax Rate – Three Months Ended March 31, 2020 and March 31, 2019 The Company’s effective income tax rate for the three months ended March 31, 2020 of 21.5% resulted in an income tax benefit of $2,371. The Company’s effective income tax rate differs from the federal statutory tax rate of 21% primarily due to a $5,981 reduction in unrecognized tax benefits, a $2,877 non-taxable a valuation allowance on capital losses, non-deductible The Company’s effective income tax rate for the three months ended March 31, 2019 of negative 13.5% resulted in an income tax benefit of $1,049. The Company’s effective income tax rate differs from the federal statutory tax rate of 21% primarily due to a $4,309 reduction in unrecognized tax benefits, a non-taxable Deferred Tax Assets A summary of the components of the Company’s deferred tax assets at March 31, 2020 and December 31, 2019 are as follows: March 31, 2020 December 31, 2019 Deferred tax assets: Capital losses $ 17,002 $ 8,226 Operating lease liabilities 5,295 5,529 NOLs – International 5,233 9,336 Goodwill and intangible assets 1,622 1,671 Stock-based compensation 1,115 1,754 NOLs – U.S. 514 642 Accrued expenses 373 4,054 Outside basis differences 123 123 Other 159 218 Deferred tax assets 31,436 31,553 Deferred tax liabilities: Right of use assets – operating leases 4,189 4,400 Fixed assets and prepaid assets 1,309 1,326 Unrealized gains 717 744 Deferred tax liabilities 6,215 6,470 Total deferred tax assets less deferred tax liabilities 25,221 25,083 Less: valuation allowance (22,358 ) (17,685 ) Deferred tax assets, net $ 2,863 $ 7,398 Net Operating and Capital Losses – U.S The Company’s tax effected net operating losses (“NOLs”) at March 31, 2020 were $514 which expire in 2024. The net operating loss carryforwards have been reduced by the impact of annual limitations described in the Internal Revenue Code Section 382 that arose as a result of an ownership change. The Company’s tax effected capital losses at March 31, 2020 and December 31, 2019 were $17,002 and $8,226, respectively. The change in capital losses is due to the impairment recognized on the Company’s financial interests in AdvisorEngine (Note 7 ) and a capital loss recognized upon sale of the Canadian ETF business. Net Operating Losses – International Certain of the Company’s European subsidiaries generated NOLs outside the U.S. These tax effected NOLs were $5,233 and $9,336 at March 31, 2020 and December 31, 2019, respectively. All of these NOLs at March 31, 2020 are carried forward indefinitely. The reduction in NOLs was due to the sale of the Company’s Canadian ETF business, which occurred on February 19, 2020 (Note 24). Valuation Allowance The Company’s valuation allowance has been established on its net capital losses, international net operating losses and outside basis differences as it is more-likely-than-not Coronavirus Aid, Relief, and Economic Security Act of 2020 (the “CARES Act”) On March 27, 2020, the CARES Act was enacted in response to the COVID-19 non-income Uncertain Tax Positions Tax positions are evaluated utilizing a two-step likely-than-not In connection with the ETFS Acquisition, the Company accrued a liability for uncertain tax positions and interest and penalties at the acquisition date. The table below sets forth the aggregate changes in the balance of these gross unrecognized tax benefits during the three months ended March 31, 2020: Total Unrecognized Interest Penalties Balance on January 1, 2020 $ 32,101 $ 25,998 $ 6,103 Decrease - Lapse of statute of limitations (1) (5,981 ) (4,620 ) (1,361 ) Increases 76 — 76 Foreign currency translation (2) (1,767 ) (1,432 ) (335 ) Balance at March 31, 2020 $ 24,429 $ 19,946 $ 4,483 (1) Recorded as an income tax benefit of $5,981 during the three months ended March 31, 2020, along with an equal and offsetting amount recorded in other losses, net, to recognize a reduction in the indemnification asset. During the three months ended March 31, 2019, an income tax benefit of $4,309 was recorded along with an equal and offsetting amount in other losses, net. (2) The gross unrecognized tax benefits were accrued in British pounds sterling. The Company also recorded an offsetting indemnification asset provided by ETFS Capital as part of its agreement to indemnify the Company for any potential claims, for which an amount is being held in escrow. ETFS Capital has also agreed to provide additional collateral by maintaining a minimum working capital balance up to a stipulated amount. The gross unrecognized tax benefits and interest and penalties totaling $24,429 at March 31, 2020 are included in other non-current At March 31, 2020, there were $24,429 of unrecognized tax benefits (including interest and penalties) that, if recognized, would impact the effective tax rate. The recognition of any unrecognized tax benefits would result in an equal and offsetting adjustment to the indemnification asset which would be recorded in income before taxes due to the indemnity for any potential claims. Income Tax Examinations The Company is subject to U.S. federal income tax as well as income tax of multiple state, local and certain foreign jurisdictions. The Company’s federal tax return and ManJer’s tax return (a Jersey-based subsidiary) for the year ended December 31, 2016 and the Company’s New York state tax return for the years ended December 31, 2015 through 2018 are currently under review by the relevant tax authorities. The Company is indemnified by ETFS Capital for any potential exposure associated with ManJer’s tax return under audit. The Company is not currently under audit in any other income tax jurisdictions. As of March 31, 2020, with few exceptions, the Company was no longer subject to income tax examinations by any taxing authority for years before 2015. Undistributed Earnings of Foreign Subsidiaries Due to the imposition of the Global Intangible Low-Taxed Income (“ GILTI ”) provisions, all unremitted earnings are no longer subject to U.S. federal income tax; however, there could be U.S. state and/or foreign withholding taxes upon distribution of such unremitted earnings. The Company recognizes deferred tax liabilities for withholding taxes that may become payable, where applicable, upon the distribution of earnings and profits from foreign subsidiaries unless considered permanent in duration. As of March 31, 2020, the Company considers all undistributed foreign earnings and profits to be permanent in duration. |
Shares Repurchased
Shares Repurchased | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Shares Repurchased | 22. Shares Repurchased On April 24, 2019, the Company’s Board of Directors extended the term of the Company’s share repurchase program for three years through April 27, 2022. Included under this program are purchases to offset future equity grants made under the Company’s equity plans and purchases made in open market or privately negotiated transactions. This authority may be exercised from time to time, subject to the terms of the credit agreement described below and regulatory considerations. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, market conditions and other corporate liquidity requirements and priorities. The repurchase program may be suspended or terminated at any time without prior notice. Shares repurchased under this program are returned to the status of authorized and unissued on the Company’s books and records. In addition, the Company entered into a credit agreement (Note 12) which contains customary negative covenants, including, among others, a covenant which may restrict the Company’s ability to repurchase equity interests. Share repurchases only are permitted to the extent the Total Leverage Ratio (as defined in the credit agreement) does not exceed 1.75 to 1.00 and no event of default (as defined in the credit agreement) has occurred and is continuing at the time the share repurchase is made. However, the Company’s ability to purchase shares of its common stock withheld pursuant to the terms of equity awards granted to employees to satisfy tax withholding obligations is not restricted. During the three months ended March 31, 2020 and March 31, 2019, the Company repurchased 385,399 shares and 311,213 shares of its common stock, respectively, under this program for an aggregate cost of $1,495 and $2,005, respectively. Shares repurchased under this program were returned to the status of authorized and unissued on the Company’s books and records. As of March 31, 2020, $81,894 remained under this program for future purchases. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 23. Goodwill and Intangible Assets Goodwill The table below sets forth the Company’s goodwill which is tested annually for impairment on November 30 th Total Balance at January 1, 2020 $ 85,856 Changes — Balance at March 31, 2020 $ 85,856 Goodwill arising from the ETFS Acquisition of $84,057 is not deductible for tax purposes as the acquisition was structured as a stock acquisition occurring in the United Kingdom. The remainder of the goodwill is deductible for U.S. tax purposes. Intangible Assets (Indefinite-Lived) The table below sets forth the Company’s intangible assets which are tested annually for impairment on November 30 th Advisory (ETFS) Advisory Agreements (Questrade AUM) Total Balance at January 1, 2020 $ 601,247 $ 2,047 $ 603,294 Decreases (1) — (1,992 ) (1,992 ) Foreign currency translation — (55 ) (55 ) Balance at March 31, 2020 $ 601,247 $ — $ 601,247 (1) Derecognized upon the sale of the Company’s Canadian ETF business (Note 24). ETFS In connection with the ETFS Acquisition , th |
Exit Activities
Exit Activities | 3 Months Ended |
Mar. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Exit Activities | 24. Exit Activities The following table summarizes operating losses recognized by the Company’s wholly-owned subsidiaries that have either been sold or liquidated during reporting periods covered by its consolidated financial statements: Three Months Ended March 31, March 31, WTAMC $ 428 $ 777 WisdomTree Japan Inc. (“WTJ”) (1) — 430 Total $ 428 $ 1,207 (1) WTJ also recognized an impairment expense of $572 in connection with the termination of its office lease on March 31, 2019 Sale of Canadian ETF Business On February 19, 2020, the Company completed the sale of all the outstanding shares of WTAMC to CI Financial Corp. The Company received CDN $3,720 (USD $2,774) in cash at closing and will receive additional cash consideration of During the three months ended March 31, 2020, the Company recognized a $2,877 gain on sale which was recorded in other losses, net on the Consolidated Statements of Operations and represents the difference between the minimum cash consideration payable to the Company and the carrying value of WTAMC’s net assets upon disposition. Contingent payments, if any, are recognized by the Company when the contingency is resolved and the gain is realized. Restructuring of Distribution Strategy in Japan In July 2018, the Company determined to restructure its distribution strategy in Japan and expanded its existing relationship with Premia Partners Company Limited to manage distribution of the Company’s ETFs in Japan. As a result, WTJ ceased operations and was liquidated in September 2019. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 25. Subsequent Events The Company evaluated subsequent events through the date of issuance of the accompanying financial statements. There were no events requiring disclosure. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and in the opinion of management reflect all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of financial condition, results of operations, and cash flows for the periods presented. The consolidated financial statements include the accounts of the Company’s wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Consolidation | Consolidation The Company consolidates entities in which it has a controlling financial interest. The Company determines whether it has a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity (“VOE”) or a variable interest entity (“VIE”). The usual condition for a controlling financial interest in a VOE is ownership of a majority voting interest. If the Company has a majority voting interest in a VOE, the entity is consolidated. The Company has a controlling financial interest in a VIE when the Company has a variable interest that provides it with (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company reassesses its evaluation of whether an entity is a VIE when certain reconsideration events occur. |
Segment and Geographic Information | Segment and Geographic Information Effective January 1, 2020, the Company, through its subsidiaries in the U.S. and Europe, conducts business as a single operating segment as an ETP sponsor and asset manager which is based upon the Company’s current organizational and management structure, as well as information used by the chief operating decision maker to allocate resources and other factors. Previously, the Company’s financial results were reported in its U.S. Business and International Business reportable segments. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of subsidiaries whose functional currency is not the U.S. dollar are translated based on the end of period exchange rates from local currency to U.S. dollars. Results of operations are translated at the average exchange rates in effect during the period. The impact of the foreign currency translation adjustment is included in the Consolidated Statements of Comprehensive (Loss)/Income as a component of other comprehensive (loss)/income. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the balance sheet dates and the reported amounts of revenues and expenses for the periods presented. Actual results could differ materially from those estimates. |
Revenue Recognition | Revenue Recognition The Company earns substantially all of its revenue in the form of advisory fees from its ETPs and recognizes this revenue over time, as the performance obligation is satisfied. Advisory fees are based on a percentage of the ETPs’ average daily net assets. Progress is measured using the practical expedient under the output method resulting in the recognition of revenue in the amount for which the Company has a right to invoice. |
Contractual Gold Payments | Contractual Gold Payments Contractual gold payments are measured and paid monthly based upon the average daily spot price of gold (Note 11). |
Marketing and Advertising | Marketing and Advertising Advertising costs, including media advertising and production costs, are expensed when incurred. |
Depreciation and Amortization | Depreciation and Amortization Depreciation is provided for using the straight-line method over the estimated useful lives of the related assets as follows: Equipment 5 years Furniture and fixtures 15 years Leasehold improvements are amortized over the term of their respective leases or service lives of the improvements, whichever is shorter. Fixed assets are recorded at cost less accumulated depreciation and amortization. |
Stock-Based Awards | Stock-Based Awards Accounting for stock-based compensation requires the measurement and recognition of compensation expense for all equity awards based on estimated fair values. Stock-based compensation is measured based on the grant-date fair value of the award and is amortized over the relevant service period. Forfeitures are recognized when they occur. |
Third-Party Distribution Fees | Third-Party Distribution Fees The Company pays a percentage of its advisory fee revenues based on incremental growth in AUM, subject to caps or minimums, to marketing agents to sell WisdomTree ETFs and for including WisdomTree ETFs on third-party customer platforms. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be classified as cash equivalents. The Company maintains deposits with financial institutions in an amount that is in excess of federally insured limits. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are customer and other obligations due under normal trade terms. The Company measures credit losses by applying historical loss rates, adjusted for current conditions and supportable forecasts to amounts outstanding using the aging method. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company performs a review for the impairment of long-lived assets when events or changes in circumstances indicate that the estimated undiscounted future cash flows expected to be generated by the assets are less than their carrying amounts or when other events occur which may indicate that the carrying amount of an asset may not be recoverable. |
Notes Receivable | Notes Receivable Notes receivable are accounted for on an amortized cost basis, including accrued interest and net of original issue discount and impairments, if any. Interest income is accrued over the term of the notes using the effective interest method. Notes receivable are placed on non-accrual non-accrual Effective January 1, 2020, the Company performs a review for the impairment of the notes receivable and accrued interest on a quarterly basis using the current expected credit loss model and provides for an allowance for credit losses by applying an estimated loss rate to amounts outstanding at the balance sheet date. Previously, credit losses were measured using an incurred loss approach. |
Securities Owned and Securities Sold, but not yet Purchased (at fair value) | Securities Owned and Securities Sold, but not yet Purchased (at fair value) Securities owned and securities sold, but not yet purchased are securities classified as either trading or available-for-sale |
Securities Held-to-Maturity | Securities Held-to-Maturity The Company accounts for certain of its securities as held-to-maturity held-to-maturity than-not Held-to-maturity non-accrual held-to-maturity non-accrual Effective January 1, 2020, the Company reviews its portfolio of held-to-maturity Investments in pass-through government-sponsored enterprises (“GSEs”) are determined to have an estimated loss rate of zero due to an implicit U.S. government guarantee. |
Investments | Investments The Company accounts for equity investments that do not have a readily determinable fair value under the measurement alternative prescribed within Accounting Standards Update (“ASU”) 2016-01, Financial Instruments – Recognition and Measurement of Financial Assets and Financial Liabilities issuer. In addition, income is recognized when dividends are received only to the extent they are distributed from net accumulated earnings of the investee. Otherwise, such distributions are considered returns of investment and are recorded as a reduction of the cost of the investment. |
Goodwill | Goodwill Goodwill is the excess of the fair value of the purchase price over the fair values of the identifiable net assets at the acquisition date. The Company tests goodwill for impairment at least annually and at the time of a triggering event requiring re-evaluation, Goodwill is allocated to the Company’s U.S. Business and European Business components. Effective January 1, 2020, for impairment testing purposes, these components are aggregated as a single reporting unit as they fall under the same operating segment and have similar economic characteristics. Previously, these components were tested separately for impairment when Company was operating as more than one operating segment. Goodwill is assessed for impairment annually on November 30 th |
Intangible Assets | Intangible Assets Indefinite-lived intangible assets are tested for impairment at least annually and are also reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indefinite-lived intangible assets are impaired if their estimated fair values are less than their carrying values. Finite-lived intangible assets, if any, are amortized over their estimated useful life, which is the period over which the assets are expected to contribute directly or indirectly to the future cash flows of the Company. These intangible assets are tested for impairment at the time of a triggering event, if one were to occur. Finite-lived intangible assets may be impaired when the estimated undiscounted future cash flows generated from the assets are less than their carrying amounts. The Company may rely on a qualitative assessment when performing its intangible asset impairment test. Otherwise, the impairment evaluation is performed at the lowest level of reasonably identifiable cash flows independent of other assets. The annual impairment testing date for all of the Company’s intangible assets is November 30 th |
Leases | Leases Effective January 1, 2019, the Company accounts for its lease obligations in accordance with Accounting Standards Codification (“ASC”) Topic 842, Leases right-of-use right-of-use ASC 842 also provides a practical expedient which allows for consideration in a contract to be accounted for as a single lease component rather than allocated between lease and non-lease Upon adoption of ASC 842 on January 1, 2019, the Company applied the transitional practical expedients to its outstanding leases and therefore the Company did not reassess (i) whether any expired or existing contracts are or contain leases; (ii) the lease classification for any expired or existing leases; and (iii) initial direct costs for any existing leases. The Company also elected to apply the new lease requirements at the effective date, rather than the beginning of the earliest comparative period presented. |
Deferred Consideration - Gold Payments | Deferred Consideration – Gold Payments Deferred consideration represents the present value of an obligation to pay gold to a third party into perpetuity and is measured using forward-looking gold prices and a selected discount rate (Note 11). Changes in the fair value of this obligation are reported as (loss)/gain on revaluation of deferred consideration – gold payments on the Company’s Consolidated Statements of Operations. |
Debt | Debt Debt is carried at amortized cost, net of debt issuance costs. Interest expense is recognized using the effective interest method and includes amortization of debt issuance costs over the life of the debt. |
Earnings per Share | Earnings per Share Basic earnings per share (“EPS”) is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding for the period. Net income available to common stockholders represents net income of the Company reduced by an allocation of earnings to participating securities. The Series A non-voting non-forfeitable two-class Diluted EPS is calculated under the treasury stock and if-converted two-class |
Income Taxes | Income Taxes The Company accounts for income taxes using the liability method, which requires the determination of deferred tax assets and liabilities based on the differences between the financial and tax bases of assets and liabilities using the enacted tax rates in effect for the year in which differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance if, based on the weight of available evidence, it is more-likely-than-not Tax positions are evaluated utilizing a two-step likely-than-not Non-income |
Going concern | Going Concern The Company performs a quarterly assessment of its ability to continue as a going concern within one year of the date the financial statements are issued. This assessment include s |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes 2019-12). ; ; ; year-to-date non-income-based ; ; ; 2019-12 Recently Adopted Accounting Pronouncements On January 1, 2020, the Company adopted ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments 2016-13). with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. In issuing this standard, the FASB is responding to criticism that prior guidance delayed recognition of credit losses. The standard replaced the prior guidance’s “incurred loss” approach with an “expected loss” model. The new model, referred to as the current expected credit loss (“CECL”) model, applies to: (1) financial assets subject to credit losses and measured at amortized cost, and (2) certain off-balance off-balance held-to-maturity) ASU , notes receivable held-to-maturity On January , , the Company adopted ASU 2018-13, Fair Value Measurement (Topic 820) – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13), which modified the disclosure requirements on fair value measurements, including removing the requirement to disclose the amount of and reasons for transfers between Level and Level of the fair value hierarchy, the policy for timing of transfers between levels and the valuation processes for Level fair value measurements. ASU 2018-13 also added new disclosures including the requirement to disclose (a) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level fair value measurements held at the end of the reporting period and (b) the range and weighted average of significant unobservable inputs used to develop Level fair value measurements. This standard only impacted the disclosures pertaining to fair value measurements and were incorporated into the notes to the Company’s consolidated financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Related Assets | Depreciation is provided for using the straight-line method over the estimated useful lives of the related assets as follows: Equipment 5 years Furniture and fixtures 15 years Leasehold improvements are amortized over the term of their respective leases or service lives of the improvements, whichever is shorter. Fixed assets are recorded at cost less accumulated depreciation and amortization. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Categorization of Assets and Liabilities Measured at Fair Value | The tables below summarize the categorization of the Company’s assets and liabilities measured at fair value. During the three months ended March 31, 2020 and 2019, there were no transfers between Levels 2 and 3. March 31, 2020 Total Level 1 Level 2 Level 3 Assets: Recurring fair value measurements: Cash equivalents $ 3,885 $ 3,885 $ — $ — Securities owned, at fair value 20,261 20,261 — — Total $ 24,146 $ 24,146 $ — $ — Non-recurring AdvisorEngine , (1) $ 8,500 $ — $ — $ 8,500 Total $ 8,500 $ — $ — $ 8,500 Liabilities: Recurring fair value measurements: Deferred consideration (Note 11) $ 175,300 $ — $ — $ 175,300 Securities sold, but not yet purchased 469 469 — — Total $ 175,769 $ 469 $ — $ 175,300 (1) Fair value determined on March 31, 2020 (Note 7). December 31, 2019 Total Level 1 Level 2 Level 3 Assets: Recurring fair value measurements: Cash equivalents $ 317 $ 317 $ — $ — Securities owned, at fair value 17,319 17,319 — — Total $ 17,636 $ 17,636 $ — $ — Non-recurring AdvisorEngine , (2) $ 28,172 $ — $ — $ 28,172 Total $ 28,172 $ — $ — $ 28,172 Liabilities: Recurring fair value measurements: Deferred consideration (Note 11) $ 173,024 $ — $ — $ 173,024 Securities sold, but not yet purchased 582 582 — — Total $ 173,606 $ 582 $ — $ 173,024 (2) Fair value determined on December 31, 2019. |
Summary of Reconciliation of Recurring Fair Value Measurements | The following table presents a reconciliation of beginning and ending balances of recurring fair value measurements classified as Level : Three Months Ended 2020 2019 Deferred consideration (Note 11) Beginning balance $ 173,024 $ 161,540 Net realized losses (1) 3,760 3,098 Net unrealized losses/(gains) (2) 2,208 (4,404 ) Settlements (3,692 ) (3,087 ) Ending balance $ 175,300 $ 157,147 (1) Recorded as contractual gold payments expense on the Company’s Consolidated Statements of Operations. (2) Recorded as (loss)/gain on revaluation of deferred consideration – gold payments on the Company’s Consolidated Statements of Operations. |
Securities Owned_Sold, but No_2
Securities Owned/Sold, but Not Yet Purchased (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Securities Owned/Sold But Not Yet Purchased | These securities consist of the following: March 31, 2020 December 31, Securities Owned Trading securities $ 20,261 $ 17,319 Securities Sold, but not yet Purchased Trading securities $ 469 $ 582 |
Securities Held-to-Maturity (Ta
Securities Held-to-Maturity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Text Block [Abstract] | |
Schedule of Securities Held-to-Maturity | The following table is a summary of the Company’s securities held-to-maturity: March 31, December 31, Debt instruments: Pass-through GSEs (amortized cost) $ 10,864 $ 16,863 |
Schedule of Unrealized Gains, Losses and Fair Value of Securities Held-to-Maturity | The following table summarizes unrealized gains, losses, and fair value (classified as Level 2 within the fair value hierarchy) of securities held-to-maturity: March 31, December 31, Cost/amortized cost $ 10,864 $ 16,863 Gross unrealized gains 102 38 Gross unrealized losses (17 ) (297 ) Fair value $ 10,949 $ 16,604 |
Schedule of Maturity Profile of Securities Held-to-Maturity | The following table sets forth the maturity profile of the securities held-to-maturity; March 31, December 31, Due within one year $ — $ — Due one year through five years 2,000 2,000 Due five years through ten years 3,494 7,494 Due over ten years 5,370 7,369 Total $ 10,864 $ 16,863 |
AdvisorEngine - Financial Inter
AdvisorEngine - Financial Interests (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Summary of Carrying Value Information of AdvisorEngine Financial Interests | The following table sets forth the Company’s financial interests in AdvisorEngine , March 31, 2020 December 31, 2019 Amortized Net Carrying Amortized Net Carrying Unsecured convertible note (Note 8) $ 2,126 $ — $ 2,126 $ 2,126 Unsecured non-convertible 31,184 8,500 31,184 26,046 Preferred stock (Note 9) 25,000 — 25,000 — Total (1) $ 58,310 $ 8,500 (1) $ 58,310 $ 28,172 (1) (1) Net of an impairment of $49,810 and $30,138 in the aggregate at March 31, 2020 and December 31, 2019, respectively. |
Summary of Ranges and Weighted Averages of Significant Unobservable Inputs Used to Determine Fair Value of Contingent Payments | The table below presents the range and weighted averages of significant unobservable inputs utilized in the Monte-Carlo simulation (classified as Level 3 in the fair value hierarchy): Unobservable Inputs March 31, 2020 Forecasted revenue simulated forward as a percentage of the pre-defined 34% – Revenue volatility 25% |
Notes Receivable (Tables)
Notes Receivable (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Summary of Outstanding Note Receivable Balance | The following table sets forth the carrying value of the Company’s notes receivable: March 31, December 31, AdvisorEngine – Unsecured convertible notes $ — $ 2,126 AdvisorEngine – Unsecured non-convertible 8,500 26,046 Subtotal $ 8,500 $ 28,172 Less: Allowance for credit loss (1) (— ) (— ) Carrying value, net (1) $ 8,500 $ 28,172 (1) Credit losses of $19,672 were recognized as impairment on the Company’s Statements of Operations during the three months ended March 31, 2020 which resulted in a write-off non-convertible , during the three months ended March 31, 2020 |
Notes Receivable [Member] | |
Summary of Company Allowance For Credit Loss | The following table sets for a rollforward of the Company’s allowance for credit loss on notes receivable: Total Notes Receivable Accrued Interest Unsecured Convertible Note: Balance on January 1, 2020 $ — $ — $ — Increase in allowance for credit loss (1) (2,126 ) (2,090 ) (36 ) Write-offs charged against the allowance (1) 2,126 2,090 36 Balance on March 31, 2020 $ (— ) $ (— ) $ (— ) Unsecured Non-Convertible Balance on January 1, 2020 $ — $ — $ — Increase in allowance for credit loss (1) (17,546 ) (14,618 ) (2,928 ) Write-offs charged against the allowance (1) 17,546 14,618 2,928 Balance on March 31, 2020 $ (— ) $ (— ) $ (— ) Allowance for credit losses – Total: $ (— ) $ (— ) $ (— ) (1) Total increase in allowance for credit loss of $19,672 was recorded as impairment on the Company’s Consolidated Statements of Operations. Write-offs were charged against the allowance as the Company is in receipt of information |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Investment [Line Items] | |
Investments | The following table sets forth the Company’s investments: March 31, December 31, AdvisorEngine – Preferred stock $ — $ — Securrency, Inc. – Preferred stock 8,112 8,112 Thesys Group, Inc. (“Thesys”) – Preferred stock 3,080 3,080 Total $ 11,192 $ 11,192 |
Fixed Assets, net (Tables)
Fixed Assets, net (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Fixed Assets | The following table summarizes fixed assets: March 31, December 31, Equipment $ 2,290 $ 2,330 Furniture and fixtures 2,222 2,218 Leasehold improvements 10,951 10,989 Less: accumulated depreciation and amortization (7,549 ) (7,410 ) Total $ 7,914 $ 8,127 |
Deferred Consideration (Tables)
Deferred Consideration (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Text Block [Abstract] | |
Schedule Of Deferred Consideration | During the three months ended March 31, 2020 and 2019, the Company recognized the following in respect of deferred consideration: Three Months 2020 2019 Contractual Gold Payments $ 3,760 $ 3,098 Contractual Gold Payments – gold ounces paid 2,375 2,375 (Loss)/gain on revaluation of deferred consideration – gold payments (1) $ (2,208 ) $ 4,404 (1) Gains/(losses) arise due to (decreases)/increases in the forward-looking price of gold and the magnitude of any gain or loss is highly correlated to the magnitude of the change in the forward-looking price of gold. See Note 4 for significant unobservable assumption and a reconciliation of changes in the deferred consideration balances. |
Credit Facility (Tables)
Credit Facility (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Outstanding Borrowings under Credit Facility | The following table provides a summary of the Company’s outstanding borrowings under the Credit Facility: March 31, 2020 December 31, 2019 Term Loan Revolver (1) Term Loan Revolver (1) Amount borrowed $ 179,000 $ — $ 200,000 $ — Amounts repaid (5,000 ) — (21,000 ) — Amounts outstanding 174,000 — 179,000 — Unamortized issuance costs (2,452 ) 540 (3,044 ) 671 Carrying amount $ 171,548 $ 540 $ 175,956 $ 671 Effective interest rate (2) 5.00 % n/a 5.32 % n/a (1) The available capacity under the Revolver is subject to compliance with the Total Leverage Ratio. (2) Includes amortization of issuance costs. |
Schedule Of Required Ratios Under Financial Covenants and Leverage Ratios | The credit agreement includes a financial covenant that requires that the Company maintain a Total Leverage Ratio (as defined below), calculated as of the last day of each fiscal quarter, equal to or less than the ratio set forth opposite such fiscal quarter: Fiscal Quarter Ending Total Leverage Ratio March 31, 2020 2.25:1.00 June 30, 2020 2.25:1.00 September 30, 2020 and each subsequent fiscal quarter ending on or before the maturity date 2.00:1.00 |
Preferred Shares (Tables)
Preferred Shares (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Summary of Preferred Share Balance | The following is a summary of the Preferred Share balance: March 31, 2020 December 31, Issuance of Preferred Shares $ 132,750 $ 132,750 Less: Issuance costs (181 ) (181 ) Preferred Shares – carrying value $ 132,569 $ 132,569 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Lessee Disclosure [Abstract] | |
Schedule for Summary of Additional Information Related to Operating Lease | The following table provides additional information regarding the Company’s leases: Three Months Ended March 31, 2020 2019 Lease cost: Operating lease cost $ 798 $ 798 Short-term lease cost 342 389 Total lease cost $ 1,140 $ 1,187 Other information: Cash paid for amounts included in the measurement of operating liabilities (operating leases) $ 926 $ 881 Right-of-use n/a n/a Weighted-average remaining lease term (in years) – operating leases 9.2 10.0 Weighted-average discount rate – operating leases 6.3 % 6.3 % |
Schedule of Future Minimum Lease Payments | The following table discloses future minimum lease payments at March 31, 2020 with respect to the Company’s operating lease liabilities: Remainder of 2020 $ 2,740 2021 2,958 2022 2,958 2023 2,958 2024 3,037 2025 and thereafter 14,604 Total future minimum lease payments (undiscounted) $ 29,255 |
Schedule for Supplemental Balance Sheet Information Related to Operating Lease | The following table reconciles the future minimum lease payments (disclosed above) at March 31, 2020 to the operating lease liabilities recognized in the Company’s Consolidated Balance Sheet: Amounts recognized in the Company’s Consolidated Balance Sheet Lease liability – short term $ 3,470 Lease liability – long term 18,661 Subtotal 22,131 Difference between undiscounted and discounted cash flows 7,124 Total future minimum lease payments (undiscounted) $ 29,255 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Summary of Information about Variable Interests | The following table presents information about the Company’s variable interests in non-consolidated March 31, 2020 December 31, 2019 Carrying Amount – Assets (Securrency) Preferred stock (Note 9 $ 8,112 $ 8,112 Carrying Amount – Assets (AdvisorEngine) Unsecured convertible notes receivable $ — $ 2,126 Unsecured non-convertible 8,500 26,046 Preferred stock — — Total carrying amount (Note 7) $ 8,500 $ 28,172 Total carrying amount – Assets $ 8,500 $ 36,284 Maximum exposure to loss $ 16,612 $ 36,284 |
Revenues from Contracts with _2
Revenues from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Revenues from Contracts with Customers | The following table presents the Company’s total revenues from contracts with customers: Three Months Ended March 31, 2020 March 31, 2019 Revenues from contracts with customers: Advisory fees $ 62,950 $ 64,840 Other 924 645 Total operating revenues $ 63,874 $ 65,485 |
Summary of Geographic Distribution of Revenue | The following table presents the Company’s total revenues geographically as determined by where the respective management companies reside: Three Months Ended March 31, 2020 March 31, 2019 United States $ 39,870 $ 42,623 Jersey 22,525 21,161 Ireland 1,114 1,155 Canada (Note 24) 365 546 Total operating revenues $ 63,874 $ 65,485 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Summary of Accounts Receivable from Related Parties | The following table summarizes accounts receivable from related parties which are included as a component of accounts receivable on the Company’s Consolidated Balance Sheets: March 31, December 31, Receivable from WTT $ 11,220 $ 14,765 Receivable from ManJer Issuers 7,612 9,036 Receivable from WMAI and WTI 1,283 1,559 Receivable from WTAMC (Note 24) — 227 Receivable from WTCS 54 80 Total $ 20,169 $ 25,667 |
Summary of Revenues from Advisory Services Provided to Related Parties | The following table summarizes revenues from advisory services provided to related parties: Three Months Ended March 31, March 31, Advisory services provided to WTT $ 39,601 $ 42,223 Advisory services provided to ManJer Issuers 20,258 19,273 Advisory services provided to WMAI and WTI 2,528 2,504 Advisory services provided to WTAMC 365 546 Advisory services provided to WTCS 198 294 Total $ 62,950 $ 64,840 |
Stock-Based Awards (Tables)
Stock-Based Awards (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Unrecognized Stock-Based Compensation Expense and Average Remaining Vesting Period | A summary of unrecognized stock-based compensation expense and average remaining vesting period is as follows: March 31, 2020 Unrecognized Stock- Average Employees and directors $ 17,760 1.91 |
Summary of Stock Options, Restricted Stock, Restricted Stock Unit and Performance Stock Unit Activity | A summary of stock-based compensation award activity during the three months ended March 31, 2020 is as follows: Stock RSAs RSUs PRSUs Balance at January 1, 2020 485,536 3,244,558 39,278 232,610 Granted — 1,436,089 32,901 117,013 (1) Exercised/vested (107,000 ) (936,186 ) (27,130 ) — Forfeitures (63,536 ) (23,483 ) (1,993 ) — Balance at March 31, 2020 315,000 3,720,978 43,056 349,623 (1) Represents the target number of PRSUs granted and outstanding. The number of PRSUs that ultimately vest ranges from 0% to 200% of this amount. A Monte-Carlo simulation was used to value these awards using the following assumptions for the Company and the peer group: (i) beginning 90-day average stock prices; (ii) valuation date stock prices; (iii) historical stock price volatilities ranging from 21% to 36% (average 26%); (iv) correlation coefficients based upon the price data used to calculate the historical volatilities; (v) a risk free interest rate of 1.47%; and (vi) an expected dividend yield of 0% |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Earnings Per Share | The following tables set forth reconciliations of the basic and diluted earnings per share computations for the periods presented: Three Months Ended March 31, 2020 2019 Basic Earnings per Share Net (loss)/income $ (8,638 ) $ 8,824 Less: Income distributed to participating securities (555 ) (544 ) Less: Undistributed income allocable to participating securities — (391 ) Net (loss)/income available to common stockholders – Basic EPS $ (9,193 ) $ 7,889 Weighted average common shares (in thousands) 152,519 151,625 Basic (loss)/earnings per share $ (0.06 ) $ 0.05 Three Months Ended March 31, 2020 2019 Diluted Earnings per Share Net (loss)/income available to common stockholders $ (9,193 ) $ 7,889 Add back: Undistributed income allocable to participating securities — 391 Less: Reallocation of undistributed income allocable to participating securities considered potentially dilutive (— ) (390 ) Net (loss)/income available to common stockholders – Diluted EPS $ (9,193 ) $ 7,890 Weighted Average Diluted Shares (in thousands) Weighted average common shares 152,519 151,625 Dilutive effect of common stock equivalents, excluding — 196 Weighted average diluted shares, excluding participating securities (in thousands) 152,519 151,821 Diluted (loss)/earnings per share $ (0.06 ) $ 0.05 |
Schedule of Weighted Average Number of Shares | The following table reconciles weighted average diluted shares as reported on the Company’s consolidated statements of operations for the three months ended March 31, 2020 and 2019 to the weighted average diluted shares used to calculate diluted (loss)/earnings per share as disclosed in the table above: Three Months Ended March 31, Reconciliation of Weighted Average Diluted Shares (in thousands) 2020 2019 Weighted average diluted shares as disclosed on the consolidated statements of operations 152,519 (1) 166,811 Less: Participating securities: Weighted average shares of common stock issuable upon conversion of the Preferred Shares (Note 13) — (14,750 ) Potentially dilutive restricted stock awards — (240 ) Weighted average diluted shares used to calculate diluted (loss)/earnings per share as disclosed in the table above 152,519 (1) 151,821 (1) Excludes participating securities as the Company reported a net loss for the period. |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Summary of Deferred Tax Asset Recorded | A summary of the components of the Company’s deferred tax assets at March 31, 2020 and December 31, 2019 are as follows: March 31, 2020 December 31, 2019 Deferred tax assets: Capital losses $ 17,002 $ 8,226 Operating lease liabilities 5,295 5,529 NOLs – International 5,233 9,336 Goodwill and intangible assets 1,622 1,671 Stock-based compensation 1,115 1,754 NOLs – U.S. 514 642 Accrued expenses 373 4,054 Outside basis differences 123 123 Other 159 218 Deferred tax assets 31,436 31,553 Deferred tax liabilities: Right of use assets – operating leases 4,189 4,400 Fixed assets and prepaid assets 1,309 1,326 Unrealized gains 717 744 Deferred tax liabilities 6,215 6,470 Total deferred tax assets less deferred tax liabilities 25,221 25,083 Less: valuation allowance (22,358 ) (17,685 ) Deferred tax assets, net $ 2,863 $ 7,398 |
Schedule of Changes in Balance of Gross Unrecognized Tax Benefits | The table below sets forth the aggregate changes in the balance of these gross unrecognized tax benefits during the three months ended March 31, 2020: Total Unrecognized Interest Penalties Balance on January 1, 2020 $ 32,101 $ 25,998 $ 6,103 Decrease - Lapse of statute of limitations (1) (5,981 ) (4,620 ) (1,361 ) Increases 76 — 76 Foreign currency translation (2) (1,767 ) (1,432 ) (335 ) Balance at March 31, 2020 $ 24,429 $ 19,946 $ 4,483 (1) Recorded as an income tax benefit of $5,981 during the three months ended March 31, 2020, along with an equal and offsetting amount recorded in other losses, net, to recognize a reduction in the indemnification asset. During the three months ended March 31, 2019, an income tax benefit of $4,309 was recorded along with an equal and offsetting amount in other losses, net. (2) The gross unrecognized tax benefits were accrued in British pounds sterling. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill Allocated Business Reporting Unit | The table below sets forth the Company’s goodwill which is tested annually for impairment on November 30 th Total Balance at January 1, 2020 $ 85,856 Changes — Balance at March 31, 2020 $ 85,856 |
Summary of Indefinite-lived Intangible Assets | The table below sets forth the Company’s intangible assets which are tested annually for impairment on November 30 th Advisory (ETFS) Advisory Agreements (Questrade AUM) Total Balance at January 1, 2020 $ 601,247 $ 2,047 $ 603,294 Decreases (1) — (1,992 ) (1,992 ) Foreign currency translation — (55 ) (55 ) Balance at March 31, 2020 $ 601,247 $ — $ 601,247 (1) Derecognized upon the sale of the Company’s Canadian ETF business (Note 24). |
Exit Activities (Tables)
Exit Activities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Operating Losses | The following table summarizes operating losses recognized by the Company’s wholly-owned subsidiaries that have either been sold or liquidated during reporting periods covered by its consolidated financial statements: Three Months Ended March 31, March 31, WTAMC $ 428 $ 777 WisdomTree Japan Inc. (“WTJ”) (1) — 430 Total $ 428 $ 1,207 (1) WTJ also recognized an impairment expense of $572 in connection with the termination of its office lease on March 31, 2019 |
Significant Accounting Polici_4
Significant Accounting Policies - Schedule of Estimated Useful Lives of Related Assets (Detail) | 3 Months Ended |
Mar. 31, 2020 | |
Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 15 years |
Significant Accounting Polici_5
Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Accounting Policies [Abstract] | |
Cash and cash equivalents maturity period, maximum | 90 days |
Debt, amount outstanding | $ 174,000 |
Debt, maturity date | Apr. 11, 2021 |
Cash and Cash Equivalents - Add
Cash and Cash Equivalents - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Cash equivalents | $ 3,885 | $ 317 |
Total cash and cash equivalents | 68,429 | 74,972 |
US Office [Member] | ||
Operating lease, standby letter of credit | 1,384 | 1,384 |
Two Financial Institutions [Member] | ||
Cash equivalents | 62,655 | 72,120 |
International Business Segment [Member] | ||
Minimum level of regulatory net capital | $ 10,398 | $ 12,312 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liquid investments, original maturities | 90 days | |
Perpetual growth rate for deferred consideration | 1.50% | 1.50% |
Discount rate for deferred consideration | 10.00% | 10.00% |
Minimum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Gold forward-looking price range | $ 1,597 | $ 1,535 |
Maximum [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Gold forward-looking price range | 2,275 | 2,328 |
Weighted Average [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Gold forward-looking price range | $ 1,775 | $ 1,757 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Categorization of Assets and Liabilities Measured at Fair Value (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Liabilities: | ||
Deferred consideration (Note 11) | $ 175,300 | $ 173,024 |
Fair Value, Measurements, Recurring [Member] | ||
Assets: | ||
Cash equivalents | 3,885 | 317 |
Securities owned, at fair value | 20,261 | 17,319 |
Total | 24,146 | 17,636 |
Liabilities: | ||
Deferred consideration (Note 11) | 175,300 | 173,024 |
Securities sold, but not yet purchased | 469 | 582 |
Total | 175,769 | 173,606 |
Fair Value, Measurements, Nonrecurring [Member] | ||
Assets: | ||
AdvisorEngine – Financial Interests | 8,500 | 28,172 |
Total | 8,500 | 28,172 |
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Assets: | ||
Cash equivalents | 3,885 | 317 |
Securities owned, at fair value | 20,261 | 17,319 |
Total | 24,146 | 17,636 |
Liabilities: | ||
Securities sold, but not yet purchased | 469 | 582 |
Total | 469 | 582 |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities: | ||
Deferred consideration (Note 11) | 175,300 | 173,024 |
Total | 175,300 | 173,024 |
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Nonrecurring [Member] | ||
Assets: | ||
AdvisorEngine – Financial Interests | 8,500 | 28,172 |
Total | $ 8,500 | $ 28,172 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Reconciliation of Recurring Fair Value Measurements (Detail) - Deferred Consideration Obligation [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Beginning balance | $ 173,024 | $ 161,540 |
Net realized losses | 3,760 | 3,098 |
Net unrealized losses/(gains) | 2,208 | (4,404) |
Settlements | (3,692) | (3,087) |
Ending balance | $ 175,300 | $ 157,147 |
Securities Owned_Sold but Not Y
Securities Owned/Sold but Not Yet Purchased - Schedule of Securities Owned/Sold But Not Yet Purchased (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities Owned Total | $ 20,261 | $ 17,319 |
Securities Sold, but not yet Purchased Total | 469 | 582 |
Trading Securities [Member] | ||
Security Owned and Sold, Not yet Purchased, at Fair Value [Line Items] | ||
Securities Owned Total | 20,261 | 17,319 |
Securities Sold, but not yet Purchased Total | $ 469 | $ 582 |
Securities Held-to-Maturity - S
Securities Held-to-Maturity - Schedule of Securities Held-to-Maturity (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Schedule of Held-to-maturity Securities [Line Items] | ||
Federal agency debt instruments (amortized cost) | $ 10,864 | $ 16,863 |
Federal Agency [Member] | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Federal agency debt instruments (amortized cost) | $ 10,864 | $ 16,863 |
Securities Held-to-Maturity -_2
Securities Held-to-Maturity - Schedule of Unrealized Gains, Losses and Fair Value of Securities Held-to-Maturity (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Investments, Debt and Equity Securities [Abstract] | ||
Held-to-maturity cost or amortized cost | $ 10,864 | $ 16,863 |
Held-to-maturity gross unrealized gains | 102 | 38 |
Held-to-maturity gross unrealized losses | (17) | (297) |
Held-to-maturity fair value | $ 10,949 | $ 16,604 |
Securities Held-to-Maturity -_3
Securities Held-to-Maturity - Schedule of Maturity Profile of Securities Held-to-Maturity (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Investments, Debt and Equity Securities [Abstract] | ||
Held-to-maturity due one year through five years | $ 2,000 | $ 2,000 |
Held-to-maturity due five years through ten years | 3,494 | 7,494 |
Held-to-maturity due over ten years | 5,370 | 7,369 |
Held-to-maturity cost or amortized cost | $ 10,864 | $ 16,863 |
AdvisorEngine - Financial Int_2
AdvisorEngine - Financial Interests carrying value of the Company's financial interests (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Total net carrying value | $ 8,500 | $ 36,284 |
Advisor Engine [Member] | ||
Unsecured convertible note, Amortized Cost plus Accrued Interest | 2,126 | 2,126 |
Unsecured non-convertible note, Amortized Cost, plus Accrued Interest | 31,184 | 31,184 |
Preferred stock, Amortized Cost, plus Accrued Interest | 25,000 | 25,000 |
Total amortized cost, plus accrued interest | 58,310 | 58,310 |
Total net carrying value | 8,500 | 28,172 |
Unsecured convertible note, Net Carrying Value | 2,126 | |
Unsecured non-convertible note, Net Carrying Value | $ 8,500 | $ 26,046 |
AdvisorEngine - Financial Int_3
AdvisorEngine - Financial Interests carrying value of the Company's financial interests (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Advisor Engine [Member] | ||
Variable interest entity, net of an impairment | $ 49,810 | $ 30,138 |
AdvisorEngine - Financial Int_4
AdvisorEngine - Financial Interests - Summary of Ranges and Weighted Averages of Significant Unobservable Inputs Used to Determine Enterprise Value (Details) | Mar. 31, 2020 |
Measurement Input Forecasted Revenue as a Percentage of the Pre-Defined Revenue Targets [Member] | Maximum [Member] | |
Forecasted revenue as a percentage of pre-defined revenue target to measure contingent payments | 0.71 |
Measurement Input Forecasted Revenue as a Percentage of the Pre-Defined Revenue Targets [Member] | Minimum [Member] | |
Forecasted revenue as a percentage of pre-defined revenue target to measure contingent payments | 0.34 |
Measurement Input Forecasted Revenue as a Percentage of the Pre-Defined Revenue Targets [Member] | Weighted Average [Member] | |
Forecasted revenue as a percentage of pre-defined revenue target to measure contingent payments | 0.47 |
Measurement Input Revenue Volatility [Member] | |
Revenue Volatility used to measure contingent payment | 0.25 |
AdvisorEngine - Financial Int_5
AdvisorEngine - Financial Interests - Additional Information (Detail) - Advisor Engine [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Estimated Fair Value of Consideration Payable to WisdomTree | $ 8,500 |
Maximum Amount of Contingent Payments That May be Received | 11,500 |
Variable Interest Entity Nonconsolidated Carrying Amount Assets Impairment | $ 19,672 |
Notes Receivables - Additional
Notes Receivables - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Interest income recognized | $ 0 | $ 595 |
Notes Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Interest income recognized | $ 0 | $ 595 |
Notes Receivable on Nonaccrual Status | Effective January 1, 2020, notes receivable were placed on non-accrual status. | |
Advisor Engine [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Impairment | $ 19,672 | |
Advisor Engine [Member] | Unsecured Convertible Note Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Impairment | 2,126 | |
Advisor Engine [Member] | Unsecured Non Convertible Note [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Impairment | $ 17,546 |
Notes Receivables - Summary of
Notes Receivables - Summary of Company's notes receivable (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Total | $ 8,500 | $ 28,172 |
Unsecured non-convertible note [Member] | ||
Total | 26,046 | |
Unsecured convertible note [Member] | ||
Total | $ 8,500 | $ 2,126 |
Notes Receivable - Summary of C
Notes Receivable - Summary of Company Allowance For Credit Loss (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Unsecured Convertible Note [Member] | |
Financing Receivable, Credit Loss, Expense (Reversal) | $ (2,126) |
Financing Receivable, Allowance for Credit Loss, Writeoff | 2,126 |
Unsecured Non Convertible Note [Member] | |
Financing Receivable, Credit Loss, Expense (Reversal) | (17,546) |
Financing Receivable, Allowance for Credit Loss, Writeoff | 17,546 |
Note Receivable [Member] | Unsecured Convertible Note [Member] | |
Financing Receivable, Credit Loss, Expense (Reversal) | (2,090) |
Financing Receivable, Allowance for Credit Loss, Writeoff | 2,090 |
Note Receivable [Member] | Unsecured Non Convertible Note [Member] | |
Financing Receivable, Credit Loss, Expense (Reversal) | (14,618) |
Financing Receivable, Allowance for Credit Loss, Writeoff | 14,618 |
Accrued Interest [Member] | Unsecured Convertible Note [Member] | |
Financing Receivable, Credit Loss, Expense (Reversal) | (36) |
Financing Receivable, Allowance for Credit Loss, Writeoff | 36 |
Accrued Interest [Member] | Unsecured Non Convertible Note [Member] | |
Financing Receivable, Credit Loss, Expense (Reversal) | (2,928) |
Financing Receivable, Allowance for Credit Loss, Writeoff | $ 2,928 |
Investments - Details of Invest
Investments - Details of Investments Carried at Cost (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 27, 2019 | Dec. 31, 2018 |
Investment [Line Items] | ||||
Investments | $ 11,192 | $ 11,192 | ||
Advisor Engine [Member] | Convertible Preferred Stock [Member] | ||||
Investment [Line Items] | ||||
Investments | $ 25,000 | |||
Thesys Group, Inc [Member] | ||||
Investment [Line Items] | ||||
Investments | 3,080 | 3,080 | ||
Securrency Inc [Member] | Convertible Preferred Stock [Member] | ||||
Investment [Line Items] | ||||
Investments | $ 8,112 | $ 8,112 | $ 8,112 |
Investment - Additional Informa
Investment - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 27, 2019 | Jun. 20, 2017 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Investment [Line Items] | |||||
Carrying value of investments | $ 11,192 | $ 11,192 | |||
Carrying Value of AdvisorEngine Preferred Stock | $ 0 | ||||
Advisor Engine [Member] | |||||
Investment [Line Items] | |||||
Ownership interest percentage | 46.00% | ||||
Original fully diluted ownership interest percentage | 41.00% | ||||
Carrying Value of AdvisorEngine Preferred Stock | $ 0 | ||||
Advisor Engine [Member] | Convertible Preferred Stock [Member] | |||||
Investment [Line Items] | |||||
Carrying value of investments | $ 25,000 | ||||
Advisor Engine [Member] | Convertible Preferred Stock [Member] | Series A Preferred Stock [Member] | |||||
Investment [Line Items] | |||||
Number of shares purchased | 11,811,856 | ||||
Advisor Engine [Member] | Convertible Preferred Stock [Member] | Series A- One Convertible Preferred Stock [Member] | |||||
Investment [Line Items] | |||||
Number of shares purchased | 2,646,062 | ||||
Thesys Group, Inc [Member] | |||||
Investment [Line Items] | |||||
Carrying value of investments | $ 3,080 | 3,080 | |||
Thesys Group, Inc [Member] | Convertible Preferred Stock [Member] | Series Y Preferred Stock [Member] | |||||
Investment [Line Items] | |||||
Number of shares issued | 7,797,533 | ||||
Current fully diluted ownership percentage | 19.00% | ||||
Liquidation preference | $ 0.231 | ||||
Thesys Group, Inc [Member] | Warrant [Member] | Series Y Preferred Stock [Member] | |||||
Investment [Line Items] | |||||
Warrants to purchase shares | 3,898,766 | ||||
Exercisable percentage of warrant if claim brought against Company | 100.00% | ||||
Securrency Inc [Member] | |||||
Investment [Line Items] | |||||
Ownership interest percentage | 25.00% | ||||
Original fully diluted ownership interest percentage | 20.00% | ||||
Percentage of voting approval required to redeem all of the outstanding Series A preferred | 60.00% | ||||
Securrency Inc [Member] | Convertible Preferred Stock [Member] | |||||
Investment [Line Items] | |||||
Carrying value of investments | $ 8,112 | $ 8,112 | $ 8,112 | ||
Number of shares purchased | 5,178,488 | ||||
Non-cumulative dividend | 6.00% |
Fixed Assets, net - Schedule of
Fixed Assets, net - Schedule of Fixed Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Less accumulated depreciation and amortization | $ (7,549) | $ (7,410) |
Total | 7,914 | 8,127 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 2,290 | 2,330 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 2,222 | 2,218 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 10,951 | $ 10,989 |
Deferred Consideration - Additi
Deferred Consideration - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020USD ($)oz | Dec. 31, 2019USD ($)oz | |
Business Acquisition [Line Items] | ||
Deferred consideration | $ 175,300 | $ 173,024 |
Deferred consideration, current | 14,500 | 13,953 |
Deferred consideration, non-current | $ 160,800 | $ 159,071 |
Discount rate used to value the deferred consideration | 10.00% | 10.00% |
Perpetual Growth Rate | 1.50% | 1.50% |
April 1, 2018 through March 31, 2058 [Member] | ||
Business Acquisition [Line Items] | ||
Fixed payment ounces of gold | oz | 9,500 | 9,500 |
April 1, 2058 and Thereafter [Member] | ||
Business Acquisition [Line Items] | ||
Fixed payment ounces of gold | oz | 6,333 | 6,333 |
Deferred Consideration (Detail)
Deferred Consideration (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Contractual Gold Payments | $ 3,760 | $ 3,098 | |
Contractual Gold Payments – gold ounces paid | 2,375 | 2,375 | |
(Loss)/gain on revaluation of deferred consideration – gold payments | [1] | $ (2,208) | $ 4,404 |
[1] | Gains/(losses) arise due to (decreases)/increases in the forward-looking price of gold and the magnitude of any gain or loss is highly correlated to the magnitude of the change in the forward-looking price of gold. See Note 4 for significant unobservable assumption and a reconciliation of changes in the deferred consideration balances. |
Credit Facility - Additional In
Credit Facility - Additional Information (Detail) - USD ($) | Apr. 11, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||||
Interest expense | $ 2,419,000 | $ 2,892,000 | ||
Unamortized issuance costs | 540,000 | $ 671,000 | ||
Long-term debt, fair value | $ 168,128,000 | $ 176,986,000 | ||
Acquisition of ETFS Business [Member] | Term Loan Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Proceeds from term loan | $ 200,000,000 | |||
Debt instrument, interest rate | Interest on the Term Loan accrues at an annual rate equal to LIBOR, plus up to 2.00% (commencing at LIBOR, plus 1.75%) | |||
Debt instrument, variable rate basis | LIBOR | |||
Acquisition of ETFS Business [Member] | Term Loan Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 1.75% | |||
Acquisition of ETFS Business [Member] | Term Loan Facility [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 2.00% | |||
Acquisition of ETFS Business [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | Revolver accrues at an annual rate equal to LIBOR, plus up to 1.50% (commencing at LIBOR, plus 1.25%) | |||
Debt instrument, variable rate basis | LIBOR | |||
Debt instrument, interest rate | 0.50% | |||
Revolving credit facility maximum borrowing capacity | $ 50,000,000 | |||
Acquisition of ETFS Business [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 1.25% | |||
Acquisition of ETFS Business [Member] | Revolving Credit Facility [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 1.50% |
Credit Facility - Summary of Ou
Credit Facility - Summary of Outstanding Borrowings under Credit Facility (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Amounts outstanding | $ 174,000 | |
Term Loan Facility [Member] | ||
Debt Instrument [Line Items] | ||
Amount borrowed | 179,000 | $ 200,000 |
Amount repaid | (5,000) | (21,000) |
Amounts outstanding | 174,000 | 179,000 |
Unamortized issuance costs | (2,452) | (3,044) |
Carrying amount | $ 171,548 | $ 175,956 |
Effective interest rate | 5.00% | 5.32% |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Amount borrowed | $ 0 | |
Amount repaid | 0 | |
Amounts outstanding | 0 | |
Unamortized issuance costs | 540 | $ 671 |
Carrying amount | $ 540 | $ 671 |
Credit Facility - Summary of Fi
Credit Facility - Summary of Financial Covenant and Leverage Ratio (Detail) | 3 Months Ended |
Mar. 31, 2020 | |
March 31, 2020 [Member] | |
Credit Facility [Line Items] | |
Total Leverage Ratio | 2.25 |
June 30, 2020 [Member] | |
Credit Facility [Line Items] | |
Total Leverage Ratio | 2.25 |
September 30, 2020 [Member] | |
Credit Facility [Line Items] | |
Total Leverage Ratio | 2 |
Preferred Shares - Additional I
Preferred Shares - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 11, 2018 | Mar. 31, 2020 |
Class of Stock [Line Items] | ||
Fair value of preferred stock consideration | $ 132,750 | |
Acquisition price per share | $ 9 | |
Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Other redemption rights unrelated to stockholder approval | Temporary equity classification is required for redeemable instruments for which redemption triggers are outside of the issuer’s control. ETFS Capital has the right to redeem all the Preferred Shares specified to be converted during the period of time specified in the Certificate of Designations in the event that: (a) the number of shares of the Company’s common stock authorized by its certificate of incorporation is insufficient to permit the Company to convert all of the Preferred Shares requested by ETFS Capital to be converted; or (b) ETFS Capital does not, upon completion of a change of control of the Company, receive the same amount per Preferred Share as it would have received had each outstanding Preferred Share been converted into common stock immediately prior to the change of control. However, the Company will not be obligated to make any such redemption payments to the extent such payments would be a breach of any covenant or obligation the Company owes to any of its secured creditors or is otherwise prohibited by applicable law. | |
Acquisition of ETFS Business [Member] | Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Shares issued in business acquisition | 14,750 | |
Acquisition of ETFS Business [Member] | Common Stock [Member] | ||
Class of Stock [Line Items] | ||
Common stock equivalents | 14,750,000 |
Preferred Shares - Summary of P
Preferred Shares - Summary of Preferred Share Balance (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Preferred Units [Line Items] | ||
Preferred Shares – carrying value | $ 132,569 | $ 132,569 |
Series A Preferred Stock [Member] | ||
Preferred Units [Line Items] | ||
Issuance of Preferred Shares | 132,750 | 132,750 |
Less: Issuance costs | (181) | (181) |
Preferred Shares – carrying value | $ 132,569 | $ 132,569 |
Leases - Summary of additional
Leases - Summary of additional information regarding Company's Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Lease cost: | |||
Operating lease cost | $ 798 | $ 798 | |
Short-term lease cost | 342 | 389 | |
Total lease cost | 1,140 | 1,187 | |
Other information: | |||
Cash paid for amounts included in the measurement of operating liabilities (operating leases) | $ 926 | $ 881 | |
Weighted-average remaining lease term (in years) – operating leases | 9 years 2 months 12 days | 10 years | |
Weighted-average discount rate – operating leases | 6.30% | 6.30% |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 21, 2024 | Mar. 31, 2020 |
Operating lease notice to landlord before cancellation | 12 months | |
Scenario, Forecast [Member] | ||
Operating lease cancellation cost | $ 4,236 |
Leases - Summary of future mini
Leases - Summary of future minimum lease payments (Detail) $ in Thousands | Mar. 31, 2020USD ($) |
Lessee Disclosure [Abstract] | |
2020 | $ 2,740 |
2021 | 2,958 |
2022 | 2,958 |
2023 | 2,958 |
2024 | 3,037 |
2025 and thereafter | 14,604 |
Total future minimum lease payments (undiscounted) | $ 29,255 |
Leases - Summary of Reconciles
Leases - Summary of Reconciles future minimum lease payments (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Amounts recognized in the Company's Consolidated Balance Sheet | ||
Lease liability – short term | $ 3,470 | $ 3,682 |
Lease liability – long term | 18,661 | $ 19,057 |
Subtotal | 22,131 | |
Difference between undiscounted and discounted cash flows | 7,124 | |
Total future minimum lease payments (undiscounted) | $ 29,255 |
Variable Interest Entities - Su
Variable Interest Entities - Summary of Information about Variable Interests (Detail) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Carrying Amount - Assets | ||
Total net carrying value | $ 8,500,000 | $ 36,284,000 |
Maximum exposure to loss | 16,612,000 | 36,284,000 |
Advisor Engine [Member] | ||
Carrying Amount - Assets | ||
Unsecured convertible notes receivable | 2,126,000 | |
Unsecured non-convertible note receivable | 8,500,000 | 26,046,000 |
Preferred stock | 0 | 0 |
Total net carrying value | 8,500,000 | 28,172,000 |
Securrency Inc [Member] | ||
Carrying Amount - Assets | ||
Preferred stock | $ 8,112,000 | $ 8,112,000 |
Revenues from Contracts with _3
Revenues from Contracts with Customers - Additional Information (Detail) - Advisory Fees [Member] | Mar. 31, 2020USD ($) |
Revenue from Contracts with Customers [Line Items] | |
Contract assets | $ 0 |
Contract liabilities | 0 |
Costs incurred to obtain or fulfill contracts with customers | $ 0 |
Revenues from Contracts with _4
Revenues from Contracts with Customers - Summary of Revenues from Contracts with Customers (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues Categorized as Revenues from Contracts with Customers and Other Sources of Revenues [Line Items] | ||
Total operating revenues | $ 63,874 | $ 65,485 |
Advisory Fees [Member] | ||
Revenues Categorized as Revenues from Contracts with Customers and Other Sources of Revenues [Line Items] | ||
Total operating revenues | 62,950 | 64,840 |
Other Income [Member] | ||
Revenues Categorized as Revenues from Contracts with Customers and Other Sources of Revenues [Line Items] | ||
Total operating revenues | $ 924 | $ 645 |
Revenues from Contracts with _5
Revenues from Contracts with Customers - Summary of Geographic Distribution of Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues | $ 63,874 | $ 65,485 |
UNITED STATES | ||
Revenues | 39,870 | 42,623 |
JERSEY | ||
Revenues | 22,525 | 21,161 |
IRELAND | ||
Revenues | 1,114 | 1,155 |
CANADA | ||
Revenues | $ 365 | $ 546 |
Related Party Transactions - Su
Related Party Transactions - Summary of Accounts Receivable from Related Parties (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | ||
Accounts receivable from related parties | $ 20,169 | $ 25,667 |
WisdomTree Trust [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts receivable from related parties | 11,220 | 14,765 |
Manjer Issuers [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts receivable from related parties | 7,612 | 9,036 |
WisdomTree Multi Asset Issuer PLC And WisdomTree Issuer PLC [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts receivable from related parties | 1,283 | 1,559 |
WisdomTree Asset Management Canada, Inc [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts receivable from related parties | 227 | |
WisdomTree Commodity Services LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts receivable from related parties | $ 54 | $ 80 |
Related Party Transactions - _2
Related Party Transactions - Summary of Revenues from Advisory Services Provided to Related Parties (Detail) - Advisory Services [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Related Party Transaction [Line Items] | ||
Revenues from advisory services | $ 62,950 | $ 64,840 |
WisdomTree Trust [Member] | ||
Related Party Transaction [Line Items] | ||
Revenues from advisory services | 39,601 | 42,223 |
Manjer Issuers [Member] | ||
Related Party Transaction [Line Items] | ||
Revenues from advisory services | 20,258 | 19,273 |
WisdomTree Multi Asset Issuer PLC And WisdomTree Issuer PLC [Member] | ||
Related Party Transaction [Line Items] | ||
Revenues from advisory services | 2,528 | 2,504 |
WisdomTree Asset Management Canada, Inc [Member] | ||
Related Party Transaction [Line Items] | ||
Revenues from advisory services | 365 | 546 |
WisdomTree Commodity Services LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Revenues from advisory services | $ 198 | $ 294 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Gains and losses related to certain WisdomTree ETFs | $ (290) | $ 353 | |
WisdomTree ETF [Member] | |||
Related Party Transaction [Line Items] | |||
Securities owned, at fair value | $ 19,636 | $ 16,886 |
Stock-Based Awards - Additional
Stock-Based Awards - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jun. 20, 2016 | Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Payment Award | |||
Stock option issuance period | 10 years | ||
Option vested period | 1 year | ||
Shares of common stock authorized to issue under equity award plan | 10,000,000 | ||
Stock-based compensation expense | $ 3,239 | $ 3,072 | |
Below 25th Percentile [Member] | |||
Share-based Payment Award | |||
Shares granted and outstanding, Vesting percentage | 0.00% | ||
At 25th Percentile [Member] | |||
Share-based Payment Award | |||
Shares granted and outstanding, Vesting percentage | 50.00% | ||
At 50th Percentile [Member] | |||
Share-based Payment Award | |||
Shares granted and outstanding, Vesting percentage | 100.00% | ||
At 100th Percentile [Member] | |||
Share-based Payment Award | |||
Shares granted and outstanding, Vesting percentage | 200.00% | ||
Performance Based Restricted Stock Unit [Member] | Maximum [Member] | |||
Share-based Payment Award | |||
Shares granted and outstanding, Vesting percentage | 200.00% | ||
Performance Based Restricted Stock Unit [Member] | Minimum [Member] | |||
Share-based Payment Award | |||
Shares granted and outstanding, Vesting percentage | 0.00% |
Stock-Based Awards - Summary of
Stock-Based Awards - Summary of Unrecognized Stock-Based Compensation Expense and Average Remaining Vesting Period (Detail) - Employees and Directors [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Average Remaining Vesting Period | 1 year 10 months 28 days |
Unrecognized Stock-Based Compensation | $ 17,760 |
Stock-Based Awards - Stock-Bas
Stock-Based Awards - Stock-Based Awards - Summary of Stock Options, Restricted Stock and Restricted Stock Unit Activity (Detail) | 3 Months Ended |
Mar. 31, 2020shares | |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options, beginning balance | 485,536 |
Options, Exercised/vested | (107,000) |
Options, Forfeitures | (63,536) |
Options, ending balance | 315,000 |
Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unvested Beginning Balance, Shares | 3,244,558 |
Granted, Shares | 1,436,089 |
Vested, Shares | (936,186) |
Forfeited, Shares | (23,483) |
Unvested Ending Balance, Shares | 3,720,978 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unvested Beginning Balance, Shares | 39,278 |
Granted, Shares | 32,901 |
Vested, Shares | (27,130) |
Forfeited, Shares | (1,993) |
Unvested Ending Balance, Shares | 43,056 |
Performance Based Restricted Stock Unites (PRSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unvested Beginning Balance, Shares | 232,610 |
Granted, Shares | 117,013 |
Unvested Ending Balance, Shares | 349,623 |
Stock-Based Awards - Summary _2
Stock-Based Awards - Summary of Stock Options, Restricted Stock and Restricted Stock Unit Activity (Parenthetical) (Detail) - Performance Based Restricted Stock Unit [Member] | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Historical volatility | 26.00% |
Shares granted and outstanding, Risk free interest rate | 1.47% |
Shares granted and outstanding, Expected dividend rate | 0.00% |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares granted and outstanding, Vesting percentage | 0.00% |
Historical volatility | 21.00% |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares granted and outstanding, Vesting percentage | 200.00% |
Historical volatility | 36.00% |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Earnings Per Share [Abstract] | |||
Net (loss)/income | $ (8,638) | $ 8,824 | |
Less: Income distributed to participating securities | (555) | (544) | |
Less: Undistributed income allocable to participating securities | (391) | ||
Net (loss)/income available to common stockholders – Basic EPS | $ (9,193) | $ 7,889 | |
Weighted average common shares (in thousands) | 152,519 | 151,625 | |
Basic (loss)/earnings per share | $ (0.06) | $ 0.05 | |
Net (loss)/income available to common stockholders | $ (9,193) | $ 7,889 | |
Add back: Undistributed income allocable to participating securities | 391 | ||
Less: Reallocation of undistributed income allocable to participating securities considered potentially dilutive | (390) | ||
Net (loss)/income available to common stockholders – Diluted EPS | $ (9,193) | $ 7,890 | |
Weighted average common shares | 152,519 | 151,625 | |
Dilutive effect of common stock equivalents, excluding participating securities | 196 | ||
Weighted average diluted shares | 152,519 | [1] | 151,821 |
Diluted earnings per share | $ (0.06) | $ 0.05 | |
[1] | Excludes participating securities as the Company reported a net loss for the period. |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Anti-dilutive common stock equivalents excluded from calculation of diluted earnings per share | 16,178 | 90,530 |
Earnings Per Shares - Schedule
Earnings Per Shares - Schedule of Weighted Average Number of Shares (Detail) - shares shares in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Earnings Per Share [Abstract] | |||
Weighted average diluted shares as disclosed on the consolidated statements of operations | 152,519 | [1] | 166,811 |
Weighted average shares of common stock issuable upon conversion of the Preferred Shares (Note 13) | 0 | (14,750) | |
Potentially dilutive restricted stock awards | 0 | (240) | |
Weighted average diluted shares | 152,519 | [1] | 151,821 |
[1] | Excludes participating securities as the Company reported a net loss for the period. |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 27, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Schedule Of Income Tax [Line Items] | |||||
Tax effected net operating losses that expire | $ 514 | ||||
NOL expiration date | 2024 | ||||
Tax effected NOLs - International | $ 5,233 | $ 9,336 | |||
Federal statutory rate | 21.00% | 21.00% | |||
Accrued for unrecognized tax benefits and interest/penalties related to a tax position claimed or expected to be claimed on a tax return | $ 24,429 | 32,101 | |||
Tax effected capital loss | $ 17,002 | $ 8,226 | |||
Estimated effective rate | 21.50% | (13.50%) | |||
Income tax benefit | $ (2,371) | $ (1,049) | |||
Reduction in unrecognized tax benefits | 5,981 | [1] | 4,309 | ||
Recognized gain loss on sale of business | 2,877 | $ 0 | |||
Decrease in unrecognized tax benefits in the next 12 months | (4,525) | ||||
Decrease in accrued interest and penalties over the next 12 months | 1,317 | ||||
Coronavirus Aid, Relief, and Economic Security Act of 2020 (the "CARES Act") [Member] | |||||
Schedule Of Income Tax [Line Items] | |||||
Taxable income exemption percentage | 80.00% | ||||
Net operating losses carryforwards term | 5 years | ||||
Adjusted interest expense deduction limit percent | 50.00% | ||||
Original interest expense deduction limit percentage | 30.00% | ||||
Other Noncurrent Liabilities [Member] | |||||
Schedule Of Income Tax [Line Items] | |||||
Accrued for unrecognized tax benefits and interest/penalties related to a tax position claimed or expected to be claimed on a tax return | $ 24,429 | ||||
[1] | Recorded as an income tax benefit along with an equal and offsetting amount recorded in other losses, net, to recognize a reduction in the indemnification asset. During the three months ended March 31, 2019 a $4,309 income tax benefit was recorded along with an equal and offsetting amount in other losses, net. |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
NOLs – International | $ 5,233 | $ 9,336 |
Capital losses | 17,002 | 8,226 |
Operating lease liabilities | 5,295 | 5,529 |
Goodwill and intangible assets | 1,622 | 1,671 |
Stock-based compensation | 1,115 | 1,754 |
NOLs—U.S. | 514 | 642 |
Accrued expenses | 373 | 4,054 |
Outside basis difference | 123 | 123 |
Other | 159 | 218 |
Deferred tax assets | 31,436 | 31,553 |
Deferred tax liabilities: | ||
Right of use assets—operating leases | 4,189 | 4,400 |
Fixed assets and prepaid assets | 1,309 | 1,326 |
Unrealized gains | 717 | 744 |
Deferred tax liabilities | 6,215 | 6,470 |
Total deferred tax assets less deferred tax liabilities | 25,221 | 25,083 |
Less: valuation allowance | (22,358) | (17,685) |
Deferred tax assets, net | $ 2,863 | $ 7,398 |
Income Taxes - Schedule of Chan
Income Taxes - Schedule of Changes in Balance of Gross Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | |||
Income Tax Contingency [Line Items] | ||||
Beginning balance | $ 32,101 | |||
Decrease—Lapse of statute of limitations | (5,981) | [1] | $ (4,309) | |
Increases | 76 | |||
Foreign currency translation | [2] | (1,767) | ||
Ending balance | 24,429 | |||
Unrecognized Tax Benefits [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Beginning balance | 25,998 | |||
Decrease—Lapse of statute of limitations | [1] | (4,620) | ||
Increases | 0 | |||
Foreign currency translation | [2] | (1,432) | ||
Ending balance | 19,946 | |||
Interest And Penalties [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Beginning balance | 6,103 | |||
Decrease—Lapse of statute of limitations | [1] | (1,361) | ||
Increases | 76 | |||
Foreign currency translation | [2] | (335) | ||
Ending balance | $ 4,483 | |||
[1] | Recorded as an income tax benefit along with an equal and offsetting amount recorded in other losses, net, to recognize a reduction in the indemnification asset. During the three months ended March 31, 2019 a $4,309 income tax benefit was recorded along with an equal and offsetting amount in other losses, net. | |||
[2] | The gross unrecognized tax benefits were accrued in British pounds sterling. |
Income Taxes - Schedule of Ch_2
Income Taxes - Schedule of Changes in Balance of Gross Unrecognized Tax Benefits (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Income Tax Disclosure [Abstract] | |||
Reduction in unrecognized tax benefits | $ 5,981 | [1] | $ 4,309 |
[1] | Recorded as an income tax benefit along with an equal and offsetting amount recorded in other losses, net, to recognize a reduction in the indemnification asset. During the three months ended March 31, 2019 a $4,309 income tax benefit was recorded along with an equal and offsetting amount in other losses, net. |
Shares Repurchased - Additional
Shares Repurchased - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Apr. 24, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Class of Stock [Line Items] | |||
Repurchased common stock, value | $ 1,495 | $ 2,005 | |
Total Leverage Ratio | 1.75 to 1.00 | ||
Three-Year Share Repurchase Program [Member] | |||
Class of Stock [Line Items] | |||
Repurchased common stock, shares | 385,399 | 311,213 | |
Repurchased common stock, value | $ 1,495 | $ 2,005 | |
Dollar amount remaining available for future share repurchases | $ 81,894 | ||
Share repurchase program, extended term date | Apr. 27, 2022 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary of Goodwill by Reporting Unit (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 85,856 |
Ending balance | 85,856 |
Reportable Subsegments [Member] | |
Goodwill [Line Items] | |
Beginning balance | 85,856 |
Changes | |
Ending balance | $ 85,856 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2019 | Apr. 11, 2018 | |
Indefinite-lived Intangible Assets [Line Items] | |||
Goodwill | $ 85,856 | $ 85,856 | |
Intangible asset related to its customary advisory agreement | 601,247 | 603,294 | |
Acquisition of ETFS Business [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Goodwill | $ 84,057 | ||
Intangible asset related to its customary advisory agreement | $ 601,247 | $ 601,247 | |
Weighted average cost of capital percentage | 11.60% | ||
Acquisition of ETFS Business [Member] | Minimum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Revenue growth multiple | 3.00% | ||
Acquisition of ETFS Business [Member] | Maximum [Member] | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Revenue growth multiple | 4.00% |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Summary of Indefinite-lived Intangible Assets (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($) | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Beginning balance | $ 603,294 | |
Decreases | (1,992) | [1] |
Foreign currency translation | (55) | |
Ending balance | 601,247 | |
Acquisition Of Etfs Business [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Beginning balance | 601,247 | |
Ending balance | 601,247 | |
Questrade ETFs [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Beginning balance | 2,047 | |
Decreases | (1,992) | [1] |
Foreign currency translation | (55) | |
Ending balance | ||
[1] | Derecognized upon the sale of the Company’s Canadian ETF business (Note 24). |
Exit Activities - Schedule of O
Exit Activities - Schedule of Operating Losses (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Operating losses | $ 428 | $ 1,207 | |
WTAMC [Member] | |||
Operating losses | $ 428 | 777 | |
WisdomTree Japan Inc. ("WTJ") [Member] | |||
Operating losses | [1] | $ 430 | |
[1] | WTJ also recognized an impairment expense of $572 in connection with the termination of its office lease on March 31, 2019 |
Exit Activities - Schedule of_2
Exit Activities - Schedule of Operating Losses (Parenthetical) (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
WisdomTree Japan Inc. ("WTJ") [Member] | |
Lease Impairment Charges | $ 572 |
Exit Activities - Additional In
Exit Activities - Additional Information (Detail) $ in Thousands, $ in Thousands | Feb. 19, 2020USD ($) | Feb. 19, 2020CAD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Proceeds from divestiture of businesses | $ 2,774 | $ 0 | ||
Recognized gain loss on sale of business | $ 2,877 | $ 0 | ||
WisdomTree Asset Management Canada, Inc [Member] | ||||
Proceeds from divestiture of businesses | $ 2,774 | $ 3,720 | ||
Term of contingent payments | 3 years | 3 years | ||
WisdomTree Asset Management Canada, Inc [Member] | Minimum [Member] | ||||
Additional consideration payable | $ 2,000 | |||
WisdomTree Asset Management Canada, Inc [Member] | Maximum [Member] | ||||
Additional consideration payable | $ 8,000 |