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Investments
6 Months Ended
May 31, 2022
Equity Method Investments and Joint Ventures [Abstract]  
Investments Investments
At May 31, 2022, we had investments in JFIN Parent LLC (“Jefferies Finance”) and Berkadia. We hold an equity interest in JFIN Parent LLC and Jefferies Finance LLC is a direct subsidiary of JFIN Parent LLC. Our investments in Jefferies Finance and Berkadia have been accounted for under the equity method and have been included in Loans to and investments in related parties in our Consolidated Statements of Financial Condition with our share of the investees’ earnings recognized in Other revenues in our Consolidated Statements of Earnings. We have limited partnership interests of 11% and 50% in Jefferies Capital Partners V L.P. and the Jefferies SBI USA Fund L.P. (together, “JCP Fund V”), respectively, which are private equity funds managed by a team led by one of our directors and our Chairman of the Executive Committee.
In addition, at December 1, 2021, in connection with the transfer of certain securities and partnership interests from Jefferies to us, we have investments in Monashee Holdings LLC (“Monashee”); Oak Hill Capital Management LLC, OHCP GenPar Holdco, LP, Oak Hill Capital Management Partners III, LP and Oak Hill Capital Partners IV (Management), LP (collectively the “Oak Hill entities”) and ApiJect Systems, Corp. (“ApiJect”).
Jefferies Finance
Jefferies Finance, our 50/50 joint venture entity pursuant to an agreement with Massachusetts Mutual Life Insurance Company (“MassMutual”), is a commercial finance company that structures, underwrites and syndicates primarily senior secured loans to corporate borrowers; and manages proprietary and third-party investments for both broadly syndicated and direct lending loans. Jefferies Finance conducts its operations primarily through two business lines, Leveraged Finance Arrangement and Portfolio and Asset Management. Loans are originated primarily through our investment banking efforts and Jefferies Finance typically syndicates to third-party investors substantially all of its arranged volume through us. The Portfolio and Asset Management business lines, collectively referred to as Jefferies Credit Partners, manages a broad portfolio of assets under management comprised of portions of loans it has arranged, as well as loan positions that it has purchased in the primary and secondary markets. Jefferies Credit Partners is comprised of three registered Investment Advisors: Jefferies Finance, Apex Credit Partners LLC and JFIN Asset Management LLC, which serve as a private credit platform managing proprietary and third-party capital across commingled funds, separately managed accounts and CLOs.
At May 31, 2022, we and MassMutual each had equity commitments to Jefferies Finance of $750.0 million, for a combined total commitment of $1.50 billion. The equity commitment is reduced quarterly based on our share of any undistributed earnings from Jefferies Finance and the commitment is increased only to the extent the share of such earnings are distributed. At May 31, 2022, our remaining commitment to Jefferies Finance was $15.4 million. The investment commitment is scheduled to expire on March 1, 2023 with automatic one year extensions absent a 60 days termination notice by either party.
Jefferies Finance has executed a Secured Revolving Credit Facility with us and MassMutual, to be funded equally, to support loan underwritings by Jefferies Finance, which bears interest based on the interest rates of the related Jefferies Finance underwritten loans and is secured by the underlying loans funded by the proceeds of the facility. The total Secured Revolving Credit Facility is a committed amount of $500.0 million at May 31, 2022. Advances are shared equally between us and MassMutual. The facility is scheduled to mature on March 1, 2023 with automatic one year extensions absent a 60 days termination notice by either party. At May 31, 2022, we had funded $0.0 million of our $250.0 million commitment. The following summarizes the activity included in our Consolidated Statements of Earnings related to the facility (in millions):
Three Months Ended 
May 31,
Six Months Ended 
May 31,
2022202120222021
Interest income$0.3 $1.1 $0.4 $1.4 
Unfunded commitment fees0.3 0.2 0.6 0.5 
The following is a summary of selected financial information for Jefferies Finance (in millions):
May 31, 2022November 30, 2021
Our total equity balance$730.0 $707.4 
Three Months Ended 
May 31,
Six Months Ended 
May 31,
2022202120222021
Net earnings (loss)$(9.1)$83.3 $48.4 $144.6 
The following summarizes activity related to our other transactions with Jefferies Finance (in millions):
Three Months Ended 
May 31,
Six Months Ended 
May 31,
2022202120222021
Origination and syndication fee revenues (1)$41.9 $145.4 $156.8 $215.7 
Origination fee expenses (1)11.4 20.5 27.3 32.8 
CLO placement fee revenues (2)1.2 1.3 1.9 3.7 
Underwriting fees (3)— — — 0.5 
Service fees (4)15.8 14.0 65.8 45.5 
(1)We engage in the origination and syndication of loans underwritten by Jefferies Finance. In connection with such services, we earned fees, which are recognized in Investment banking revenues in our Consolidated Statements of Earnings. In addition, we paid fees to Jefferies Finance in respect of certain loans originated by Jefferies Finance, which are recognized as Business development expenses in our Consolidated Statements of Earnings.
(2)We act as a placement agent for CLOs managed by Jefferies Finance, for which we recognized fees, which are included in Investment banking revenues in our Consolidated Statements of Earnings. At May 31, 2022 and November 30, 2021, we held securities issued by CLOs managed by Jefferies Finance, which are included in Financial instruments owned, at fair value.
(3)We acted as underwriter in connection with term loans issued by Jefferies Finance.
(4)Under a service agreement, we charge Jefferies Finance for services provided.

In connection with non-U.S. dollar loans originated by Jefferies Finance to borrowers who are investment banking clients of ours, we have entered into an agreement to indemnify Jefferies Finance with respect to any foreign currency exposure.
Receivables from Jefferies Finance, included in Other assets in our Consolidated Statements of Financial Condition, were $3.0 million and $26.2 million at May 31, 2022 and November 30, 2021, respectively. At May 31, 2022 and November 30, 2021, payables to Jefferies Finance, related to cash deposited with us and included in Payables to customers in our Consolidated Statements of Financial Condition, were $0.8 million and $8.5 million, respectively.
Berkadia
Berkadia is a commercial mortgage banking and servicing joint venture that was formed in 2009 by Jefferies and Berkshire Hathaway Inc. On October 1, 2018, Jefferies transferred its 50% voting equity interest in Berkadia and related arrangements to us. As a result, we are entitled to receive 45% of the profits of Berkadia. Berkadia originates commercial/multifamily real estate loans that are sold to U.S. government agencies or other investors. Berkadia also is an investment sales advisor focused on the multifamily industry. Berkadia is a servicer of commercial real estate loans in the U.S., performing primary, master and special servicing functions for U.S. government agency programs, commercial mortgage-backed securities transactions, banks, insurance companies and other financial institutions.
The following is a summary of selected financial information for Berkadia (in millions):
May 31, 2022November 30, 2021
Our total equity balance$427.9 $373.4 
Three Months Ended 
May 31,
Six Months Ended 
May 31,
2022202120222021
Net earnings$85.8 $68.1 $172.2 $134.8 
We received distributions from Berkadia on our equity interest as follows (in millions):
Three Months Ended 
May 31,
Six Months Ended 
May 31,
2022202120222021
Distributions$22.0 $0.2 $22.2 $0.5 
At May 31, 2022 and November 30, 2021, we had commitments to purchase $361.0 million and $425.6 million, respectively, of agency CMBS from Berkadia.
JCP Fund V
The amount of our investments in JCP Fund V included in Financial instruments owned, at fair value in our Consolidated Statements of Financial Condition was $26.9 million and $25.4 million at May 31, 2022 and November 30, 2021, respectively. We account for these investments at fair value based on the NAV of the funds provided by the fund managers (see Note 2, Summary of Significant Accounting Policies, in our consolidated financial statements included in Part II, Item 8 of our Annual Report on Form 10-K for the year ended November 30, 2021). The following summarizes the results from these investments which are included in Principal transactions revenues in our Consolidated Statements of Earnings (in millions):
Three Months Ended 
May 31,
Six Months Ended 
May 31,
2022202120222021
Net gains from our investments in JCP Fund V$2.3 $5.0 $3.2 $4.5 
At both May 31, 2022 and November 30, 2021, we were committed to invest equity of up to $85.0 million in JCP Fund V. At both May 31, 2022 and November 30, 2021, our unfunded commitment relating to JCP Fund V was $8.7 million.
The following is a summary of the Net change in net assets resulting from operations for 100.0% of JCP Fund V, in which we owned effectively 35.2% at May 31, 2022 of the combined equity interests (in thousands):
Three Months Ended
March 31, 2022December 31, 2021March 31, 2021December 31, 2020
Net increase (decrease) in net assets resulting from operations (1)$7,534 $(3,159)$14,315 $(1,024)
(1)Financial information for JCP Fund V within our results of operations for the three and six months ended May 31, 2022 and 2021 is included based on the presented periods.
Asset Management Investments
We have investments in various asset management entities with an aggregate carrying amount of $186.3 million at May 31, 2022. These equity method investments consist of our shares in Monashee, an investment management company, registered investment advisor and general partner of various investment management funds and provide us with a 50% voting rights interest and the rights to distributions of 47.5% of the annual net profits of Monashee’s operations if certain thresholds are met. These investments also consist of membership interests and limited partnership interests of approximately 15% in the Oak Hill investment management company and registered investment adviser and the Oak Hill general partner entity, which is entitled to carried interest from certain Oak Hill managed funds. A portion of the carrying amount of these investments relates to contract and customer relationship and client relationship intangible assets and goodwill. The intangible assets are amortized over their useful life and the goodwill is not amortized. Our proportionate share of the allocated net profits of the investments are reported within Other revenues in the Consolidated Statement of Earnings.
ApiJect
At May 31, 2022, we owned shares which represent a 38% economic interest in ApiJect. Our investment in ApiJect is accounted for at fair value by electing the fair value option available under U.S. GAAP and is included within corporate equity securities in Financial instruments owned, at fair value, in our Consolidated Statement of Financial Condition. During the three months ended May 31, 2022, in connection with ApiJect’s issuance of additional equity to third party investors, we purchased additional common shares of ApiJect and obtained a right to 1.125% of ApiJect’s future revenues for cash consideration of $25.0 million. In addition, we converted our $25.0 million term loan agreement into additional common shares. At May 31, 2022, the total fair value of our equity investment in common shares of ApiJect is $100.1 million, which is calibrated based on this last funding round during the three months ended May 31, 2022 and included within Level 3 of the fair value hierarchy. Additionally, we received warrants to purchase up to 950,000 shares of common stock at any time or from time to time on or before April 15, 2032. For both the three and six months ended May 31, 2022, the change in fair value of our equity investments in ApiJect was a mark-to-market gain of $37.3 million.
We also have a term loan agreement with a principal of ApiJect for $25.0 million maturing on July 30, 2022. The loan is accounted for at cost plus accrued interest and is reported within Other assets in our Consolidated Statement of Financial Condition. Interest income of $0.6 million and $1.1 million was recognized related to the loan for the three and six months ended May 31, 2022, respectively, and is recognized in Interest revenues in our Consolidated Statement of Earnings. The loan has a fair value of $27.7 million at May 31, 2022, which would be classified as Level 3 in the fair value hierarchy.