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Notes Payable, Warrants and Subordinated Borrowings
12 Months Ended
Dec. 31, 2015
Notes Payable [Abstract]  
Notes Payable, Warrants and Subordinated Borrowings
Notes Payable, Warrants and Subordinated Borrowings
On August 21, 2008, the Company entered into a purchase agreement (the "Purchase Agreement") with Mizuho Corporate Bank, Ltd. (currently known as Mizuho Bank, Ltd.) ("Mizuho") pursuant to which Mizuho purchased from the Company $120,000 principal amount of Senior Notes, due 2020 with a 5.20% coupon, and warrants to purchase 5,455 shares of the Company's Class A common stock, par value $0.01 per share ("Class A Shares") at $22.00 per share (the "Warrant") expiring in 2020. The exercise price for the Warrants was payable, at the option of the holder of the Warrants, either in cash or by tender of Senior Notes at the Accreted Amount, at any point in time. Based on their relative fair value at issuance, plus accretion, the Senior Notes and Warrants were reflected in Notes Payable and Additional Paid-In-Capital on the Consolidated Statements of Financial Condition. The Senior Notes had an effective yield of 7.94%.
Mizuho exercised in full the outstanding Warrants in November 2015 and paid the exercise price by surrender of the entire issue of the Senior Notes and payment of $11,020 in cash. The Company conducted a public offering for the resale of the 5,455 shares of Class A common stock issuable upon exercise of the Warrants on behalf of Mizuho, in which 3,100 shares were offered to the public. The Company purchased from the underwriters the remaining 2,355 Class A Shares that were subject to the offering (the "Share Repurchase"), at a price per share equal to the price paid by the underwriters to the selling stockholder in the offering.
On November 2, 2015 the Company entered into a senior credit facility with the New York branch of Mizuho pursuant to which it borrowed, concurrently with the closing of the offering, $120,000 in a new term loan. The principal amount of the New Loan is subject to annual amortization of principal beginning in the second year, with the final payment of all amounts outstanding, plus accrued interest, being due five years after the closing date. The New Loan bears interest at LIBOR or a base rate (at the Company’s election) plus an applicable margin (determined according to a leverage-based pricing grid), and is guaranteed by certain of the Company’s material domestic subsidiaries. The New Loan contains customary covenants, including financial covenants requiring compliance with a maximum leverage ratio, a minimum tangible net worth and a minimum ratio of liquid assets to debt, and customary events of default. As of December 31, 2015, the Company was in compliance with all of these covenants. The Company used the proceeds of the New Loan, together with the cash portion of the exercise price of the Warrants, to fund the Share Repurchase.
Mizuho, Mizuho Securities Co. Ltd., and the Company also revised the alliance between their advisory businesses to include geographies globally and extended for an additional three year term, with automatic one-year renewals thereafter.
As of December 31, 2015, the Company had $22,550 in subordinated borrowings, principally with an executive officer of the Company, due on October 31, 2019. These borrowings have a coupon of 5.5%, payable semi-annually.
As of December 31, 2015, the future payments required on the Notes Payable and Subordinated Borrowings, including principal and interest were as follows:
2016
$
4,345

2017
16,341

2018
28,301

2019
62,179

2020
49,660

Thereafter

Total
$
160,826