XML 113 R27.htm IDEA: XBRL DOCUMENT v2.4.0.6
Related Party Transactions
12 Months Ended
Dec. 31, 2012
Related Party Transactions [Abstract]  
Related Party Transactions Disclosure [Text Block]
Related Party Transactions

Lovell Minnick Partners
Entities affiliated with Lovell Minnick Partners are holders of Class A common stock. Two managing directors of Lovell Minnick Partners serve as independent directors on the Company's Board of Directors.

D&P Acquisitions made distributions to entities affiliated with Lovell Minnick Partners as summarized in the following table:
 
 
 
Year Ended
 
 
 
December 31,
2012
 
December 31,
2011
 
December 31,
2010
 
Distributions for taxes
 
$
379

 
$
1,485

 
$
1,890

 
Other distributions
 
200

 
1,157

 
831

 
Payments pursuant to the Tax Receivable Agreement
 
—

 
1,370

 
1,145

 
 
 
$
579

 
$
4,012

 
$
3,866



Distributions for taxes, other distributions and payments pursuant to the Tax Receivable Agreement are further described in Note 3. During the year ended December 31, 2012, entities affiliated with Lovell Minnick Partners sold and assigned their rights, title and interest in the Tax Receivable Agreement to an unaffiliated third party.

In conjunction with the follow-on offering in the first quarter of 2012, the Company redeemed 1,522 New Class A Units of D&P Acquisitions held by entities affiliated with Lovell Minnick Partners at a price per unit of $13.38 or an aggregate amount of $20,363.

In connection with the closing of the IPO, the Company entered into an exchange agreement, dated as of October 3, 2007 (as amended, the “Exchange Agreement”), by and among the Company, D&P Acquisitions, and certain unitholders of D&P Acquisitions, through which the Company may issue shares of Class A common stock upon the exchange of the New Class A Units. Pursuant to the Exchange Agreement, in connection with any such exchange, a corresponding number of shares of our Class B common stock will be cancelled. Subject to the terms and notice requirements as set forth in an amendment to the Exchange Agreement, exchanges are scheduled to occur on March 5th, May 15th, August 15th and November 15th of each year. In March 2012, entities affiliated with Lovell Minnick Partners exchanged 2,094 New Class A Units for 2,094 shares of Class A common stock and 2,094 shares of Class B common stock were cancelled. The Company filed a registration statement in order to permit the resale of these shares from time to time, subject to certain blackouts and other restrictions.

An affiliate of Lovell Minnick Partners engaged the Company to provide certain consulting services in which the Company recorded $106 of revenue during the year ended December 31, 2012.

Vestar Capital Partners
Entities affiliated with Vestar Capital Partners are holders of Class A common stock. A managing director of Vestar Capital Partners serves as an independent director on the Company's Board of Directors.

D&P Acquisitions made distributions to entities affiliated with Vestar Capital Partners as summarized in the following table:
 
 
 
Year Ended
 
 
 
December 31,
2012
 
December 31,
2011
 
December 31,
2010
 
Distributions for taxes
 
$
1,216

 
$
2,058

 
$
2,618

 
Other distributions
 
876

 
1,608

 
1,156

 
Payments pursuant to the Tax Receivable Agreement
 
1,901

 
1,848

 
1,629

 
 
 
$
3,993

 
$
5,514

 
$
5,403



Distributions for taxes, other distributions and payments pursuant to the Tax Receivable Agreement are further described in Note 3.

In conjunction with the follow-on offering in the first quarter of 2012, the Company redeemed 2,185 New Class A Units of D&P Acquisitions held by entities affiliated with Vestar Capital Partners at a price per unit of $13.38 or an aggregate amount of $29,231. Included in this amount were payments to Noah Gottdiener, Chairman, President and Chief Executive Officer, and Harvey Krueger, an independent director, who are also members in a limited liability company managed by Vestar Capital Partners. As a result, Messrs. Gottdiener and Krueger each received $65 and $52, respectively, as a result of such redemptions.

In conjunction with the follow-on offering in the third quarter of 2012, an underwritten public offering was consummated whereby certain selling shareholders sold 3,083 shares of their Class A common stock to an underwriter at a price of $13.25 per share. The underwriter offered such shares to the public. In conjunction with this offering, entities affiliated with Vestar Capital Partners exchanged 1,878 of their New Class A Units for shares of newly issued Class A common stock which were subsequently sold to the underwriter.