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Net Income (Loss) Per Share Attributable to Class A Common Shareholders (Tables)
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Schedule of Calculations of Basic and Diluted Net Income (Loss) Per Share

The calculations of basic and diluted net income (loss) per share attributable to holders of shares of Class A common stock for the three and nine months ended September 30, 2023 and 2022 are presented below.

 

 

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

(dollars in thousands, except per share amounts)

 

 

2023

 

 

2022

 

 

2023

 

 

2022

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to holders of shares of Class A common stock—basic

 

 

$

(10,732)

 

 

$

25,612

 

 

$

(19,040)

 

 

$

130,290

Add (deduct) dilutive effect of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noncontrolling interests related to Class A partnership units

 

(a)

 

 

 

(a)

 

 

 

(a)

 

 

 

(a)

 

 

Net income (loss) attributable to holders of shares of Class A common stock—diluted

 

 

$

(10,732)

 

 

$

25,612

 

 

$

(19,040)

 

 

$

130,290

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares of Class A common stock outstanding—basic

 

 

 

68,752,061

 

 

 

65,873,976

 

 

 

68,260,558

 

 

 

65,684,485

Add (deduct) dilutive effect of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noncontrolling interests related to Class A partnership units

 

(a)

 

 

 

(a)

 

 

 

(a)

 

 

 

(a)

 

 

Weighted average number of incremental shares issuable from unvested RSUs and stock options, as calculated using the treasury stock method

 

(b)(c)

 

 

(b)

 

3,955,362

 

(b)(c)

 

 

(b)

 

4,498,929

Weighted average shares of Class A common stock outstanding—diluted

 

 

 

68,752,061

 

 

 

69,829,338

 

 

 

68,260,558

 

 

 

70,183,414

Net income (loss) per share attributable to holders of shares of Class A common stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

$

(0.16)

 

 

$

0.39

 

 

$

(0.28)

 

 

$

1.98

Diluted

 

 

$

(0.16)

 

 

$

0.37

 

 

$

(0.28)

 

 

$

1.86

 

We have not included the impact of Class B common stock because these shares are entitled to an insignificant amount of economic participation.

(a) Class A partnership units may be exchanged for Moelis & Company Class A common stock on a one-for-one basis, subject to applicable exchange restrictions. If all Class A partnership units were to be exchanged for Class A common stock, fully diluted Class A common stock outstanding would be 75,038,275 and 75,704,676 shares for the three months ended September 30, 2023 and 2022, respectively, and 74,483,243 and 76,276,345 shares for the nine months ended September 30, 2023 and 2022. In computing the dilutive effect, if any, that the aforementioned exchange would have on net income (loss) per share, net income (loss) available to holders of Class A common stock would be adjusted due to the elimination of the noncontrolling interests in consolidated entities associated with the Group LP Class A partnership units

(including any tax impact). For the three and nine months ended September 30, 2023 and 2022, such exchange is not reflected in diluted net income (loss) per share as the assumed exchange is not dilutive.

 

(b) Certain RSUs assumed to be issued as Class A common stock pursuant to the treasury stock method were antidilutive and therefore excluded from the calculation of diluted net income (loss) per share attributable to Moelis & Company for certain periods. During the three months ended September 30, 2023 and 2022, there were 0 and 135,534 RSUs that would have been included in the treasury stock method calculation if the effect were dilutive, respectively, and 11,615 and 4,625 RSUs for the nine months ended September 30, 2023 and 2022, respectively.

 

(c) The Company incurred a loss for the three and nine months ended September 30, 2023, and as a result the assumed issuance of any Class A common stock pursuant to the treasury stock method is antidilutive. There were 4,237,243 and 4,075,817 shares pursuant to the treasury stock method related to unvested RSUs that were excluded from diluted share count for the three and nine months ended September 30, 2023, respectively. If such shares were included, diluted Class A common stock outstanding would be 72,989,304 and 72,336,375 shares for the three and nine months ended September 30, 2023, respectively.