BUSINESS CHANGES AND DEVELOPMENTS (Tables)

3 Months Ended

Mar. 31, 2014

Reorganization and initial public offering

Summary financial information related to Moelis Australia Holdings

	March 31, 2014			December 31, 2013
Total assets	$	29,732		$	38,465
Total liabilities		(4,225	)		(15,760	)
Net equity	$	25,507		$	22,705

	For the Three Months Ended March 31,
	2014			2013
Total revenues	$	3,133		$	13,118
Total expenses		(5,573	)		(10,282	)
Net income (loss)	$	(2,440	)	$	2,836
Ownership percentage		50	%		50	%
Income (loss) from investment in joint venture	$	(1,220	)	$	1,418

Pro Forma

Reorganization and initial public offering

Schedule of calculation of net income attributable to common shareholders divided by weighted average shares of Class A common stock outstanding

Pro forma net income attributable to Class A common shareholders	$	2,248
Weighted average shares of Class A common stock outstanding—basic and diluted		7,699,851
Net income available to holders of Class A common stock per share	$	0.29

Pro forma net income attributable to Class A common shareholders

Income before income taxes	$	22,734
Pro forma provision for income taxes		(2,035)	(a)
Pro forma net income		20,699
Pro forma net income attributable to noncontrolling interests		18,451	(b)
Pro forma net income attributable to Class A common shareholders	$	2,248

(a)

In connection with the reorganization, 16.48% of the outstanding partnership interests was converted directly into 7,699,851 shares of Class A common stock of Moelis & Company. An adjustment has been made to increase the effective tax rate, applied to these earnings, to 40%, which assumes the Company is taxed as a corporation.

(b)

Reflects an adjustment to record the 83.52% noncontrolling interests, net of tax, that partners of Old Holdings (other than the Company) own in Group LP relating to their partnership units. As part of the reorganization, 7,699,851 shares of Class A common stock are outstanding in Moelis & Company and 39,022,902 partnership units are held by partners of Old Holdings.

Basic and diluted weighted average Class A common stock outstanding

	Basic and Diluted
Class A common stock outstanding upon completion of the reorganization		7,699,851
Class A partnership units(1)		—
Weighted average shares of Class A common stock outstanding upon completion of the reorganization		7,699,851

(1)

Class A partnership units may be exchanged for our Class A common stock on a one-for-one basis, subject to customary conversion rate adjustments for splits, unit distributions and reclassifications and compliance with applicable lock-up, vesting and transfer restrictions. If all Class A partnership units were to be exchanged for Class A common stock immediately following the reorganization, fully diluted Class A common stock outstanding would be 46,722,753. In computing the dilutive effect, if any, that the aforementioned exchange would have on earnings per share, we consider that net income available to holders of Class A common stock would increase due to elimination of the noncontrolling interest in consolidated entities associated with the Group LP Class A partnership units (including any tax impact). For the quarter ended March 31, 2014, such exchange is not reflected in diluted earnings per share as the assumed exchange is not dilutive.

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