Business Combinations

6 Months Ended

Jun. 30, 2019

3.	BUSINESS COMBINATIONS

Acquisition of CamberView

In October 2018, the Company completed the acquisition of CamberView Partners Holdings, LLC (“CamberView”). The preliminary purchase price as of June 30, 2019 was comprised of the following:

Cash (a)	$	60,765
Common Stock (b)		71,423
Partnership Units (c)		3,961
Total Purchase Price	$	136,149

(a)	Reflects cash paid to selling unitholders and employees of CamberView at closing, payoff of an existing term loan facility held by CamberView at closing and settlement of escrow balances in March 2019.

(b)

Reflects the value of 1.4 million shares of PJT Partners Inc. Class A common stock issued to the selling unitholders of CamberView at closing based on the Company’s closing stock price of $51.55 on October 1, 2018 and the value of an additional 0.1 million shares of PJT Partners Inc. Class A common stock issued to the selling unitholders related to the settlement of escrow balances in March 2019 based on the Company’s closing stock price of $40.61 on March 15, 2019.

(c)

Reflects the value of 0.1 million common units of partnership interest in PJT Partners Holdings LP (“Partnership Units”) issued to certain CamberView employees at closing using a fair value of $47.53, which represents the closing stock price of $51.55 on October 1, 2018 discounted for holding period risk as well as an additional 0.1 million Partnership Units issued to certain CamberView employees upon the settlement of escrow balances in March 2019 using a fair value of $37.44, which represents the closing stock price of $40.61 on March 15, 2019 discounted for holding period risk. Partnership Units shall be eligible for exchange in accordance with the Exchange Agreement starting on the first exchange date when the Partnership Units have been both outstanding and fully vested for at least six months as of the applicable exchange date.

The total preliminary purchase price includes Securityholder Representative Funds, as defined in the agreement and plan of merger, of $1.0 million, which may be used to cover post-closing obligations of the selling unitholders. Any release of these proceeds to PJT Partners Inc. will adjust the components of the purchase price allocation.

The following table summarizes the preliminary allocation of the total purchase price:

	December 31, 2018		Measurement Period Adjustments			June 30, 2019
Assets
Cash	$	6,787	$	—		$	6,787
Accounts Receivable		2,602		—			2,602
Furniture, Equipment and Leasehold Improvements, Net		283		—			283
Other Assets		2,915		(81	)		2,834
Identifiable Intangible Assets		40,600		—			40,600
Goodwill		103,745		(5,117	)		98,628
Deferred Tax Asset		111		—			111
Total Assets		157,043		(5,198	)		151,845
Liabilities
Accrued Compensation and Benefits		192		—			192
Accounts Payable, Accrued Expenses and Other Liabilities		8,660		—			8,660
Deferred Rent Liability		230		—			230
Taxes Payable		54		—			54
Deferred Revenue		6,560		—			6,560
Total Liabilities		15,696		—			15,696
Net Assets	$	141,347	$	(5,198	)	$	136,149

The Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2019 include the results of CamberView. Supplemental information on an unaudited pro forma basis, as if the acquisition had been consummated as of January 1, 2017 is as follows:

	Three Months Ended		Six Months Ended
	June 30, 2018		June 30, 2018
Total Revenues	$	148,328	$	290,538
Net Income Attributable to PJT Partners Inc.	$	10,813	$	14,637