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Related Party Transactions
9 Months Ended
Sep. 30, 2019
Related Party Transactions  
Related Party Transactions

14.          Related Party Transactions

The Company enters into transactions with Refinitiv and its affiliates which are considered to be related party transactions. The Company also enters into transactions with the Bank Stockholders and their respective affiliates. Prior to the Reorganization Transactions, the Bank Stockholders were collectively considered to be related parties of the Company. As a result of the Reorganization Transactions, they are no longer considered to be related parties. As a result, the related party transactions listed below include transactions with affiliates of Refinitiv for all periods presented and only includes transactions with affiliates of the Bank Stockholders for pre-IPO periods.

At September 30, 2019 and December 31, 2018, the following balances with such affiliates were included in the consolidated statements of financial condition in the following line items (in thousands):

 

 

 

 

 

 

 

 

    

Successor

    

Successor

 

 

September 30, 2019

 

December 31, 2018

Cash and cash equivalents

 

$

 —

 

$

283,790

Receivables from brokers and dealers and clearing organizations

 

 

 —

 

 

3,332

Deposits with clearing organizations

 

 

 —

 

 

500

Accounts receivable

 

 

 —

 

 

40,730

Receivable from affiliates

 

 

3,515

 

 

3,243

Other assets

 

 

 —

 

 

 9

Payable to brokers and dealers and clearing organizations

 

 

 —

 

 

2,404

Deferred revenue

 

 

3,983

 

 

9,151

Payable to affiliates

 

 

3,737

 

 

5,009

 

The following balances with such affiliates were included in the consolidated statements of income in the following line items (in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Successor

 

Predecessor

 

 

Three Months

 

Nine Months

 

Three Months

 

Nine Months

 

 

Ended

 

Ended

 

Ended

 

Ended

 

    

September 30, 2019

    

September 30, 2019

    

September 30, 2018

    

September 30, 2018

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

Transaction fees (1)

 

$

 —

 

$

59,643

 

$

52,796

 

$

159,663

Subscription fees (1)

 

 

 —

 

 

5,670

 

 

5,446

 

 

16,627

Commissions (1)

 

 

 —

 

 

16,186

 

 

11,808

 

 

34,944

Refinitiv market data fees (2)

 

 

13,251

 

 

40,252

 

 

12,533

 

 

36,851

Operating Income:(3)

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

 —

 

 

858

 

 

 6

 

 

34

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

Shared Services Fees (4) :

 

 

 

 

 

 

 

 

 

 

 

 

Technology and communications

 

 

740

 

 

2,220

 

 

740

 

 

2,220

General and administrative

 

 

24

 

 

406

 

 

180

 

 

539

Occupancy

 

 

123

 

 

434

 

 

155

 

 

466

 

(1)

For pre-IPO periods, represents fees and commissions from affiliates of the Bank Stockholders.

(2)

The Company maintains a market data license agreement with Refinitiv (TR in the predecessor period). Under the agreement, the Company delivers to Refinitiv certain market data feeds which Refinitiv redistributes to its customers. The Company earns license fees and royalties for these feeds.

(3)

For pre-IPO periods, represents interest income from money market funds invested with and savings accounts deposited with affiliates of the Bank Stockholders.

(4)

The Company maintains a shared services agreement with Refinitiv (TR in the predecessor period). Under the terms of the agreement, Refinitiv provides the Company with certain real estate, payroll, benefits administration, insurance, content, financial reporting and tax support.

The Company reimburses affiliates of Refinitiv (TR in the predecessor period) for expenses paid on behalf of the Company for various services including salaries and bonuses, marketing, professional fees, communications, data costs and certain other administrative services. For the three and nine months ended September 30, 2019, the Company reimbursed such affiliates approximately $1.2 million and $5.5 million, respectively, for these expenses. For the three and nine months ended September 30, 2018, the Company reimbursed such affiliates approximately $0.3 million and $28.7 million, respectively, for these expenses.

The Company is indemnified by Refinitiv for any tax liabilities that existed in the entity contributed by Refinitiv as a result of the Refinitiv Contribution.  At September 30, 2019, $2.7 million is included in other assets on the September 30, 2019 consolidated statement of financial condition related to this indemnification.

During 2014, the Company issued Class A Shares and unvested Class P-1(A) Shares to some of the Bank Stockholders as a result of a $120.0 million capital contribution.  In connection with this investment, employees invested $5.3 million in the Company and were issued Class C Shares and unvested Class P-1(C) Shares.  Certain Class P-1(A) Shares and Class P-1(C) Shares vested on July 31, 2018, based on a formula determined by the Company’s new credit platforms’ revenues and any remaining unvested Class P-1(A) Shares and Class P-1(C) Shares were cancelled and as a result  no contingent consideration has been recognized related to these shares subsequent to that date.  The Company recognized contingent consideration for the nine months ended September 30, 2018 of $26.8 million (which included a reversal of contingent consideration of $2.5 million for the three months ended September 30, 2018), relating to these shares, which is included in net revenue on the consolidated statements of income.