XML 31 R22.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Related Party Transactions
12 Months Ended
Dec. 31, 2019
Related Party Transactions  
Related Party Transactions

14.          Related Party Transactions

The Company enters into transactions with its affiliates from time to time which are considered to be related party transactions. 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 the Bank Stockholders or their respective affiliates for pre-IPO periods only.

At December 31, 2019 and 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

 

 

December 31, 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

 

 

2,525

 

 

3,243

Other assets

 

 

 —

 

 

 9

Payable to brokers and dealers and clearing organizations

 

 

 —

 

 

2,404

Deferred revenue

 

 

4,733

 

 

9,151

Payable to affiliates

 

 

1,506

 

 

5,009

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

    

Successor

    

Successor

 

 

Predecessor

    

Predecessor

 

 

Year Ended

 

October 1, 2018

 

 

January 1, 2018

 

Year Ended

 

 

December 31,

 

to

 

 

to

 

December 31,

 

 

2019

 

December 31, 2018

 

 

September 30, 2018

 

2017

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

Transaction fees (1)

 

$

59,643

 

$

59,259

 

 

$

159,663

 

$

151,695

Subscription fees (1)

 

 

5,670

 

 

5,718

 

 

 

16,627

 

 

37,426

Commissions (1)

 

 

16,186

 

 

12,401

 

 

 

34,944

 

 

43,315

Refinitiv market data fees (2)

 

 

55,635

 

 

13,467

 

 

 

36,851

 

 

50,125

Operating Income:(3)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income (expense)

 

 

858

 

 

17

 

 

 

34

 

 

(415)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shared Services Fees (4) :

 

 

 

 

 

 

 

 

 

 

 

 

 

Technology and communications

 

 

2,960

 

 

740

 

 

 

2,220

 

 

2,960

General and administrative

 

 

430

 

 

180

 

 

 

539

 

 

719

Occupancy

 

 

481

 

 

155

 

 

 

466

 

 

621

 

(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 year ended December 31, 2019, the 2018 Successor Period, the 2018 Predecessor Period and the year ended December 31, 2017, the Company reimbursed such affiliates approximately $6.7 million, $3.8 million, $28.7 million, and $38.4 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.  $2.7 million is included in other assets on the December 31, 2019 consolidated statement of financial condition related to this indemnification.

The Company engaged Blackstone Advisory Partners L.P., an affiliate of Blackstone, to provide certain financial consulting services in connection with the IPO and the October 2019 follow-on offering for a fee of $1.0 million and $0.5 million, respectively, which fee, with respect to the October 2019 follow-on offering, was reimbursed by the underwriters of the October 2019 follow-on offering. $1.5 million is included in additional paid-in capital on the December 31, 2019 consolidated statement of financial condition related to these offering costs.

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 2018 Predecessor Period and for the year ended December 31, 2017 of $26.8 million and $58.5 million, respectively, relating to these shares, which is included in net revenue on the consolidated statements of income.