StepStone Group Inc. (Nasdaq: STEP), a global private markets
investment firm focused on providing customized investment
solutions and advisory and data services, today reported results
for the quarter ended September 30, 2024. This represents
results for the second quarter of the fiscal year ending
March 31, 2025. The Board of Directors of the Company has
declared a quarterly cash dividend of $0.24 per share of Class A
common stock, payable on December 13, 2024, to the holders of
record as of the close of business on November 29, 2024.
StepStone issued a full detailed
presentation of its second quarter fiscal 2025 results, which can
be accessed by visiting the Company’s website at
https://shareholders.stepstonegroup.com.
Webcast and Earnings Conference
Call
Management will host a webcast and conference
call on Thursday, November 7, 2024, at 5:00 pm ET to discuss
the Company’s results for the second quarter of the fiscal year
ending March 31, 2025. The webcast will be made available on
the Shareholders section of the Company’s website at
https://shareholders.stepstonegroup.com. To listen to a live
broadcast, go to the site at least 15 minutes prior to the
scheduled start time to register. A replay will also be available
on the Shareholders section of the Company’s website approximately
two hours after the conclusion of the event.
To join as a live participant in the question and answer portion
of the call, participants must register at
https://register.vevent.com/register/BI6beb1f9d540a4ca3965ff36afb3a4ae0.
Upon registering you will receive the dial-in number and a PIN to
join the call as well as an email confirmation with the
details.
About StepStone
StepStone Group Inc. (Nasdaq: STEP) is a global
private markets investment firm focused on providing customized
investment solutions and advisory and data services to its clients.
As of September 30, 2024, StepStone was responsible for
approximately $682 billion of total capital, including
$176 billion of assets under management. StepStone’s clients
include some of the world’s largest public and private defined
benefit and defined contribution pension funds, sovereign wealth
funds and insurance companies, as well as prominent endowments,
foundations, family offices and private wealth clients, which
include high-net-worth and mass affluent individuals. StepStone
partners with its clients to develop and build private markets
portfolios designed to meet their specific objectives across the
private equity, infrastructure, private debt and real estate asset
classes.
Forward-Looking Statements
Some of the statements in this release may
constitute “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933, Section 21E of the
Securities Exchange Act of 1934 and the Private Securities
Litigation Reform Act of 1995. All statements other than statements
of historical fact are forward-looking. Words such as “anticipate,”
“believe,” “continue,” “estimate,” “expect,” “future,” “intend,”
“may,” “plan” and “will” and similar expressions identify
forward-looking statements. Forward-looking statements reflect
management’s current plans, estimates and expectations and are
inherently uncertain. The inclusion of any forward-looking
information in this release should not be regarded as a
representation that the future plans, estimates or expectations
contemplated will be achieved. Forward-looking statements are
subject to various risks, uncertainties and assumptions. Important
factors that could cause actual results to differ materially from
those in forward-looking statements include, but are not limited
to, global and domestic market and business conditions, our
successful execution of business and growth strategies, the
favorability of the private markets fundraising environment,
successful integration of acquired businesses and regulatory
factors relevant to our business, as well as assumptions relating
to our operations, financial results, financial condition, business
prospects, growth strategy and liquidity and the risks and
uncertainties described in greater detail under the “Risk Factors”
section of our annual report on Form 10-K filed with the U.S.
Securities and Exchange Commission on May 24, 2024, as such factors
may be updated from time to time. We undertake no obligation to
revise or update any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
may be required by law.
Non-GAAP Financial Measures
To supplement our consolidated financial
statements, which are prepared and presented in accordance with
generally accepted accounting principles in the United States
(“GAAP”), we use the following non-GAAP financial measures:
adjusted management and advisory fees, net, adjusted revenues,
adjusted net income (on both a pre-tax and after-tax basis),
adjusted net income per share, adjusted weighted-average shares,
fee-related earnings, fee-related earnings margin, gross realized
performance fees and net realized performance fees. We have
provided this non-GAAP financial information, which is not
calculated or presented in accordance with GAAP, as information
supplemental and in addition to the financial measures presented in
this earnings release that are calculated and presented in
accordance with GAAP. Such non-GAAP financial measures should not
be considered superior to, as a substitute for or alternative to,
and should be considered in conjunction with, the GAAP financial
measures presented in this earnings release. The presentation of
these measures should not be construed as an inference that our
future results will be unaffected by unusual or non-recurring
items. In addition, the non-GAAP financial measures in this
earnings release may not be comparable to similarly titled measures
used by other companies in our industry or across different
industries. For definitions of these non-GAAP measures and
reconciliations to applicable GAAP measures, please see the section
titled “Non-GAAP Financial Measures: Definitions and
Reconciliations.”
|
Financial Highlights and Key Business Drivers/Operating
Metrics |
|
|
Three Months Ended |
|
Six Months Ended September 30, |
|
Percentage Change |
(in thousands, except share
and per share amounts and where noted) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
|
vs. FQ2'24 |
vs. FQ2'24 YTD |
Financial Highlights |
|
|
|
|
|
|
|
|
|
|
|
GAAP Results |
|
|
|
|
|
|
|
|
|
|
|
Management and advisory fees, net |
$ |
142,123 |
|
$ |
151,492 |
|
$ |
153,410 |
|
$ |
178,015 |
|
$ |
184,758 |
|
|
$ |
280,238 |
|
$ |
362,773 |
|
|
30 |
% |
29 |
% |
Total revenues |
|
191,422 |
|
|
(14,612 |
) |
|
356,810 |
|
|
186,401 |
|
|
271,677 |
|
|
|
369,433 |
|
|
458,078 |
|
|
42 |
% |
24 |
% |
Total performance fees |
|
49,299 |
|
|
(166,104 |
) |
|
203,400 |
|
|
8,386 |
|
|
86,919 |
|
|
|
89,195 |
|
|
95,305 |
|
|
76 |
% |
7 |
% |
Net income (loss) |
|
59,251 |
|
|
(23,419 |
) |
|
82,542 |
|
|
48,045 |
|
|
53,138 |
|
|
|
108,697 |
|
|
101,183 |
|
|
(10 |
)% |
(7 |
)% |
Net income (loss) per share of Class A common stock: |
|
|
|
|
|
|
|
|
|
|
|
Basic |
$ |
0.42 |
|
$ |
(0.32 |
) |
$ |
0.48 |
|
$ |
0.20 |
|
$ |
0.26 |
|
|
$ |
0.76 |
|
$ |
0.46 |
|
|
(39 |
)% |
(39 |
)% |
Diluted |
$ |
0.42 |
|
$ |
(0.32 |
) |
$ |
0.48 |
|
$ |
0.20 |
|
$ |
0.26 |
|
|
$ |
0.75 |
|
$ |
0.46 |
|
|
(38 |
)% |
(39 |
)% |
Weighted-average shares of Class A common stock: |
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
62,858,468 |
|
|
64,068,952 |
|
|
64,194,859 |
|
|
66,187,754 |
|
|
68,772,051 |
|
|
|
62,846,708 |
|
|
67,486,964 |
|
|
9 |
% |
7 |
% |
Diluted |
|
66,198,129 |
|
|
64,068,952 |
|
|
67,281,567 |
|
|
68,593,761 |
|
|
69,695,315 |
|
|
|
65,970,053 |
|
|
69,147,549 |
|
|
5 |
% |
5 |
% |
Quarterly dividend per share of Class A common stock(1) |
$ |
0.21 |
|
$ |
0.21 |
|
$ |
0.21 |
|
$ |
0.21 |
|
$ |
0.24 |
|
|
$ |
0.41 |
|
$ |
0.45 |
|
|
14 |
% |
10 |
% |
Supplemental dividend per share of Class A common stock(2) |
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
0.15 |
|
$ |
— |
|
|
$ |
0.25 |
|
$ |
0.15 |
|
|
na |
(40 |
)% |
Accrued carried interest allocations |
|
1,331,778 |
|
|
1,203,847 |
|
|
1,354,051 |
|
|
1,328,853 |
|
|
1,381,110 |
|
|
|
|
|
4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Results(3) |
|
|
|
|
|
|
|
|
|
|
|
Adjusted management and advisory fees, net(4) |
$ |
142,327 |
|
$ |
151,943 |
|
$ |
153,808 |
|
$ |
178,514 |
|
$ |
185,481 |
|
|
$ |
280,628 |
|
$ |
363,995 |
|
|
30 |
% |
30 |
% |
Adjusted revenues |
|
149,800 |
|
|
185,123 |
|
|
177,357 |
|
|
221,165 |
|
|
208,788 |
|
|
|
302,580 |
|
|
429,953 |
|
|
39 |
% |
42 |
% |
Fee-related earnings (“FRE”) |
|
43,827 |
|
|
50,664 |
|
|
50,900 |
|
|
71,656 |
|
|
72,349 |
|
|
|
88,229 |
|
|
144,005 |
|
|
65 |
% |
63 |
% |
FRE margin(5) |
|
31 |
% |
|
33 |
% |
|
33 |
% |
|
40 |
% |
|
39 |
% |
|
|
31 |
% |
|
40 |
% |
|
|
|
Gross realized performance fees |
|
7,473 |
|
|
33,180 |
|
|
23,549 |
|
|
42,651 |
|
|
23,307 |
|
|
|
21,952 |
|
|
65,958 |
|
|
212 |
% |
200 |
% |
Adjusted net income (“ANI”) |
|
30,173 |
|
|
42,116 |
|
|
37,716 |
|
|
57,241 |
|
|
53,569 |
|
|
|
59,561 |
|
|
110,810 |
|
|
78 |
% |
86 |
% |
Adjusted weighted-average shares |
|
115,118,060 |
|
|
115,232,927 |
|
|
115,512,301 |
|
|
118,510,499 |
|
|
118,774,233 |
|
|
|
114,897,093 |
|
|
118,643,088 |
|
|
3 |
% |
3 |
% |
ANI per share |
$ |
0.26 |
|
$ |
0.37 |
|
$ |
0.33 |
|
$ |
0.48 |
|
$ |
0.45 |
|
|
$ |
0.52 |
|
$ |
0.93 |
|
|
73 |
% |
79 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Key Business Drivers/Operating Metrics (in
billions) |
|
|
|
|
|
|
|
|
|
|
|
Assets under management (“AUM”)(6) |
$ |
145.8 |
|
$ |
149.0 |
|
$ |
156.6 |
|
$ |
169.3 |
|
$ |
176.1 |
|
|
|
|
|
21 |
% |
|
Assets under advisement (“AUA”)(6) |
|
512.9 |
|
|
510.5 |
|
|
521.1 |
|
|
531.4 |
|
|
505.9 |
|
|
|
|
|
(1 |
)% |
|
Fee-earning AUM (“FEAUM”) |
|
87.3 |
|
|
89.4 |
|
|
93.9 |
|
|
100.4 |
|
|
104.4 |
|
|
|
|
|
20 |
% |
|
Undeployed fee-earning capital (“UFEC”) |
|
18.1 |
|
|
21.4 |
|
|
22.6 |
|
|
27.6 |
|
|
29.7 |
|
|
|
|
|
64 |
% |
|
_______________________________
(1) |
|
Dividends paid, as reported in
this table, relate to the preceding quarterly period in which they
were earned. |
(2) |
|
The supplemental cash dividend
relates to earnings in respect of our full fiscal years 2023 and
2024, respectively. |
(3) |
|
Adjusted management and advisory
fees, net, adjusted revenues, FRE, FRE margin, gross realized
performance fees, ANI, adjusted weighted-average shares and ANI per
share are non-GAAP measures. See the definitions of these measures
and reconciliations to the respective, most comparable GAAP
measures under “Non-GAAP Financial Measures: Definitions and
Reconciliations.” |
(4) |
|
Excludes the impact of
consolidating the Consolidated Funds. See reconciliation of GAAP
measures to adjusted measures that follows. |
(5) |
|
FRE margin is calculated by
dividing FRE by adjusted management and advisory fees, net. |
(6) |
|
AUM/AUA reflects final data for
the prior period, adjusted for net new client account activity
through the period presented. Does not include post-period
investment valuation or cash activity. Net asset value (“NAV”) data
for underlying investments is as of the prior period, as reported
by underlying managers up to the business day occurring on or after
100 days, or 115 days at the fiscal year-end, following the prior
period end. When NAV data is not available by the business day
occurring on or after 100 days, or 115 days at the fiscal year-end,
following the prior period end, such NAVs are adjusted for cash
activity following the last available reported NAV. |
|
|
|
|
StepStone Group Inc.GAAP Condensed
Consolidated Balance Sheets (Unaudited)(in thousands,
except share and per share amounts) |
|
|
As of |
|
September 30, 2024 |
|
March 31, 2024 |
Assets |
|
|
|
Cash and cash equivalents |
$ |
179,066 |
|
$ |
143,430 |
Restricted cash |
|
763 |
|
|
718 |
Fees
and accounts receivable |
|
68,103 |
|
|
56,769 |
Due
from affiliates |
|
80,280 |
|
|
67,531 |
Investments: |
|
|
|
Investments in funds |
|
155,857 |
|
|
135,043 |
Accrued carried interest allocations |
|
1,381,110 |
|
|
1,354,051 |
Legacy Greenspring investments in funds and accrued carried
interest allocations(1) |
|
623,546 |
|
|
631,197 |
Deferred income tax assets |
|
244,732 |
|
|
184,512 |
Lease
right-of-use assets, net |
|
92,752 |
|
|
97,763 |
Other
assets and receivables |
|
67,035 |
|
|
60,611 |
Intangibles, net |
|
284,372 |
|
|
304,873 |
Goodwill |
|
580,542 |
|
|
580,542 |
Assets of Consolidated Funds: |
|
|
|
Cash and cash equivalents |
|
45,552 |
|
|
38,164 |
Investments, at fair value |
|
233,398 |
|
|
131,858 |
Other assets |
|
2,811 |
|
|
1,745 |
Total assets |
$ |
4,039,919 |
|
$ |
3,788,807 |
Liabilities and stockholders’ equity |
|
|
|
Accounts payable, accrued expenses and other liabilities |
$ |
148,409 |
|
$ |
127,417 |
Accrued compensation and benefits |
|
175,357 |
|
|
101,481 |
Accrued carried interest-related compensation |
|
680,459 |
|
|
719,497 |
Legacy Greenspring accrued carried interest-related
compensation(1) |
|
472,693 |
|
|
484,154 |
Due
to affiliates |
|
270,745 |
|
|
212,918 |
Lease
liabilities |
|
116,249 |
|
|
119,739 |
Debt
obligations |
|
172,264 |
|
|
148,822 |
Liabilities of Consolidated Funds: |
|
|
|
Other liabilities |
|
3,404 |
|
|
1,645 |
Total liabilities |
|
2,039,580 |
|
|
1,915,673 |
Redeemable non-controlling interests in Consolidated Funds |
|
205,624 |
|
|
102,623 |
Redeemable non-controlling interests in subsidiaries |
|
6,238 |
|
|
115,920 |
Stockholders’ equity: |
|
|
|
Class
A common stock, $0.001 par value, 650,000,000 authorized;
72,681,239 and 65,614,902 issued and outstanding as of
September 30, 2024 and March 31, 2024, respectively |
|
73 |
|
|
66 |
Class
B common stock, $0.001 par value, 125,000,000 authorized;
42,482,042 and 45,030,959 issued and outstanding as of
September 30, 2024 and March 31, 2024, respectively |
|
43 |
|
|
45 |
Additional paid-in capital |
|
393,115 |
|
|
310,293 |
Retained earnings |
|
3,992 |
|
|
13,768 |
Accumulated other comprehensive income |
|
236 |
|
|
304 |
Total
StepStone Group Inc. stockholders’ equity |
|
397,459 |
|
|
324,476 |
Non-controlling interests in subsidiaries |
|
1,021,775 |
|
|
974,559 |
Non-controlling interests in legacy Greenspring entities(1) |
|
150,852 |
|
|
147,042 |
Non-controlling interests in the Partnership |
|
218,391 |
|
|
208,514 |
Total
stockholders’ equity |
|
1,788,477 |
|
|
1,654,591 |
Total liabilities and stockholders’ equity |
$ |
4,039,919 |
|
$ |
3,788,807 |
(1) |
|
Reflects amounts attributable to consolidated VIEs for which the
Company did not acquire any direct economic interests. |
|
|
|
|
StepStone Group Inc.GAAP Condensed
Consolidated Statements of Income (Unaudited)(in
thousands, except share and per share amounts) |
|
|
Three Months Ended September 30, |
|
Six Months Ended September 30, |
|
|
2024 |
|
|
|
2023 |
|
|
|
2024 |
|
|
|
2023 |
|
Revenues |
|
|
|
|
|
|
|
Management and advisory fees,
net |
$ |
184,758 |
|
|
$ |
142,123 |
|
|
$ |
362,773 |
|
|
$ |
280,238 |
|
Performance fees: |
|
|
|
|
|
|
|
Incentive fees |
|
3,155 |
|
|
|
4,946 |
|
|
|
3,996 |
|
|
|
4,952 |
|
Carried interest allocations: |
|
|
|
|
|
|
|
Realized |
|
17,632 |
|
|
|
1,585 |
|
|
|
59,436 |
|
|
|
16,058 |
|
Unrealized |
|
52,215 |
|
|
|
55,371 |
|
|
|
27,045 |
|
|
|
104,735 |
|
Total carried interest allocations |
|
69,847 |
|
|
|
56,956 |
|
|
|
86,481 |
|
|
|
120,793 |
|
Legacy Greenspring carried interest allocations(1) |
|
13,917 |
|
|
|
(12,603 |
) |
|
|
4,828 |
|
|
|
(36,550 |
) |
Total performance fees |
|
86,919 |
|
|
|
49,299 |
|
|
|
95,305 |
|
|
|
89,195 |
|
Total revenues |
|
271,677 |
|
|
|
191,422 |
|
|
|
458,078 |
|
|
|
369,433 |
|
Expenses |
|
|
|
|
|
|
|
Compensation and
benefits: |
|
|
|
|
|
|
|
Cash-based compensation |
|
82,871 |
|
|
|
74,851 |
|
|
|
161,095 |
|
|
|
144,932 |
|
Equity-based compensation |
|
37,332 |
|
|
|
5,916 |
|
|
|
56,511 |
|
|
|
14,388 |
|
Performance fee-related compensation: |
|
|
|
|
|
|
|
Realized |
|
8,767 |
|
|
|
1,720 |
|
|
|
29,615 |
|
|
|
10,822 |
|
Unrealized |
|
27,748 |
|
|
|
28,712 |
|
|
|
16,825 |
|
|
|
52,923 |
|
Total performance fee-related compensation |
|
36,515 |
|
|
|
30,432 |
|
|
|
46,440 |
|
|
|
63,745 |
|
Legacy Greenspring performance fee-related compensation(1) |
|
13,917 |
|
|
|
(12,603 |
) |
|
|
4,828 |
|
|
|
(36,550 |
) |
Total compensation and
benefits |
|
170,635 |
|
|
|
98,596 |
|
|
|
268,874 |
|
|
|
186,515 |
|
General, administrative and
other |
|
50,061 |
|
|
|
31,729 |
|
|
|
91,072 |
|
|
|
65,006 |
|
Total expenses |
|
220,696 |
|
|
|
130,325 |
|
|
|
359,946 |
|
|
|
251,521 |
|
Other income
(expense) |
|
|
|
|
|
|
|
Investment income |
|
2,051 |
|
|
|
3,080 |
|
|
|
4,646 |
|
|
|
6,166 |
|
Legacy Greenspring investment
loss(1) |
|
(4,031 |
) |
|
|
(3,966 |
) |
|
|
(5,286 |
) |
|
|
(6,832 |
) |
Investment income of
Consolidated Funds |
|
8,206 |
|
|
|
8,772 |
|
|
|
15,841 |
|
|
|
11,134 |
|
Interest income |
|
3,016 |
|
|
|
977 |
|
|
|
5,073 |
|
|
|
1,408 |
|
Interest expense |
|
(3,512 |
) |
|
|
(2,108 |
) |
|
|
(6,502 |
) |
|
|
(4,120 |
) |
Other income (loss) |
|
1,177 |
|
|
|
(872 |
) |
|
|
826 |
|
|
|
(645 |
) |
Total other income |
|
6,907 |
|
|
|
5,883 |
|
|
|
14,598 |
|
|
|
7,111 |
|
Income before income tax |
|
57,888 |
|
|
|
66,980 |
|
|
|
112,730 |
|
|
|
125,023 |
|
Income tax expense |
|
4,750 |
|
|
|
7,729 |
|
|
|
11,547 |
|
|
|
16,326 |
|
Net income |
|
53,138 |
|
|
|
59,251 |
|
|
|
101,183 |
|
|
|
108,697 |
|
Less: Net income attributable to non-controlling interests in
subsidiaries |
|
19,125 |
|
|
|
9,615 |
|
|
|
35,740 |
|
|
|
19,245 |
|
Less: Net loss attributable to non-controlling interests in legacy
Greenspring entities(1) |
|
(4,031 |
) |
|
|
(3,966 |
) |
|
|
(5,286 |
) |
|
|
(6,832 |
) |
Less: Net income attributable to non-controlling interests in the
Partnership |
|
13,580 |
|
|
|
22,928 |
|
|
|
26,904 |
|
|
|
42,788 |
|
Less: Net income attributable to redeemable non-controlling
interests in Consolidated Funds |
|
6,525 |
|
|
|
4,449 |
|
|
|
12,196 |
|
|
|
6,002 |
|
Less: Net income attributable to redeemable non-controlling
interests in subsidiaries |
|
307 |
|
|
|
— |
|
|
|
669 |
|
|
|
— |
|
Net income attributable to
StepStone Group Inc. |
$ |
17,632 |
|
|
$ |
26,225 |
|
|
$ |
30,960 |
|
|
$ |
47,494 |
|
Net income per share of Class
A common stock: |
|
|
|
|
|
|
|
Basic |
$ |
0.26 |
|
|
$ |
0.42 |
|
|
$ |
0.46 |
|
|
$ |
0.76 |
|
Diluted |
$ |
0.26 |
|
|
$ |
0.42 |
|
|
$ |
0.46 |
|
|
$ |
0.75 |
|
Weighted-average shares of
Class A common stock: |
|
|
|
|
|
|
|
Basic |
|
68,772,051 |
|
|
|
62,858,468 |
|
|
|
67,486,964 |
|
|
|
62,846,708 |
|
Diluted |
|
69,695,315 |
|
|
|
66,198,129 |
|
|
|
69,147,549 |
|
|
|
65,970,053 |
|
|
(1) |
|
Reflects amounts attributable to consolidated VIEs for which the
Company did not acquire any direct economic interests. |
|
|
|
Non-GAAP Financial Measures: Definitions
and Reconciliations
Adjusted Management and Advisory Fees, Net
The following table presents the components of adjusted
management and advisory fees, net. We believe adjusted management
and advisory fees, net is useful to investors because it removes
the impact of consolidating the Consolidated Funds which we are
required to consolidate under GAAP.
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
Focused commingled funds(1)(2) |
$ |
70,481 |
|
$ |
78,633 |
|
$ |
80,434 |
|
$ |
104,798 |
$ |
107,855 |
|
|
$ |
137,600 |
|
$ |
212,653 |
|
Separately managed accounts |
|
56,431 |
|
|
55,838 |
|
|
55,945 |
|
|
57,376 |
|
61,393 |
|
|
|
112,175 |
|
|
118,769 |
|
Advisory and other services |
|
13,740 |
|
|
16,069 |
|
|
16,147 |
|
|
14,769 |
|
14,907 |
|
|
|
27,841 |
|
|
29,676 |
|
Fund
reimbursement revenues(1) |
|
1,675 |
|
|
1,403 |
|
|
1,282 |
|
|
1,571 |
|
1,326 |
|
|
|
3,012 |
|
|
2,897 |
|
Adjusted management and advisory fees, net |
$ |
142,327 |
|
$ |
151,943 |
|
$ |
153,808 |
|
$ |
178,514 |
$ |
185,481 |
|
|
$ |
280,628 |
|
$ |
363,995 |
|
_______________________________
(1) |
|
Reflects the add-back of management and advisory fee revenues for
the Consolidated Funds, which have been eliminated in
consolidation. |
(2) |
|
Includes income-based incentive
fees of $1.3 million for the three months ended September 30, 2024,
$1.1 million for the three months ended June 30, 2024, $0.8 million
for the three months ended March 31, 2024, $0.6 million for the
three months ended December 31, 2023, and $2.5 million for the six
months ended September 30, 2024 from certain funds. |
|
|
|
Adjusted Revenues
Adjusted revenues represents the components of revenues used in
the determination of ANI and comprise adjusted management and
advisory fees, net, adjusted incentive fees (including the deferred
portion) and realized carried interest allocations. We believe
adjusted revenues is useful to investors because it presents a
measure of realized revenues.
The table below shows a reconciliation of revenues to adjusted
revenues.
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
Total revenues |
$ |
191,422 |
|
$ |
(14,612 |
) |
$ |
356,810 |
|
$ |
186,401 |
$ |
271,677 |
|
|
$ |
369,433 |
|
$ |
458,078 |
|
Unrealized carried interest allocations |
|
(55,371 |
) |
|
129,584 |
|
|
(151,757 |
) |
|
25,170 |
|
(52,215 |
) |
|
|
(104,735 |
) |
|
(27,045 |
) |
Deferred incentive fees |
|
942 |
|
|
— |
|
|
1,450 |
|
|
6 |
|
2,445 |
|
|
|
942 |
|
|
2,451 |
|
Legacy Greenspring carried interest allocations |
|
12,603 |
|
|
69,700 |
|
|
(31,093 |
) |
|
9,089 |
|
(13,917 |
) |
|
|
36,550 |
|
|
(4,828 |
) |
Management and advisory fee revenues for the Consolidated
Funds(1) |
|
204 |
|
|
451 |
|
|
398 |
|
|
499 |
|
723 |
|
|
|
390 |
|
|
1,222 |
|
Incentive fees for the Consolidated Funds(2) |
|
— |
|
|
— |
|
|
1,549 |
|
|
— |
|
75 |
|
|
|
— |
|
|
75 |
|
Adjusted revenues |
$ |
149,800 |
|
$ |
185,123 |
|
$ |
177,357 |
|
$ |
221,165 |
$ |
208,788 |
|
|
$ |
302,580 |
|
$ |
429,953 |
|
_______________________________
(1) |
|
Reflects the add-back of management and advisory fee revenues for
the Consolidated Funds, which have been eliminated in
consolidation. |
(2) |
|
Reflects the add-back of
incentive fees for the Consolidated Funds, which have been
eliminated in consolidation. |
|
|
|
Adjusted Net Income
Adjusted net income, or “ANI,” is a non-GAAP performance measure
that we present before the consolidation of StepStone Funds on a
pre-tax and after-tax basis used to evaluate profitability. ANI
represents the after-tax net realized income attributable to us.
ANI does not reflect legacy Greenspring carried interest allocation
revenues, legacy Greenspring carried interest-related compensation
and legacy Greenspring investment income (loss) as none of the
economics are attributable to us. The components of revenues used
in the determination of ANI (“adjusted revenues”) comprise adjusted
management and advisory fees, net, adjusted incentive fees
(including the deferred portion) and realized carried interest
allocations. In addition, ANI excludes: (a) unrealized carried
interest allocation revenues and related compensation, (b)
unrealized investment income (loss), (c) equity-based compensation
for awards granted prior to and in connection with our IPO, profits
interests issued by our non-wholly owned subsidiaries, and
unrealized mark-to-market changes in the fair value of the profits
interests issued in the private wealth subsidiary, (d) amortization
of intangibles, (e) net income (loss) attributable to
non-controlling interests in our subsidiaries and realized gains
attributable to the profits interests issued in the private wealth
subsidiary, (f) charges associated with acquisitions and corporate
transactions, and (g) certain other items that we believe are not
indicative of our core operating performance (as listed in the
table below). ANI is fully taxed at our blended statutory rate. We
believe ANI and adjusted revenues are useful to investors because
they enable investors to evaluate the performance of our business
across reporting periods.
Fee-Related Earnings
Fee-related earnings, or “FRE,” is a non-GAAP performance
measure used to monitor our baseline earnings from recurring
management and advisory fees. FRE is a component of ANI and
comprises adjusted management and advisory fees, net, less adjusted
expenses which are operating expenses other than (a) performance
fee-related compensation, (b) equity-based compensation for awards
granted prior to and in connection with our IPO, profits interests
issued by our non-wholly owned subsidiaries, and unrealized
mark-to-market changes in the fair value of the profits interests
issued in the private wealth subsidiary, (c) amortization of
intangibles, (d) charges associated with acquisitions and corporate
transactions, and (e) certain other items that we believe are not
indicative of our core operating performance (as listed in the
table below). FRE is presented before income taxes. We believe FRE
is useful to investors because it provides additional insight into
the operating profitability of our business and our ability to
cover direct base compensation and operating expenses from total
fee revenue.
The table below shows a reconciliation of GAAP measures to
additional non-GAAP measures. We use the non-GAAP measures
presented below as components when calculating FRE and ANI (as
defined below). We believe these additional non-GAAP measures are
useful to investors in evaluating both the baseline earnings from
recurring management and advisory fees, which provide additional
insight into the operating profitability of our business, and the
after-tax net realized income attributable to us, allowing
investors to evaluate the performance of our business. These
additional non-GAAP measures remove the impact of Consolidated
Funds that we are required to consolidate under GAAP, and certain
other items that we believe are not indicative of our core
operating performance.
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
GAAP management and advisory fees, net |
$ |
142,123 |
|
$ |
151,492 |
|
$ |
153,410 |
|
$ |
178,015 |
|
$ |
184,758 |
|
|
$ |
280,238 |
|
$ |
362,773 |
|
Management and advisory fee revenues for the Consolidated
Funds(1) |
|
204 |
|
|
451 |
|
|
398 |
|
|
499 |
|
|
723 |
|
|
|
390 |
|
|
1,222 |
|
Adjusted management and advisory fees, net |
$ |
142,327 |
|
$ |
151,943 |
|
$ |
153,808 |
|
$ |
178,514 |
|
$ |
185,481 |
|
|
$ |
280,628 |
|
$ |
363,995 |
|
|
|
|
|
|
|
|
|
|
GAAP
incentive fees |
$ |
4,946 |
|
$ |
17,891 |
|
$ |
2,496 |
|
$ |
841 |
|
$ |
3,155 |
|
|
$ |
4,952 |
|
$ |
3,996 |
|
Incentive fee revenues for the Consolidated Funds(2) |
|
— |
|
|
— |
|
|
1,549 |
|
|
— |
|
|
75 |
|
|
|
— |
|
|
75 |
|
Adjusted incentive fees |
$ |
4,946 |
|
$ |
17,891 |
|
$ |
4,045 |
|
$ |
841 |
|
$ |
3,230 |
|
|
$ |
4,952 |
|
$ |
4,071 |
|
|
|
|
|
|
|
|
|
|
GAAP
cash-based compensation |
$ |
74,851 |
|
$ |
73,619 |
|
$ |
74,411 |
|
$ |
78,224 |
|
$ |
82,871 |
|
|
$ |
144,932 |
|
$ |
161,095 |
|
Adjustments(3) |
|
(574 |
) |
|
(574 |
) |
|
(461 |
) |
|
(428 |
) |
|
(285 |
) |
|
|
(1,105 |
) |
|
(713 |
) |
Adjusted cash-based compensation |
$ |
74,277 |
|
$ |
73,045 |
|
$ |
73,950 |
|
$ |
77,796 |
|
$ |
82,586 |
|
|
$ |
143,827 |
|
$ |
160,382 |
|
|
|
|
|
|
|
|
|
|
GAAP
equity-based compensation |
$ |
5,916 |
|
$ |
14,032 |
|
$ |
13,937 |
|
$ |
19,179 |
|
$ |
37,332 |
|
|
$ |
14,388 |
|
$ |
56,511 |
|
Adjustments(4) |
|
(4,644 |
) |
|
(12,610 |
) |
|
(12,210 |
) |
|
(16,785 |
) |
|
(34,947 |
) |
|
|
(11,815 |
) |
|
(51,732 |
) |
Adjusted equity-based compensation |
$ |
1,272 |
|
$ |
1,422 |
|
$ |
1,727 |
|
$ |
2,394 |
|
$ |
2,385 |
|
|
$ |
2,573 |
|
$ |
4,779 |
|
|
|
|
|
|
|
|
|
|
GAAP
general, administrative and other |
$ |
31,729 |
|
$ |
48,001 |
|
$ |
54,310 |
|
$ |
41,011 |
|
$ |
50,061 |
|
|
$ |
65,006 |
|
$ |
91,072 |
|
Adjustments(5) |
|
(8,778 |
) |
|
(21,189 |
) |
|
(27,079 |
) |
|
(14,343 |
) |
|
(21,900 |
) |
|
|
(19,007 |
) |
|
(36,243 |
) |
Adjusted general, administrative and other |
$ |
22,951 |
|
$ |
26,812 |
|
$ |
27,231 |
|
$ |
26,668 |
|
$ |
28,161 |
|
|
$ |
45,999 |
|
$ |
54,829 |
|
|
|
|
|
|
|
|
|
|
GAAP
interest income |
$ |
977 |
|
$ |
827 |
|
$ |
1,429 |
|
$ |
2,057 |
|
$ |
3,016 |
|
|
$ |
1,408 |
|
$ |
5,073 |
|
Interest income earned by the Consolidated Funds(6) |
|
(249 |
) |
|
(540 |
) |
|
(612 |
) |
|
(907 |
) |
|
(1,363 |
) |
|
|
(493 |
) |
|
(2,270 |
) |
Adjusted interest income |
$ |
728 |
|
$ |
287 |
|
$ |
817 |
|
$ |
1,150 |
|
$ |
1,653 |
|
|
$ |
915 |
|
$ |
2,803 |
|
|
|
|
|
|
|
|
|
|
GAAP
other income (loss) |
$ |
(872 |
) |
$ |
4,408 |
|
$ |
(1,308 |
) |
$ |
(351 |
) |
$ |
1,177 |
|
|
$ |
(645 |
) |
$ |
826 |
|
Adjustments(7) |
|
403 |
|
|
(4,301 |
) |
|
395 |
|
|
(72 |
) |
|
(1,082 |
) |
|
|
27 |
|
|
(1,154 |
) |
Adjusted other income (loss) |
$ |
(469 |
) |
$ |
107 |
|
$ |
(913 |
) |
$ |
(423 |
) |
$ |
95 |
|
|
$ |
(618 |
) |
$ |
(328 |
) |
______________________________
(1) |
|
Reflects the add-back of management and advisory fee revenues for
the Consolidated Funds, which have been eliminated in
consolidation. |
(2) |
|
Reflects the add-back of
incentive fee revenues for the Consolidated Funds, which have been
eliminated in consolidation. |
(3) |
|
Reflects the removal of
compensation paid to certain employees as part of an acquisition
earn-out. |
(4) |
|
Reflects the removal of
equity-based compensation for awards granted prior to and in
connection with the IPO, profits interests issued by our non-wholly
owned subsidiaries, and unrealized mark-to-market changes in the
fair value of the profits interests issued in the private wealth
subsidiary. |
(5) |
|
Reflects the removal of lease
remeasurement adjustments, accelerated depreciation of leasehold
improvements for changes in lease terms, amortization of
intangibles, transaction-related costs and other non-core operating
income and expenses. |
(6) |
|
Reflects the removal of interest
income earned by the Consolidated Funds. |
(7) |
|
Reflects the removal of amounts
for Tax Receivable Agreements adjustments recognized as other
income (loss), gain associated with amounts received as part of
negotiations with a third party related to certain corporate
matters, loss on sale of subsidiary and the impact of consolidation
of the Consolidated Funds. |
|
|
|
The table below shows a reconciliation of income (loss) before
income tax to ANI and FRE.
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
Income (loss) before income tax |
$ |
66,980 |
|
|
(24,142 |
) |
$ |
94,515 |
|
$ |
54,842 |
|
$ |
57,888 |
|
|
$ |
125,023 |
|
$ |
112,730 |
|
Net income attributable to non-controlling interests in
subsidiaries(1) |
|
(10,321 |
) |
|
(15,537 |
) |
|
(12,822 |
) |
|
(18,951 |
) |
|
(17,812 |
) |
|
|
(20,861 |
) |
|
(36,763 |
) |
Net loss attributable to non-controlling interests in legacy
Greenspring entities |
|
3,966 |
|
|
2,222 |
|
|
33 |
|
|
1,255 |
|
|
4,031 |
|
|
|
6,832 |
|
|
5,286 |
|
Unrealized carried interest allocations |
|
(55,371 |
) |
|
129,584 |
|
|
(151,757 |
) |
|
25,170 |
|
|
(52,215 |
) |
|
|
(104,735 |
) |
|
(27,045 |
) |
Unrealized performance fee-related compensation |
|
28,712 |
|
|
(62,243 |
) |
|
84,014 |
|
|
(10,923 |
) |
|
27,748 |
|
|
|
52,923 |
|
|
16,825 |
|
Unrealized investment (income) loss |
|
(1,657 |
) |
|
5,559 |
|
|
(2,280 |
) |
|
(1,180 |
) |
|
(430 |
) |
|
|
(4,186 |
) |
|
(1,610 |
) |
Impact of Consolidated Funds |
|
(8,223 |
) |
|
(11,068 |
) |
|
(4,138 |
) |
|
(7,731 |
) |
|
(9,267 |
) |
|
|
(10,870 |
) |
|
(16,998 |
) |
Deferred incentive fees |
|
942 |
|
|
— |
|
|
1,450 |
|
|
6 |
|
|
2,445 |
|
|
|
942 |
|
|
2,451 |
|
Equity-based compensation(2) |
|
4,644 |
|
|
12,610 |
|
|
12,210 |
|
|
16,785 |
|
|
34,947 |
|
|
|
11,815 |
|
|
51,732 |
|
Amortization of intangibles |
|
10,661 |
|
|
10,661 |
|
|
10,423 |
|
|
10,250 |
|
|
10,250 |
|
|
|
21,322 |
|
|
20,500 |
|
Tax Receivable Agreements adjustments through earnings |
|
— |
|
|
222 |
|
|
90 |
|
|
— |
|
|
— |
|
|
|
— |
|
|
— |
|
Non-core items(3) |
|
(1,500 |
) |
|
6,335 |
|
|
16,780 |
|
|
4,137 |
|
|
11,349 |
|
|
|
(1,550 |
) |
|
15,486 |
|
Pre-tax ANI |
|
38,833 |
|
|
54,203 |
|
|
48,518 |
|
|
73,660 |
|
|
68,934 |
|
|
|
76,655 |
|
|
142,594 |
|
Income taxes(4) |
|
(8,660 |
) |
|
(12,087 |
) |
|
(10,802 |
) |
|
(16,419 |
) |
|
(15,365 |
) |
|
|
(17,094 |
) |
|
(31,784 |
) |
ANI |
|
30,173 |
|
|
42,116 |
|
|
37,716 |
|
|
57,241 |
|
|
53,569 |
|
|
|
59,561 |
|
|
110,810 |
|
Income taxes(4) |
|
8,660 |
|
|
12,087 |
|
|
10,802 |
|
|
16,419 |
|
|
15,365 |
|
|
|
17,094 |
|
|
31,784 |
|
Realized carried interest allocations |
|
(1,585 |
) |
|
(15,289 |
) |
|
(18,054 |
) |
|
(41,804 |
) |
|
(17,632 |
) |
|
|
(16,058 |
) |
|
(59,436 |
) |
Realized performance fee-related compensation(5) |
|
1,720 |
|
|
15,444 |
|
|
11,421 |
|
|
20,848 |
|
|
8,767 |
|
|
|
10,822 |
|
|
29,615 |
|
Realized investment income |
|
(1,423 |
) |
|
(3,508 |
) |
|
(1,057 |
) |
|
(1,415 |
) |
|
(1,621 |
) |
|
|
(1,980 |
) |
|
(3,036 |
) |
Adjusted incentive fees(6) |
|
(4,946 |
) |
|
(17,891 |
) |
|
(4,045 |
) |
|
(841 |
) |
|
(3,230 |
) |
|
|
(4,952 |
) |
|
(4,071 |
) |
Deferred incentive fees |
|
(942 |
) |
|
— |
|
|
(1,450 |
) |
|
(6 |
) |
|
(2,445 |
) |
|
|
(942 |
) |
|
(2,451 |
) |
Adjusted interest income(6) |
|
(728 |
) |
|
(287 |
) |
|
(817 |
) |
|
(1,150 |
) |
|
(1,653 |
) |
|
|
(915 |
) |
|
(2,803 |
) |
Interest expense |
|
2,108 |
|
|
2,562 |
|
|
2,649 |
|
|
2,990 |
|
|
3,512 |
|
|
|
4,120 |
|
|
6,502 |
|
Adjusted other (income) loss(6)(7) |
|
469 |
|
|
(107 |
) |
|
913 |
|
|
423 |
|
|
(95 |
) |
|
|
618 |
|
|
328 |
|
Net income attributable to non-controlling interests in
subsidiaries(1) |
|
10,321 |
|
|
15,537 |
|
|
12,822 |
|
|
18,951 |
|
|
17,812 |
|
|
|
20,861 |
|
|
36,763 |
|
FRE |
$ |
43,827 |
|
$ |
50,664 |
|
$ |
50,900 |
|
$ |
71,656 |
|
$ |
72,349 |
|
|
$ |
88,229 |
|
$ |
144,005 |
|
_______________________________
(1) |
|
Reflects the portion of pre-tax ANI attributable to non-controlling
interests in our subsidiaries and realized gains attributable to
the profits interests issued in the private wealth subsidiary: |
|
|
|
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
2024 |
FRE attributable to non-controlling interests in subsidiaries and
profits interests |
$ |
9,463 |
$ |
10,518 |
$ |
11,559 |
$ |
13,308 |
$ |
14,969 |
|
$ |
19,997 |
$ |
28,277 |
Performance related earnings / other (income) loss attributable to
non-controlling interests in subsidiaries and profits
interests |
|
858 |
|
5,019 |
|
1,263 |
|
5,643 |
|
2,843 |
|
|
864 |
|
8,486 |
Net
income attributable to non-controlling interests in
subsidiaries |
$ |
10,321 |
$ |
15,537 |
$ |
12,822 |
$ |
18,951 |
$ |
17,812 |
|
$ |
20,861 |
$ |
36,763 |
|
The contribution to total FRE attributable to non-controlling
interests in subsidiaries and profits interests and performance
related earnings / other (income) loss attributable to
non-controlling interests in subsidiaries and profits interests
presented above specifically related to the profits interests
issued in the private wealth subsidiary is presented below.
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
2024 |
FRE attributable to profits interests issued in the private wealth
subsidiary |
$ |
— |
$ |
— |
$ |
— |
$ |
574 |
$ |
2,051 |
|
$ |
— |
$ |
2,625 |
Performance related earnings / other (income) loss attributable to
profits interests issued in the private wealth subsidiary |
|
— |
|
3,074 |
|
— |
|
51 |
|
206 |
|
|
— |
|
257 |
Amounts attributable to profits interests issued in the private
wealth subsidiary |
$ |
— |
$ |
3,074 |
$ |
— |
$ |
625 |
$ |
2,257 |
|
$ |
— |
$ |
2,882 |
(2) |
|
Reflects equity-based compensation for awards granted prior to and
in connection with the IPO, profits interests issued by our
non-wholly owned subsidiaries, and unrealized mark-to-market
changes in the fair value of the profits interests issued in the
private wealth subsidiary. |
(3) |
|
Includes (income) expense related
to the following non-core operating income and expenses: |
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
|
2023 |
|
|
2024 |
|
Transaction costs |
$ |
163 |
|
$ |
670 |
|
$ |
3,985 |
|
$ |
672 |
|
$ |
140 |
|
|
$ |
200 |
|
$ |
812 |
|
Lease remeasurement adjustments |
|
— |
|
|
(106 |
) |
|
— |
|
|
— |
|
|
— |
|
|
|
— |
|
|
— |
|
Accelerated depreciation of leasehold improvements for changes in
lease terms |
|
631 |
|
|
631 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
1,262 |
|
|
— |
|
(Gain) loss on change in fair value for contingent consideration
obligation |
|
(2,868 |
) |
|
9,054 |
|
|
12,280 |
|
|
2,953 |
|
|
10,888 |
|
|
|
(4,117 |
) |
|
13,841 |
|
Compensation paid to certain employees as part of an acquisition
earn-out |
|
574 |
|
|
574 |
|
|
515 |
|
|
482 |
|
|
321 |
|
|
|
1,105 |
|
|
803 |
|
Gain from negotiation of certain corporate matters |
|
— |
|
|
(5,300 |
) |
|
— |
|
|
— |
|
|
— |
|
|
|
— |
|
|
— |
|
Loss on sale of subsidiary |
|
— |
|
|
812 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
— |
|
|
— |
|
Other non-core items |
|
— |
|
|
— |
|
|
— |
|
|
30 |
|
|
— |
|
|
|
— |
|
|
30 |
|
Total
non-core operating income and expenses |
$ |
(1,500 |
) |
$ |
6,335 |
|
$ |
16,780 |
|
$ |
4,137 |
|
$ |
11,349 |
|
|
$ |
(1,550 |
) |
$ |
15,486 |
|
(4) |
|
Represents corporate income taxes at a blended statutory rate
applied to pre-tax ANI: |
|
|
|
Three Months Ended |
|
|
Six Months Ended September 30, |
|
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
Federal statutory rate |
21.0 |
% |
|
21.0 |
% |
|
21.0 |
% |
|
21.0 |
% |
|
21.0 |
% |
|
|
21.0 |
% |
|
21.0 |
% |
Combined state, local and foreign rate |
1.3 |
% |
|
1.3 |
% |
|
1.3 |
% |
|
1.3 |
% |
|
1.3 |
% |
|
|
1.3 |
% |
|
1.3 |
% |
Blended statutory rate |
22.3 |
% |
|
22.3 |
% |
|
22.3 |
% |
|
22.3 |
% |
|
22.3 |
% |
|
|
22.3 |
% |
|
22.3 |
% |
(5) |
|
Includes carried interest-related compensation expense related to
the portion of net carried interest allocation revenue attributable
to equity holders of the Company’s consolidated subsidiaries that
are not 100% owned: |
|
|
|
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
Realized carried interest-related compensation |
$ |
— |
|
$ |
660 |
|
$ |
910 |
|
$ |
— |
|
$ |
— |
|
|
$ |
2,189 |
|
$ |
— |
|
(6) |
|
Excludes the impact of consolidating the Consolidated Funds. |
(7) |
|
Excludes amounts for Tax
Receivable Agreements adjustments recognized as other income (loss)
($(0.1) million for the three months ended March 31, 2024 and
$(0.2) million for the three months ended December 31, 2023), gain
associated with amounts received as part of negotiations with a
third party related to certain corporate matters ($5.3 million for
the three months ended December 31, 2023), and loss on sale of
subsidiary ($0.8 million for the three months ended December 31,
2023). |
|
|
|
Fee-Related Earnings Margin
FRE margin is a non-GAAP performance measure which is calculated
by dividing FRE by adjusted management and advisory fees, net. We
believe FRE margin is an important measure of profitability on
revenues that are largely recurring by nature. We believe FRE
margin is useful to investors because it enables them to better
evaluate the operating profitability of our business across
periods.
The table below shows a reconciliation of FRE to FRE margin.
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
FRE |
$ |
43,827 |
|
$ |
50,664 |
|
$ |
50,900 |
|
$ |
71,656 |
|
$ |
72,349 |
|
|
$ |
88,229 |
|
$ |
144,005 |
|
Adjusted management and advisory fees, net |
|
142,327 |
|
|
151,943 |
|
|
153,808 |
|
|
178,514 |
|
|
185,481 |
|
|
|
280,628 |
|
|
363,995 |
|
FRE
margin |
|
31 |
% |
|
33 |
% |
|
33 |
% |
|
40 |
% |
|
39 |
% |
|
|
31 |
% |
|
40 |
% |
|
Gross Realized Performance Fees
Gross realized performance fees represents realized carried
interest allocations and adjusted incentive fees, including the
deferred portion. We believe gross realized performance fees is
useful to investors because it presents the total performance fees
realized by us.
Net Realized Performance Fees
Net realized performance fees represents gross realized
performance fees, less realized performance fee-related
compensation. We believe net realized performance fees is useful to
investors because it presents the performance fees attributable to
us, net of amounts paid to employees as performance fee-related
compensation.
The table below shows a reconciliation of total performance fees
to gross and net realized performance fees.
|
|
Three Months Ended |
|
Six Months Ended September 30, |
(in thousands) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
Incentive fees |
$ |
4,946 |
|
$ |
17,891 |
|
$ |
2,496 |
|
$ |
841 |
|
$ |
3,155 |
|
|
$ |
4,952 |
|
$ |
3,996 |
|
Realized carried interest allocations |
|
1,585 |
|
|
15,289 |
|
|
18,054 |
|
|
41,804 |
|
|
17,632 |
|
|
|
16,058 |
|
|
59,436 |
|
Unrealized carried interest allocations |
|
55,371 |
|
|
(129,584 |
) |
|
151,757 |
|
|
(25,170 |
) |
|
52,215 |
|
|
|
104,735 |
|
|
27,045 |
|
Legacy Greenspring carried interest allocations |
|
(12,603 |
) |
|
(69,700 |
) |
|
31,093 |
|
|
(9,089 |
) |
|
13,917 |
|
|
|
(36,550 |
) |
|
4,828 |
|
Total
performance fees |
|
49,299 |
|
|
(166,104 |
) |
|
203,400 |
|
|
8,386 |
|
|
86,919 |
|
|
|
89,195 |
|
|
95,305 |
|
Unrealized carried interest allocations |
|
(55,371 |
) |
|
129,584 |
|
|
(151,757 |
) |
|
25,170 |
|
|
(52,215 |
) |
|
|
(104,735 |
) |
|
(27,045 |
) |
Legacy Greenspring carried interest allocations |
|
12,603 |
|
|
69,700 |
|
|
(31,093 |
) |
|
9,089 |
|
|
(13,917 |
) |
|
|
36,550 |
|
|
(4,828 |
) |
Incentive fee revenues for the Consolidated Funds(1) |
|
— |
|
|
— |
|
|
1,549 |
|
|
— |
|
|
75 |
|
|
|
— |
|
|
75 |
|
Deferred incentive fees |
|
942 |
|
|
— |
|
|
1,450 |
|
|
6 |
|
|
2,445 |
|
|
|
942 |
|
|
2,451 |
|
Gross
realized performance fees |
|
7,473 |
|
|
33,180 |
|
|
23,549 |
|
|
42,651 |
|
|
23,307 |
|
|
|
21,952 |
|
|
65,958 |
|
Realized performance fee-related compensation |
|
(1,720 |
) |
|
(15,444 |
) |
|
(11,421 |
) |
|
(20,848 |
) |
|
(8,767 |
) |
|
|
(10,822 |
) |
|
(29,615 |
) |
Net
realized performance fees |
$ |
5,753 |
|
$ |
17,736 |
|
$ |
12,128 |
|
$ |
21,803 |
|
$ |
14,540 |
|
|
$ |
11,130 |
|
$ |
36,343 |
|
______________________________
(1) |
|
Reflects the add-back of incentive fee revenues for the
Consolidated Funds, which have been eliminated in
consolidation. |
|
|
|
Adjusted Weighted-Average Shares and Adjusted Net Income
Per Share
ANI per share measures our per-share earnings assuming all Class
B units, Class C units and Class D units in the Partnership were
exchanged for Class A common stock in SSG, including the dilutive
impact of outstanding equity-based awards. ANI per share is
calculated as ANI divided by adjusted weighted-average shares
outstanding. We believe adjusted weighted-average shares and ANI
per share are useful to investors because they enable investors to
better evaluate per-share operating performance across reporting
periods.
The following table shows a reconciliation of diluted
weighted-average shares of Class A common stock outstanding to
adjusted weighted-average shares outstanding used in the
computation of ANI per share.
|
|
Three Months Ended |
|
|
Six Months Ended September 30, |
|
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
|
2023 |
|
|
2024 |
|
ANI |
$ |
30,173 |
|
$ |
42,116 |
|
$ |
37,716 |
|
$ |
57,241 |
|
$ |
53,569 |
|
|
$ |
59,561 |
|
$ |
110,810 |
|
|
|
|
|
|
|
|
|
|
|
Weighted-average shares of
Class A common stock outstanding – Basic |
|
62,858,468 |
|
|
64,068,952 |
|
|
64,194,859 |
|
|
66,187,754 |
|
|
68,772,051 |
|
|
|
62,846,708 |
|
|
67,486,964 |
|
Assumed vesting of RSUs |
|
801,014 |
|
|
333,402 |
|
|
512,946 |
|
|
673,854 |
|
|
921,166 |
|
|
|
601,620 |
|
|
798,186 |
|
Assumed vesting and exchange of Class B2 units |
|
2,538,647 |
|
|
2,553,899 |
|
|
2,573,762 |
|
|
1,732,153 |
|
|
— |
|
|
|
2,521,725 |
|
|
861,344 |
|
Assumed purchase under ESPP |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
2,098 |
|
|
|
— |
|
|
1,055 |
|
Exchange of Class B units in the Partnership(1) |
|
46,417,845 |
|
|
46,314,543 |
|
|
46,272,227 |
|
|
45,827,707 |
|
|
45,212,921 |
|
|
|
46,418,987 |
|
|
45,518,634 |
|
Exchange of Class C units in the Partnership(1) |
|
2,502,086 |
|
|
1,962,131 |
|
|
1,958,507 |
|
|
1,849,846 |
|
|
1,626,812 |
|
|
|
2,508,053 |
|
|
1,737,720 |
|
Exchange of Class D units in the Partnership(1) |
|
— |
|
|
— |
|
|
— |
|
|
2,239,185 |
|
|
2,239,185 |
|
|
|
— |
|
|
2,239,185 |
|
Adjusted weighted-average
shares |
|
115,118,060 |
|
|
115,232,927 |
|
|
115,512,301 |
|
|
118,510,499 |
|
|
118,774,233 |
|
|
|
114,897,093 |
|
|
118,643,088 |
|
|
|
|
|
|
|
|
|
|
|
ANI per share |
$ |
0.26 |
|
$ |
0.37 |
|
$ |
0.33 |
|
$ |
0.48 |
|
$ |
0.45 |
|
|
$ |
0.52 |
|
$ |
0.93 |
|
_______________________________
(1) |
|
Assumes the full exchange of Class B units, Class C units or Class
D units in the Partnership for Class A common stock of SSG pursuant
to the Class B Exchange Agreement, Class C Exchange Agreement or
Class D Exchange Agreement, respectively. |
|
|
|
Key Operating Metrics
We monitor certain operating metrics that are either common to
the asset management industry or that we believe provide important
data regarding our business. Refer to the Glossary below for a
definition of each of these metrics.
Fee-Earning AUM
|
|
Three Months Ended |
|
Six Months Ended September 30, |
|
Percentage Change |
(in millions) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
|
2023 |
|
|
2024 |
|
|
vs. FQ2'24 |
Separately Managed Accounts |
|
|
|
|
|
|
|
|
|
|
Beginning balance |
$ |
56,645 |
|
$ |
56,380 |
|
$ |
56,660 |
|
$ |
58,897 |
|
$ |
60,272 |
|
|
$ |
55,345 |
|
$ |
58,897 |
|
|
6 |
% |
Contributions(1) |
|
1,036 |
|
|
1,109 |
|
|
2,757 |
|
|
2,085 |
|
|
1,723 |
|
|
|
2,461 |
|
|
3,808 |
|
|
66 |
% |
Distributions(2) |
|
(1,459 |
) |
|
(1,397 |
) |
|
(795 |
) |
|
(830 |
) |
|
(535 |
) |
|
|
(1,888 |
) |
|
(1,365 |
) |
|
(63 |
)% |
Market value, FX and other(3) |
|
158 |
|
|
568 |
|
|
275 |
|
|
120 |
|
|
661 |
|
|
|
462 |
|
|
781 |
|
|
318 |
% |
Ending balance |
$ |
56,380 |
|
$ |
56,660 |
|
$ |
58,897 |
|
$ |
60,272 |
|
$ |
62,121 |
|
|
$ |
56,380 |
|
$ |
62,121 |
|
|
10 |
% |
|
|
|
|
|
|
|
|
|
|
|
Focused Commingled Funds |
|
|
|
|
|
|
|
|
|
|
Beginning balance |
$ |
30,762 |
|
$ |
30,905 |
|
$ |
32,772 |
|
$ |
34,961 |
|
$ |
40,084 |
|
|
$ |
30,086 |
|
$ |
34,961 |
|
|
30 |
% |
Contributions(1) |
|
992 |
|
|
1,898 |
|
|
2,429 |
|
|
5,653 |
|
|
2,122 |
|
|
|
1,788 |
|
|
7,775 |
|
|
114 |
% |
Distributions(2) |
|
(988 |
) |
|
(274 |
) |
|
(327 |
) |
|
(661 |
) |
|
(282 |
) |
|
|
(1,240 |
) |
|
(943 |
) |
|
(71 |
)% |
Market value, FX and other(3) |
|
139 |
|
|
243 |
|
|
87 |
|
|
131 |
|
|
370 |
|
|
|
271 |
|
|
501 |
|
|
166 |
% |
Ending balance |
$ |
30,905 |
|
$ |
32,772 |
|
$ |
34,961 |
|
$ |
40,084 |
|
$ |
42,294 |
|
|
$ |
30,905 |
|
$ |
42,294 |
|
|
37 |
% |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
|
|
|
|
|
|
|
Beginning balance |
$ |
87,407 |
|
$ |
87,285 |
|
$ |
89,432 |
|
$ |
93,858 |
|
$ |
100,356 |
|
|
$ |
85,431 |
|
$ |
93,858 |
|
|
15 |
% |
Contributions(1) |
|
2,028 |
|
|
3,007 |
|
|
5,186 |
|
|
7,738 |
|
|
3,845 |
|
|
|
4,249 |
|
|
11,583 |
|
|
90 |
% |
Distributions(2) |
|
(2,447 |
) |
|
(1,671 |
) |
|
(1,122 |
) |
|
(1,491 |
) |
|
(817 |
) |
|
|
(3,128 |
) |
|
(2,308 |
) |
|
(67 |
)% |
Market value, FX and other(3) |
|
297 |
|
|
811 |
|
|
362 |
|
|
251 |
|
|
1,031 |
|
|
|
733 |
|
|
1,282 |
|
|
247 |
% |
Ending balance |
$ |
87,285 |
|
$ |
89,432 |
|
$ |
93,858 |
|
$ |
100,356 |
|
$ |
104,415 |
|
|
$ |
87,285 |
|
$ |
104,415 |
|
|
20 |
% |
_______________________________
(1) |
|
Contributions consist of new capital commitments that earn fees on
committed capital and capital contributions to funds and accounts
that earn fees on net invested capital or NAV. |
(2) |
|
Distributions consist of returns
of capital from funds and accounts that pay fees on net invested
capital or NAV and reductions in fee-earning AUM from funds that
moved from a committed capital to net invested capital fee basis or
from funds and accounts that no longer pay fees. |
(3) |
|
Market value, FX and other
primarily consist of changes in market value appreciation
(depreciation) for funds that pay on NAV and the effect of foreign
exchange rate changes on non-U.S. dollar denominated
commitments. |
|
|
|
Asset Class Summary
|
|
Three Months Ended |
|
Percentage Change |
(in millions) |
September 30, 2023 |
December 31, 2023 |
March 31, 2024 |
June 30, 2024 |
September 30, 2024 |
|
vs. FQ2'24 |
FEAUM |
|
|
|
|
|
|
|
Private equity |
$ |
46,464 |
$ |
48,258 |
$ |
49,869 |
$ |
54,855 |
$ |
57,136 |
|
23 |
% |
Infrastructure |
|
20,122 |
|
19,789 |
|
20,114 |
|
20,377 |
|
20,986 |
|
4 |
% |
Private debt |
|
15,122 |
|
15,460 |
|
15,477 |
|
16,161 |
|
16,975 |
|
12 |
% |
Real estate |
|
5,577 |
|
5,925 |
|
8,398 |
|
8,963 |
|
9,318 |
|
67 |
% |
Total |
$ |
87,285 |
$ |
89,432 |
$ |
93,858 |
$ |
100,356 |
$ |
104,415 |
|
20 |
% |
|
|
|
|
|
|
|
|
Separately managed accounts |
$ |
56,380 |
$ |
56,660 |
$ |
58,897 |
$ |
60,272 |
$ |
62,121 |
|
10 |
% |
Focused commingled funds |
|
30,905 |
|
32,772 |
|
34,961 |
|
40,084 |
|
42,294 |
|
37 |
% |
Total |
$ |
87,285 |
$ |
89,432 |
$ |
93,858 |
$ |
100,356 |
$ |
104,415 |
|
20 |
% |
|
|
|
|
|
|
|
|
AUM(1) |
|
|
|
|
|
|
|
Private equity |
$ |
76,031 |
$ |
78,221 |
$ |
81,942 |
$ |
89,329 |
$ |
91,891 |
|
21 |
% |
Infrastructure |
|
28,678 |
|
28,307 |
|
30,003 |
|
32,756 |
|
35,392 |
|
23 |
% |
Private debt |
|
27,520 |
|
27,782 |
|
28,491 |
|
30,336 |
|
31,854 |
|
16 |
% |
Real estate |
|
13,612 |
|
14,646 |
|
16,201 |
|
16,912 |
|
16,996 |
|
25 |
% |
Total |
$ |
145,841 |
$ |
148,956 |
$ |
156,637 |
$ |
169,333 |
$ |
176,133 |
|
21 |
% |
|
|
|
|
|
|
|
|
Separately managed accounts |
$ |
85,387 |
$ |
88,890 |
$ |
93,938 |
$ |
103,003 |
$ |
107,252 |
|
26 |
% |
Focused commingled funds |
|
46,266 |
|
45,508 |
|
48,545 |
|
51,682 |
|
53,870 |
|
16 |
% |
Advisory AUM |
|
14,188 |
|
14,558 |
|
14,154 |
|
14,648 |
|
15,011 |
|
6 |
% |
Total |
$ |
145,841 |
$ |
148,956 |
$ |
156,637 |
$ |
169,333 |
$ |
176,133 |
|
21 |
% |
|
|
|
|
|
|
|
|
AUA |
|
|
|
|
|
|
|
Private equity |
$ |
264,327 |
$ |
266,246 |
$ |
270,350 |
$ |
279,909 |
$ |
255,125 |
|
(3 |
)% |
Infrastructure |
|
55,146 |
|
57,528 |
|
60,339 |
|
62,599 |
|
62,891 |
|
14 |
% |
Private debt |
|
18,026 |
|
17,916 |
|
21,976 |
|
22,280 |
|
19,328 |
|
7 |
% |
Real estate |
|
175,369 |
|
168,802 |
|
168,455 |
|
166,659 |
|
168,519 |
|
(4 |
)% |
Total |
$ |
512,868 |
$ |
510,492 |
$ |
521,120 |
$ |
531,447 |
$ |
505,863 |
|
(1 |
)% |
|
|
|
|
|
|
|
|
Total capital
responsibility(2) |
$ |
658,709 |
$ |
659,448 |
$ |
677,757 |
$ |
700,780 |
$ |
681,996 |
|
4 |
% |
_____________________________
Note: Amounts may not sum to total due to rounding. AUM/AUA
reflects final data for the prior period, adjusted for net new
client account activity through the period presented, and does not
include post-period investment valuation or cash activity. Net
asset value (“NAV”) data for underlying investments is as of the
prior period, as reported by underlying managers up to the business
day occurring on or after 100 days, or 115 days at the fiscal
year-end, following the prior period end. When NAV data is not
available by the business day occurring on or after 100 days, or
115 days at the fiscal year-end, following the prior period end,
such NAVs are adjusted for cash activity following the last
available reported NAV.
(1) |
|
Allocation of AUM by asset class is presented by underlying
investment asset classification. |
(2) |
|
Total capital responsibility
equals assets under management (AUM) plus assets under advisement
(AUA). |
|
|
|
Contacts
Shareholder Relations:Seth
Weissshareholders@stepstonegroup.com1-212-351-6106
Media:Brian Ruby / Chris Gillick / Matt
Lettiero, ICRStepStonePR@icrinc.com1-203-682-8268
Glossary
Assets under advisement, or “AUA,” consists of client assets for
which we do not have full discretion to make investment decisions
but play a role in advising the client or monitoring their
investments. We generally earn revenue for advisory-related
services on a contractual fixed fee basis. Advisory-related
services include asset allocation, strategic planning, development
of investment policies and guidelines, screening and recommending
investments, legal negotiations, monitoring and reporting on
investments, and investment manager review and due diligence.
Advisory fees vary by client based on the scope of services,
investment activity and other factors. Most of our advisory fees
are fixed, and therefore, increases or decreases in AUA do not
necessarily lead to proportionate changes in revenue. We believe
AUA is a useful metric for assessing the relative size of our
advisory business.
Our AUA is calculated as the sum of (i) the NAV of client
portfolio assets for which we do not have full discretion and (ii)
the unfunded commitments of clients to the underlying investments.
Our AUA reflects the investment valuations in respect of the
underlying investments of our client accounts on a three-month lag,
adjusted for new client account activity through the period end.
Our AUA does not include post-period investment valuation or cash
activity. AUA as of September 30, 2024 reflects final data for
the prior period (June 30, 2024), adjusted for net new client
account activity through September 30, 2024. NAV data for
underlying investments is as of June 30, 2024, as reported by
underlying managers up to the business day occurring on or after
100 days following June 30, 2024. When NAV data is not
available by the business day occurring on or after 100 days
following June 30, 2024, such NAVs are adjusted for cash
activity following the last available reported NAV.
Assets under management, or “AUM,” primarily reflects the assets
associated with our separately managed accounts (“SMAs”) and
focused commingled funds. We classify assets as AUM if we have full
discretion over the investment decisions in an account or have
responsibility or custody of assets. Although management fees are
based on a variety of factors and are not linearly correlated with
AUM, we believe AUM is a useful metric for assessing the relative
size and scope of our asset management business.
Our AUM is calculated as the sum of (i) the net asset value
(“NAV”) of client portfolio assets, including the StepStone Funds
and (ii) the unfunded commitments of clients to the underlying
investments and the StepStone Funds. Our AUM reflects the
investment valuations in respect of the underlying investments of
our funds and accounts on a three-month lag, adjusted for new
client account activity through the period end. Our AUM does not
include post-period investment valuation or cash activity. AUM as
of September 30, 2024 reflects final data for the prior period
(June 30, 2024), adjusted for net new client account activity
through September 30, 2024. NAV data for underlying
investments is as of June 30, 2024, as reported by underlying
managers up to the business day occurring on or after 100 days
following June 30, 2024. When NAV data is not available by the
business day occurring on or after 100 days following June 30,
2024, such NAVs are adjusted for cash activity following the last
available reported NAV.
Consolidated Funds refer to the StepStone Funds that we are
required to consolidate as of the applicable reporting period. We
consolidate funds and other entities in which we hold a controlling
financial interest.
Consolidated VIEs refer to the variable interest entities that
we are required to consolidate as of the applicable reporting
period. We consolidate VIEs in which we hold a controlling
financial interest.
Fee-earning AUM, or “FEAUM,” reflects the assets from which we
earn management fee revenue (i.e., fee basis) and includes assets
in our SMAs, focused commingled funds and assets held directly by
our clients for which we have fiduciary oversight and are paid fees
as the manager of the assets. Our SMAs and focused commingled funds
typically pay management fees based on capital commitments, net
invested capital and, in certain cases, NAV, depending on the fee
terms. Management fees are only marginally affected by market
appreciation or depreciation because substantially all of the
StepStone Funds pay management fees based on capital commitments or
net invested capital. As a result, management fees and FEAUM are
not materially affected by changes in market value. We believe
FEAUM is a useful metric in order to assess assets forming the
basis of our management fee revenue.
Legacy Greenspring entities refers to certain entities for which
the Company, indirectly through its subsidiaries, became the sole
and/or managing member in connection with the Greenspring
acquisition.
SSG refers solely to StepStone Group Inc., a Delaware
corporation, and not to any of its subsidiaries.
StepStone Funds refer to SMAs and focused commingled funds of
the Company, including acquired Greenspring funds, for which the
Partnership or one of its subsidiaries acts as both investment
adviser and general partner or managing member.
The Partnership refers solely to StepStone Group LP, a Delaware
limited partnership, and not to any of its subsidiaries.
Total capital responsibility equals AUM plus AUA. AUM includes
any accounts for which StepStone Group has full discretion over the
investment decisions, has responsibility to arrange or effectuate
transactions, or has custody of assets. AUA refers to accounts for
which StepStone Group provides advice or consultation but for which
the firm does not have discretionary authority, responsibility to
arrange or effectuate transactions, or custody of assets.
Undeployed fee-earning capital represents the amount of capital
commitments to StepStone Funds that has not yet been invested or
considered active but will generate management fee revenue once
invested or activated. We believe undeployed fee-earning capital is
a useful metric for measuring the amount of capital that we can put
to work in the future and thus earn management fee revenue
thereon.
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