Silvercrest Asset Management Group Inc. (NASDAQ: SAMG) (the
“Company” or “Silvercrest”) today reported the results of its
operations for the quarter ended September 30, 2024.
Business Update
Supportive markets and improving economic conditions helped
Silvercrest’s assets under management (“AUM”) growth during the
third quarter, pointing to improved top-line revenue. The firm also
saw improved business development results and will report a robust
pipeline of new business opportunities. A persistent trend of the
market’s recovery since 2022 has been the narrow leadership of
Large Cap Growth equities. We noted during our second quarter
earnings call that, despite progress in the market, Large Cap Value
and Small Cap stocks, had actually declined during that quarter. We
have been pleased to see broader company market participation
throughout the third quarter and an increase in equities across the
market cap spectrum, which benefits Silvercrest’s diversified
wealth management business as well as our exposure to the small cap
institutional business. The increases during the quarter bode well
for future revenue. We are optimistic about securing significant
organic net flows over the next two quarters.
Silvercrest’s discretionary AUM increased $1.0 billion during
the quarter to $22.6 billion, primarily due to rising markets. This
net increase in discretionary AUM – which drives revenue –
represents a 5% increase since the second quarter and a
year-over-year increase of 10% since the third quarter of 2023. New
client accounts and relationships increased during the quarter, led
by new Silvercrest Small Cap Opportunity mandates. While we report
discretionary outflows during the third quarter, the outflows were
revenue neutral to the firm. Overall, total asset flows and market
increases were a net positive for the firm and should drive an
increase in fourth-quarter revenue. Total AUM at the end of the
third quarter was $35.1 billion. Total AUM increased year-over-year
from the third quarter of 2023, up 13%. Despite these increases,
Silvercrest has been investing in the future growth of the
business, which has resulted in higher total compensation and which
we have adjusted for on a quarterly basis. As a result, while
top-line revenue has increased, most metrics of the business are
down due to these higher expenses.
Silvercrest's pipeline of new institutional business
opportunities increased during the third quarter by 20% and now
stands at $1.2 billion. Importantly, the firm’s pipeline does not
yet include potential mandates for our new Global Equity strategy
which has a high capacity for significant inflows. Over the past
two quarters, we have worked to build the infrastructure to support
the team and strategy while undertaking business development. We
are optimistic about near-term positive AUM flows and resulting
revenue increases to result from the pipeline.
I have consistently mentioned that Silvercrest has never had
more business opportunities underway. We have made and will make
investments to drive future growth in the business. We expect to
make more hires to complement our outstanding professional team and
to drive future growth. Silvercrest continues to accrue a higher
interim percentage of revenue for compensation for this purpose,
and, as mentioned, we will continue to adjust compensation levels
to match these important investments in the business and will keep
you informed of our plans and the progress of these
investments.
We continue to see substantial new opportunities globally for a
firm with our high-quality capabilities, coupled with superior
client service.
On October 30, 2024, the Company’s Board of Directors approved a
quarterly dividend of $0.20 per share of Class A common
stock. The dividend will be paid on or about December 20,
2024 to stockholders of record as of the close of business on
December 13, 2024.
Third Quarter 2024
Highlights
- Total Assets Under Management (“AUM”) of $35.1 billion,
inclusive of discretionary AUM of $22.6 billion and
non-discretionary AUM of $12.5 billion at September 30,
2024.
- Revenue of $30.4 million.
- U.S. Generally Accepted Accounting Principles (“GAAP”)
consolidated net income and net income attributable to Silvercrest
of $3.7 million and $2.3 million, respectively.
- Basic and diluted net income per share of $0.24.
- Adjusted Earnings Before Interest, Taxes, Depreciation and
Amortization (“EBITDA”)1 of $6.3 million.
- Adjusted net income1 of $3.8 million.
- Adjusted basic and diluted earnings per share1, 2 of $0.27 and
$0.26, respectively.
The table below presents a comparison of certain GAAP and
non-GAAP (“Adjusted”) financial measures and AUM.
|
|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
(in thousands except as indicated) |
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
Revenue |
|
$ |
30,424 |
|
|
$ |
29,704 |
|
|
$ |
91,689 |
|
|
$ |
88,868 |
|
Income before other income
(expense), net |
|
$ |
4,457 |
|
|
$ |
6,519 |
|
|
$ |
15,670 |
|
|
$ |
19,788 |
|
Net income |
|
$ |
3,730 |
|
|
$ |
5,380 |
|
|
$ |
13,025 |
|
|
$ |
15,825 |
|
Net income margin |
|
|
12.3 |
% |
|
|
18.1 |
% |
|
|
14.2 |
% |
|
|
17.8 |
% |
Net income attributable to
Silvercrest |
|
$ |
2,252 |
|
|
$ |
3,216 |
|
|
$ |
7,917 |
|
|
$ |
9,505 |
|
Net income per basic share |
|
$ |
0.24 |
|
|
$ |
0.34 |
|
|
$ |
0.83 |
|
|
$ |
1.01 |
|
Net income per diluted share |
|
$ |
0.24 |
|
|
$ |
0.34 |
|
|
$ |
0.83 |
|
|
$ |
1.00 |
|
Adjusted EBITDA1 |
|
$ |
6,346 |
|
|
$ |
8,000 |
|
|
$ |
21,031 |
|
|
$ |
24,297 |
|
Adjusted EBITDA Margin1 |
|
|
20.9 |
% |
|
|
26.9 |
% |
|
|
22.9 |
% |
|
|
27.3 |
% |
Adjusted net income1 |
|
$ |
3,801 |
|
|
$ |
5,136 |
|
|
$ |
12,921 |
|
|
$ |
15,055 |
|
Adjusted basic earnings per
share1, 2 |
|
$ |
0.27 |
|
|
$ |
0.37 |
|
|
$ |
0.93 |
|
|
$ |
1.08 |
|
Adjusted diluted earnings per
share1, 2 |
|
$ |
0.26 |
|
|
$ |
0.36 |
|
|
$ |
0.89 |
|
|
$ |
1.05 |
|
Assets under management at period
end (billions) |
|
$ |
35.1 |
|
|
$ |
31.2 |
|
|
$ |
35.1 |
|
|
$ |
31.2 |
|
Average assets under management
(billions)3 |
|
$ |
34.2 |
|
|
$ |
31.6 |
|
|
$ |
34.3 |
|
|
$ |
30.1 |
|
_________________
1 |
Adjusted measures are non-GAAP measures and are explained and
reconciled to the comparable GAAP measures in Exhibits 2 and
3. |
2 |
Adjusted basic and diluted
earnings per share measures for the three and nine months ended
September 30, 2024 are based on the number of shares of Class
A common stock and Class B common stock outstanding as of
September 30, 2024. Adjusted diluted earnings per share are
further based on the addition of unvested restricted stock units,
and non-qualified stock options to the extent dilutive at the end
of the reporting period. |
3 |
We have computed average AUM by
averaging AUM at the beginning of the applicable period and AUM at
the end of the applicable period. |
|
|
AUM at $35.1 Billion
Silvercrest’s discretionary assets under management increased by
$2.1 billion, or 10.2%, to $22.6 billion at September 30,
2024, from $20.5 billion at September 30, 2023. The increase
was attributable to market appreciation of $4.1 billion partially
offset by net client outflows of $2.0 billion. Silvercrest’s total
AUM increased by $3.9 billion, or 12.5%, to $35.1 billion at
September 30, 2024, from $31.2 billion at September 30,
2023. The increase was attributable to market appreciation of $5.7
billion partially offset by net client outflows of $1.8
billion.
Silvercrest’s discretionary assets under management increased by
$1.0 billion, or 4.6%, to $22.6 billion at September 30, 2024,
from $21.6 billion at June 30, 2024. The increase was attributable
to market appreciation of $1.3 billion and net client outflows of
$0.3 billion. Silvercrest’s total AUM increased by $1.7 billion, or
5.1%, to $35.1 billion at September 30, 2024, from $33.4
billion at June 30, 2024. The increase was attributable to market
appreciation of $1.9 billion and net client outflows of $0.2
billion.
Third Quarter 2024 vs. Third Quarter 2023
Revenue increased by $0.7 million, or 2.4%, to $30.4 million for
the three months ended September 30, 2024, from $29.7 million
for the three months ended September 30, 2023. This increase
was driven by market appreciation partially offset by net client
outflows.
Total expenses increased by $2.8 million, or 12.0%, to $26.0
million for the three months ended September 30, 2024, from
$23.2 million for the three months ended September 30, 2023.
Compensation and benefits expense increased by $1.9 million, or
11.4%, to $18.6 million for the three months ended
September 30, 2024, from $16.7 million for the three months
ended September 30, 2023. The increase was primarily
attributable to increases in the accrual for bonuses of $0.7
million, severance expense of $0.2 million, equity-based
compensation of $0.2 million and salaries and benefits of $0.8
million primarily as a result of merit-based increases.
General and administrative expenses increased by $0.9 million, or
13.4%, to $7.4 million for the three months ended
September 30, 2024, from $6.5 million for the three months
ended September 30, 2023. This was primarily attributable to
increases in occupancy and related costs of $0.1 million,
professional fees of $0.2 million, portfolio and systems expense of
$0.3 million and trade errors of $0.3 million.
Consolidated net income was $3.7 million or 12.3% of revenue for
the three months ended September 30, 2024, as compared to
consolidated net income of $5.4 million or 18.1% of revenue for the
same period in the prior year. Net income attributable to
Silvercrest was $2.3 million, or $0.24 per basic share and diluted
share for the three months ended September 30, 2024. Our
Adjusted Net Income1 was $3.8 million, or $0.27 per adjusted basic
share1, 2 and $0.26 per adjusted diluted share1, 2 for the three
months ended September 30, 2024.
Adjusted EBITDA1 was $6.3 million, or 20.9% of revenue for the
three months ended September 30, 2024, as compared to $8.0
million or 26.9% of revenue for the same period in the prior
year.
Nine Months Ended September 30, 2024 vs. Nine Months
Ended September 30, 2023
Revenue increased by $2.8 million, or 3.2%, to $91.7 million for
the nine months ended September 30, 2024, from $88.9 million
for the nine months ended September 30, 2023. This increase
was driven by market appreciation partially offset by net client
outflows.
Total expenses increased by $6.9 million, or 10.0%, to $76.0
million for the nine months ended September 30, 2024, from
$69.1 million for the nine months ended September 30, 2023.
Compensation and benefits expense increased by $4.8 million, or
9.6%, to $54.8 million for the nine months ended September 30,
2024, from $50.0 million for the nine months ended
September 30, 2023. The increase was primarily attributable to
increases in the accrual for bonuses of $3.0 million, severance
expense of $0.2 million, equity-based compensation of $0.3 million
and salaries and benefits of $1.3 million primarily as a
result of merit-based increases. General and administrative
expenses increased by $2.1 million, or 11.1%, to $21.3 million for
the nine months ended September 30, 2024, from $19.1 million
for the nine months ended September 30, 2023. This was
primarily attributable to increases in travel and entertainment
expenses of $0.2 million, occupancy and related costs of $0.2
million, professional fees of $0.6 million, portfolio and systems
expenses of $0.4 million, recruiting expenses of $0.3 million,
trade errors of $0.3 million and depreciation and amortization
expense of $0.1 million.
Consolidated net income was $13.0 million or 14.2% of revenue
for the nine months ended September 30, 2024, as compared to
consolidated net income of $15.8 million or 17.8% of revenue for
the same period in the prior year. Net income attributable to
Silvercrest was $7.9 million, or $0.83 per basic share and diluted
share for the nine months ended September 30, 2024. Our
Adjusted Net Income1 was $12.9 million, or $0.93 per adjusted basic
share1, 2 and $0.89 per adjusted diluted share1, 2 for the nine
months ended September 30, 2024.
Adjusted EBITDA1 was $21.0 million or 22.9% of revenue for the
nine months ended September 30, 2024, as compared to $24.3
million or 27.3% of revenue for the same period in the prior
year.
Liquidity and Capital Resources
Cash and cash equivalents were $58.1 million at
September 30, 2024, compared to $70.3 million at December 31,
2023. As of September 30, 2024, there was nothing
outstanding under our term loan or under our revolving credit
facility with City National Bank.
Silvercrest’s total equity was $84.6 million at
September 30, 2024. We had 9,503,410 shares of Class A
common stock outstanding and 4,406,295 shares of Class B common
stock outstanding at September 30, 2024.
Non-GAAP Financial Measures
To provide investors with additional insight, promote
transparency and allow for a more comprehensive understanding of
the information used by management in its financial and operational
decision-making, we supplement our consolidated financial
statements presented on a basis consistent with GAAP with Adjusted
EBITDA, Adjusted EBITDA Margin, Adjusted Net Income and Adjusted
Earnings Per Share, which are non-GAAP financial measures of
earnings. These adjustments, and the non-GAAP financial
measures that are derived from them, provide supplemental
information to analyze our operations between periods and over
time. Investors should consider our non-GAAP financial measures in
addition to, and not as a substitute for, financial measures
prepared in accordance with GAAP.
- EBITDA represents net income before provision for income taxes,
interest income, interest expense, depreciation and
amortization.
- We define Adjusted EBITDA as EBITDA without giving effect to
the Delaware franchise tax, professional fees associated with
acquisitions or financing transactions, gains on extinguishment of
debt or other obligations related to acquisitions, impairment
charges and losses on disposals or abandonment of assets and
leaseholds, client reimbursements and fund redemption costs,
severance and other similar expenses, but including partner
incentive allocations, prior to our initial public offering, as an
expense. We believe that it is important to management and
investors to supplement our consolidated financial statements
presented on a GAAP basis with Adjusted EBITDA, a non-GAAP
financial measure of earnings, as this measure provides a
perspective of recurring earnings of the Company, taking into
account earnings attributable to both Class A and Class B
stockholders.
- Adjusted EBITDA Margin is calculated by dividing Adjusted
EBITDA by total revenue. We believe that it is important to
management and investors to supplement our consolidated financial
statements presented on a GAAP basis with Adjusted EBITDA Margin, a
non-GAAP financial measure of earnings, as this measure provides a
perspective of recurring profitability of the Company, taking into
account profitability attributable to both Class A and Class B
stockholders.
- Adjusted Net Income represents recurring net income without
giving effect to professional fees associated with acquisitions or
financing transactions, losses on forgiveness of notes receivable
from our principals, gains on extinguishment of debt or other
obligations related to acquisitions, impairment charges and losses
on disposals or abandonment of assets and leaseholds, client
reimbursements and fund redemption costs, severance and other
similar expenses, but including partner incentive allocations,
prior to our initial public offering, as an expense. Furthermore,
Adjusted Net Income includes income tax expense assuming a blended
corporate rate of 26%. We believe that it is important to
management and investors to supplement our consolidated financial
statements presented on a GAAP basis with Adjusted Net Income, a
non-GAAP financial measure of earnings, as this measure provides a
perspective of recurring income of the Company, taking into account
income attributable to both Class A and Class B
stockholders.
- Adjusted Earnings Per Share represents Adjusted Net Income
divided by the actual Class A and Class B shares outstanding as of
the end of the reporting period for basic Adjusted Earnings Per
Share, and to the extent dilutive, we add unvested restricted stock
units and non-qualified stock options to the total shares
outstanding to compute diluted Adjusted Earnings Per Share. As a
result of our structure, which includes a non-controlling interest,
we believe that it is important to management and investors to
supplement our consolidated financial statements presented on a
GAAP basis with Adjusted Earnings Per Share, a non-GAAP financial
measure of earnings, as this measure provides a perspective of
recurring earnings per share of the Company as a whole as opposed
to being limited to our Class A common stock.
Conference Call
The Company will host a conference call on November 1, 2024, at
8:30 am (Eastern Time) to discuss these results. Hosting the call
will be Richard R. Hough III, Chief Executive Officer, and
President and Scott A. Gerard, Chief Financial Officer. Listeners
may access the call by dialing 1-844-836-8743 or for international
listeners the call may be accessed by dialing 1-412-317-5723.
A live, listen-only webcast will also be available via the investor
relations section of www.silvercrestgroup.com. An archived
replay of the call will be available after the completion of the
live call on the Investor Relations page of the Silvercrest website
at http://ir.silvercrestgroup.com/.
Forward-Looking Statements and Other
Disclosures
This release contains, and from time to time our management may
make, forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, each as amended. For those statements, we
claim the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform
Act of 1995. These forward-looking statements are subject to
risks, uncertainties and assumptions. These statements are only
predictions based on our current expectations and projections about
future events. Important factors that could cause actual results,
level of activity, performance or achievements to differ materially
from those indicated by such forward-looking statements include,
but are not limited to: incurrence of net losses; fluctuations in
quarterly and annual results; adverse economic or market
conditions; our expectations with respect to future levels of
assets under management, inflows and outflows; our ability to
retain clients; our ability to maintain our fee structure; our
particular choices with regard to investment strategies employed;
our ability to hire and retain qualified investment professionals;
the cost of complying with current and future regulation coupled
with the cost of defending ourselves from related investigations or
litigation; failure of our operational safeguards against breaches
in data security, privacy, conflicts of interest or employee
misconduct; our expected tax rate; our expectations with respect to
deferred tax assets, adverse economic or market conditions;
incurrence of net losses; adverse effects of management focusing on
implementation of a growth strategy; failure to develop and
maintain the Silvercrest brand; and other factors disclosed under
“Risk Factors” in our annual report on Form 10-K for the year ended
December 31, 2023, which is accessible on the U.S. Securities and
Exchange Commission’s website at www.sec.gov. We undertake no
obligation to publicly update or review any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as required by law.
About Silvercrest
Silvercrest was founded in April 2002 as an independent,
employee-owned registered investment adviser. With offices in New
York, Boston, Virginia, New Jersey, California and Wisconsin,
Silvercrest provides traditional and alternative investment
advisory and family office services to wealthy families and select
institutional investors.
Silvercrest Asset Management Group
Inc.
Contact: Richard Hough
212-649-0601rhough@silvercrestgroup.com
Exhibit 1
Silvercrest Asset Management Group Inc. |
Condensed Consolidated Statements of Operations |
(Unaudited and in thousands, except share and per share amounts or
as noted) |
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue |
|
|
|
|
|
|
|
|
|
|
|
Management and advisory fees |
$ |
29,380 |
|
|
$ |
28,425 |
|
|
$ |
88,445 |
|
|
$ |
85,445 |
|
Family office services |
|
1,044 |
|
|
|
1,279 |
|
|
|
3,244 |
|
|
|
3,423 |
|
Total revenue |
|
30,424 |
|
|
|
29,704 |
|
|
|
91,689 |
|
|
|
88,868 |
|
Expenses |
|
|
|
|
|
|
|
|
|
|
|
Compensation and benefits |
|
18,598 |
|
|
|
16,691 |
|
|
|
54,760 |
|
|
|
49,945 |
|
General and administrative |
|
7,369 |
|
|
|
6,494 |
|
|
|
21,259 |
|
|
|
19,135 |
|
Total expenses |
|
25,967 |
|
|
|
23,185 |
|
|
|
76,019 |
|
|
|
69,080 |
|
Income before other
(expense) income, net |
|
4,457 |
|
|
|
6,519 |
|
|
|
15,670 |
|
|
|
19,788 |
|
Other (expense) income,
net |
|
|
|
|
|
|
|
|
|
|
|
Other (expense) income, net |
|
10 |
|
|
|
(37 |
) |
|
|
25 |
|
|
|
31 |
|
Interest income |
|
374 |
|
|
|
376 |
|
|
|
1,010 |
|
|
|
421 |
|
Interest expense |
|
(15 |
) |
|
|
(86 |
) |
|
|
(95 |
) |
|
|
(314 |
) |
Total other (expense) income, net |
|
369 |
|
|
|
253 |
|
|
|
940 |
|
|
|
138 |
|
Income before provision
for income taxes |
|
4,826 |
|
|
|
6,772 |
|
|
|
16,610 |
|
|
|
19,926 |
|
Provision for income taxes |
|
(1,096 |
) |
|
|
(1,392 |
) |
|
|
(3,585 |
) |
|
|
(4,101 |
) |
Net income |
|
3,730 |
|
|
|
5,380 |
|
|
|
13,025 |
|
|
|
15,825 |
|
Less: net income attributable to non-controlling interests |
|
(1,478 |
) |
|
|
(2,164 |
) |
|
|
(5,108 |
) |
|
|
(6,320 |
) |
Net income attributable to Silvercrest |
$ |
2,252 |
|
|
$ |
3,216 |
|
|
$ |
7,917 |
|
|
$ |
9,505 |
|
Net income per
share: |
|
|
|
|
|
|
|
|
|
|
|
Basic |
$ |
0.24 |
|
|
$ |
0.34 |
|
|
$ |
0.83 |
|
|
$ |
1.01 |
|
Diluted |
$ |
0.24 |
|
|
$ |
0.34 |
|
|
$ |
0.83 |
|
|
$ |
1.00 |
|
Weighted average shares
outstanding: |
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
9,541,407 |
|
|
|
9,354,747 |
|
|
|
9,510,495 |
|
|
|
9,452,576 |
|
Diluted |
|
9,579,172 |
|
|
|
9,378,479 |
|
|
|
9,547,659 |
|
|
|
9,478,090 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit 2
Silvercrest Asset Management Group Inc. |
Reconciliation of GAAP to non-GAAP (“Adjusted”) Adjusted EBITDA
Measure |
(Unaudited and in thousands, except share and per share amounts or
as noted) |
|
Adjusted
EBITDA |
Three Months EndedSeptember 30, |
|
|
Nine Months EndedSeptember 30, |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
Reconciliation of
non-GAAP financial measure: |
|
|
|
|
|
|
|
|
|
|
|
Net income |
$ |
3,730 |
|
|
$ |
5,380 |
|
|
$ |
13,025 |
|
|
$ |
15,825 |
|
Provision for income taxes |
|
1,096 |
|
|
|
1,392 |
|
|
|
3,585 |
|
|
|
4,101 |
|
Delaware Franchise Tax |
|
50 |
|
|
|
50 |
|
|
|
150 |
|
|
|
150 |
|
Interest expense |
|
15 |
|
|
|
86 |
|
|
|
95 |
|
|
|
314 |
|
Interest income |
|
(374 |
) |
|
|
(376 |
) |
|
|
(1,010 |
) |
|
|
(421 |
) |
Depreciation and
amortization |
|
1,034 |
|
|
|
996 |
|
|
|
3,111 |
|
|
|
3,012 |
|
Equity-based compensation |
|
535 |
|
|
|
353 |
|
|
|
1,374 |
|
|
|
1,047 |
|
Other adjustments (A) |
|
260 |
|
|
|
119 |
|
|
|
701 |
|
|
|
269 |
|
Adjusted
EBITDA |
$ |
6,346 |
|
|
$ |
8,000 |
|
|
$ |
21,031 |
|
|
$ |
24,297 |
|
Adjusted EBITDA
Margin |
|
20.9 |
% |
|
|
26.9 |
% |
|
|
22.9 |
% |
|
|
27.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(A) Other adjustments consist of the following:
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
Acquisition costs (a) |
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
5 |
|
Severance |
|
193 |
|
|
|
— |
|
|
|
253 |
|
|
|
19 |
|
Other (b) |
|
67 |
|
|
|
119 |
|
|
|
448 |
|
|
|
245 |
|
Total other
adjustments |
$ |
260 |
|
|
$ |
119 |
|
|
$ |
701 |
|
|
$ |
269 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
For the nine
months ended September 30, 2023, represents professional fees of $5
related to the acquisition of Cortina. |
|
|
(b) |
For the three months ended September30, 2024, represents an ASC
842 rent adjustment of $48 related to the amortization of property
lease incentives, data conversion costs of $14 and software
implementation costs of $5. For the nine months ended
September 30, 2024, represents a fair value adjustment to the
Neosho contingent purchase price consideration of $12, an ASC 842
rent adjustment of $144 related to the amortization of property
lease incentives, sign on bonuses paid to certain employees of
$188, professional fees of $26 related to a transfer pricing
project, legal fees of $46, data conversion costs of $14 and
software implementation costs of $18. For the three months
ended September 30, 2023, represents an adjustment to the fair
value of the tax receivable agreement of $40, an ASC 842 rent
adjustment of $48 related to the amortization of property lease
incentives, $23 related to moving costs and software implementation
costs of $8. For the nine months ended September 30, 2023,
represents an adjustment to the fair value of the tax receivable
agreement of $40, an ASC 842 rent adjustment of $144 related to the
amortization of property lease incentives, $35 related to moving
costs, software implementation costs of $28 and a fair value
adjustment to the Cortina contingent purchase price consideration
of ($2). |
Exhibit 3
Silvercrest Asset Management Group Inc. |
Reconciliation of GAAP to non-GAAP (“Adjusted”) |
Adjusted Net Income and Adjusted Earnings Per Share Measures |
(Unaudited and in thousands, except per share amounts or as
noted) |
|
Adjusted Net Income
and Adjusted Earnings Per Share |
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2023 |
|
Reconciliation of
non-GAAP financial measure: |
|
|
|
|
|
|
|
|
|
|
|
Net income |
$ |
3,730 |
|
|
$ |
5,380 |
|
|
$ |
13,025 |
|
|
$ |
15,825 |
|
Consolidated GAAP Provision for
income taxes |
|
1,096 |
|
|
|
1,392 |
|
|
|
3,585 |
|
|
|
4,101 |
|
Delaware Franchise Tax |
|
50 |
|
|
|
50 |
|
|
|
150 |
|
|
|
150 |
|
Other adjustments (A) |
|
260 |
|
|
|
119 |
|
|
|
701 |
|
|
|
269 |
|
Adjusted earnings before
provision for income taxes |
|
5,136 |
|
|
|
6,941 |
|
|
|
17,461 |
|
|
|
20,345 |
|
Adjusted provision for income
taxes: |
|
|
|
|
|
|
|
|
|
|
|
Adjusted provision for income
taxes (26% assumed tax rate) |
|
(1,335 |
) |
|
|
(1,805 |
) |
|
|
(4,540 |
) |
|
|
(5,290 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net
income |
$ |
3,801 |
|
|
$ |
5,136 |
|
|
$ |
12,921 |
|
|
$ |
15,055 |
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP net income per share
(B): |
|
|
|
|
|
|
|
|
|
|
|
Basic |
$ |
0.24 |
|
|
$ |
0.34 |
|
|
$ |
0.83 |
|
|
$ |
1.01 |
|
Diluted |
$ |
0.24 |
|
|
$ |
0.34 |
|
|
$ |
0.83 |
|
|
$ |
1.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted earnings per
share/unit (B): |
|
|
|
|
|
|
|
|
|
|
|
Basic |
$ |
0.27 |
|
|
$ |
0.37 |
|
|
$ |
0.93 |
|
|
$ |
1.08 |
|
Diluted |
$ |
0.26 |
|
|
$ |
0.36 |
|
|
$ |
0.89 |
|
|
$ |
1.05 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares/units
outstanding: |
|
|
|
|
|
|
|
|
|
|
|
Basic Class A shares
outstanding |
|
9,503 |
|
|
|
9,342 |
|
|
|
9,503 |
|
|
|
9,342 |
|
Basic Class B shares/units
outstanding |
|
4,406 |
|
|
|
4,545 |
|
|
|
4,406 |
|
|
|
4,545 |
|
Total basic shares/units
outstanding |
|
13,909 |
|
|
|
13,887 |
|
|
|
13,909 |
|
|
|
13,887 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Class A shares
outstanding (C) |
|
9,541 |
|
|
|
9,366 |
|
|
|
9,541 |
|
|
|
9,366 |
|
Diluted Class B shares/units
outstanding (D) |
|
5,001 |
|
|
|
4,956 |
|
|
|
5,001 |
|
|
|
4,956 |
|
Total diluted shares/units
outstanding |
|
14,542 |
|
|
|
14,322 |
|
|
|
14,542 |
|
|
|
14,322 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(A) |
See A in
Exhibit 2. |
|
|
(B) |
GAAP earnings per share is strictly attributable to Class A
stockholders. Adjusted earnings per share takes into account
earnings attributable to both Class A and Class B
stockholders. |
|
|
(C) |
Includes 37,109 and 23,732 unvested restricted stock units at
September 30, 2024 and 2023, respectively. |
|
|
(D) |
Includes 228,117 and 264,037 unvested restricted stock units at
September 30, 2024 and 2023, respectively, and 366,293 and
147,506 unvested non-qualified options at September 30, 2024
and 2023, respectively. |
Exhibit 4
Silvercrest Asset Management Group Inc. |
Condensed Consolidated Statements of Financial Condition |
(Unaudited and in thousands) |
|
|
|
September 30,2024 |
|
|
December 31,2023 |
|
Assets |
|
|
|
|
|
Cash and cash equivalents |
$ |
58,103 |
|
|
$ |
70,301 |
|
Investments |
|
219 |
|
|
|
219 |
|
Receivables, net |
|
12,833 |
|
|
|
9,526 |
|
Due from Silvercrest Funds |
|
860 |
|
|
|
558 |
|
Furniture, equipment and
leasehold improvements, net |
|
7,458 |
|
|
|
7,422 |
|
Goodwill |
|
63,675 |
|
|
|
63,675 |
|
Operating lease assets |
|
16,290 |
|
|
|
19,612 |
|
Finance lease assets |
|
237 |
|
|
|
330 |
|
Intangible assets, net |
|
17,216 |
|
|
|
18,933 |
|
Deferred tax asset—tax receivable
agreement |
|
3,749 |
|
|
|
5,034 |
|
Prepaid expenses and other
assets |
|
3,530 |
|
|
|
3,964 |
|
Total
assets |
$ |
184,170 |
|
|
$ |
199,574 |
|
Liabilities and
Equity |
|
|
|
|
|
Accounts payable and accrued
expenses |
$ |
1,718 |
|
|
$ |
1,990 |
|
Accrued compensation |
|
27,238 |
|
|
|
37,371 |
|
Borrowings under credit
facility |
|
— |
|
|
|
2,719 |
|
Operating lease liabilities |
|
22,668 |
|
|
|
26,277 |
|
Finance lease liabilities |
|
245 |
|
|
|
336 |
|
Deferred tax and other
liabilities |
|
9,423 |
|
|
|
9,071 |
|
Total
liabilities |
|
61,292 |
|
|
|
77,764 |
|
Commitments and
Contingencies |
|
|
|
|
|
Equity |
|
|
|
|
|
Preferred Stock, par value $0.01,
10,000,000 shares authorized; none issued and outstanding |
|
— |
|
|
|
— |
|
Class A Common Stock, par value
$0.01, 50,000,000 shares authorized; 10,394,542 and 9,503,410
issued and outstanding, respectively, as of September 30, 2024;
10,287,452 and 9,478,997 issued and outstanding, respectively, as
of December 31, 2023 |
|
104 |
|
|
|
103 |
|
Class B Common Stock, par value
$0.01, 25,000,000 shares authorized; 4,406,295 and 4,431,105 issued
and outstanding as of September 30, 2024 and December 31, 2023,
respectively |
|
43 |
|
|
|
43 |
|
Additional Paid-In Capital |
|
56,643 |
|
|
|
55,809 |
|
Treasury Stock, at cost,
891,132 shares as of September 30, 2024 and 808,455 as of December
31, 2023 |
|
(16,421 |
) |
|
|
(15,057 |
) |
Accumulated other comprehensive
income (loss) |
|
(19 |
) |
|
|
(12 |
) |
Retained earnings |
|
44,227 |
|
|
|
41,851 |
|
Total Silvercrest Asset
Management Group Inc.’s equity |
|
84,577 |
|
|
|
82,737 |
|
Non-controlling interests |
|
38,301 |
|
|
|
39,073 |
|
Total
equity |
|
122,878 |
|
|
|
121,810 |
|
Total liabilities and
equity |
$ |
184,170 |
|
|
$ |
199,574 |
|
|
|
|
|
|
|
|
|
Exhibit 5
Silvercrest Asset Management Group Inc. |
Total Assets Under Management |
(Unaudited and in billions) |
|
Total
Assets Under Management: |
|
|
Three Months Ended September 30, |
|
|
% Change from September 30, |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
Beginning assets under management |
$ |
33.4 |
|
|
$ |
31.9 |
|
|
|
4.7 |
% |
|
|
|
|
|
|
|
|
|
Gross client inflows |
|
1.1 |
|
|
|
0.6 |
|
|
|
83.3 |
% |
Gross client outflows |
|
(1.3 |
) |
|
|
(0.8 |
) |
|
|
62.5 |
% |
Net client flows |
|
(0.2 |
) |
|
|
(0.2 |
) |
|
|
0.0 |
% |
|
|
|
|
|
|
|
|
|
Market
appreciation/(depreciation) |
|
1.9 |
|
|
|
(0.5 |
) |
|
NM |
|
Ending assets under
management |
$ |
35.1 |
|
|
$ |
31.2 |
|
|
|
12.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, |
|
|
% Change from September 30, |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
Beginning assets under management |
$ |
33.3 |
|
|
$ |
28.9 |
|
|
|
15.2 |
% |
|
|
|
|
|
|
|
|
|
Gross client inflows |
|
2.9 |
|
|
|
4.5 |
|
|
|
-35.6 |
% |
Gross client outflows |
|
(4.4 |
) |
|
|
(3.5 |
) |
|
|
25.7 |
% |
Net client flows |
|
(1.5 |
) |
|
|
1.0 |
|
|
|
-250.0 |
% |
|
|
|
|
|
|
|
|
|
Market appreciation |
|
3.3 |
|
|
|
1.3 |
|
|
|
153.8 |
% |
Ending assets under
management |
$ |
35.1 |
|
|
$ |
31.2 |
|
|
|
12.5 |
% |
|
NM = Not Meaningful
Exhibit 6
Silvercrest Asset Management Group Inc. |
Discretionary Assets Under Management |
(Unaudited and in billions) |
|
Discretionary Assets Under Management: |
|
|
Three Months Ended September 30, |
|
|
% Change from September 30, |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
Beginning assets under management |
$ |
21.6 |
|
|
$ |
21.5 |
|
|
|
0.5 |
% |
|
|
|
|
|
|
|
|
|
Gross client inflows |
|
0.8 |
|
|
|
0.4 |
|
|
|
100.0 |
% |
Gross client outflows |
|
(1.1 |
) |
|
|
(0.6 |
) |
|
|
83.3 |
% |
Net client flows |
|
(0.3 |
) |
|
|
(0.2 |
) |
|
|
50.0 |
% |
|
|
|
|
|
|
|
|
|
Market
appreciation/(depreciation) |
|
1.3 |
|
|
|
(0.8 |
) |
|
|
-262.5 |
% |
Ending assets under
management |
$ |
22.6 |
|
|
$ |
20.5 |
|
|
|
10.2 |
% |
|
|
Nine Months Ended September 30, |
|
|
% Change from September 30, |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
Beginning assets under management |
$ |
21.9 |
|
|
$ |
20.9 |
|
|
|
4.8 |
% |
|
|
|
|
|
|
|
|
|
Gross client inflows |
|
2.1 |
|
|
|
2.3 |
|
|
|
-8.7 |
% |
Gross client outflows |
|
(3.7 |
) |
|
|
(3.0 |
) |
|
|
23.3 |
% |
Net client flows |
|
(1.6 |
) |
|
|
(0.7 |
) |
|
|
128.6 |
% |
|
|
|
|
|
|
|
|
|
Market appreciation |
|
2.3 |
|
|
|
0.3 |
|
|
NM |
|
Ending assets under
management |
$ |
22.6 |
|
|
$ |
20.5 |
|
|
|
10.2 |
% |
|
NM = Not Meaningful
Exhibit 7
Silvercrest Asset Management Group Inc. |
Non-Discretionary Assets Under Management |
(Unaudited and in billions) |
|
Non-Discretionary Assets Under Management: |
|
|
Three Months Ended September 30, |
|
|
% Change from September 30, |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
Beginning assets under management |
$ |
11.8 |
|
|
$ |
10.4 |
|
|
|
13.5 |
% |
|
|
|
|
|
|
|
|
|
Gross client inflows |
|
0.3 |
|
|
|
0.2 |
|
|
|
50.0 |
% |
Gross client outflows |
|
(0.2 |
) |
|
|
(0.2 |
) |
|
|
0.0 |
% |
Net client flows |
|
0.1 |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
Market appreciation |
|
0.6 |
|
|
|
0.3 |
|
|
|
100.0 |
% |
Ending assets under
management |
$ |
12.5 |
|
|
$ |
10.7 |
|
|
|
16.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months EndedSeptember 30, |
|
|
% Change from September 30, |
|
|
2024 |
|
|
2023 |
|
|
2023 |
|
Beginning assets under management |
$ |
11.4 |
|
|
$ |
8.0 |
|
|
|
42.5 |
% |
|
|
|
|
|
|
|
|
|
Gross client inflows |
|
0.8 |
|
|
|
2.2 |
|
|
|
-63.6 |
% |
Gross client outflows |
|
(0.7 |
) |
|
|
(0.5 |
) |
|
|
40.0 |
% |
Net client flows |
|
0.1 |
|
|
|
1.7 |
|
|
|
-94.1 |
% |
|
|
|
|
|
|
|
|
|
Market appreciation |
|
1.0 |
|
|
|
1.0 |
|
|
|
0.0 |
% |
Ending assets under
management |
$ |
12.5 |
|
|
$ |
10.7 |
|
|
|
16.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit 8
Silvercrest Asset Management Group Inc. |
Assets Under Management |
(Unaudited and in billions) |
|
|
Three Months Ended September 30, |
|
|
2024 |
|
|
2023 |
|
Total AUM as of June 30, |
$ |
33.430 |
|
|
$ |
31.924 |
|
Discretionary AUM: |
|
|
|
|
|
Total Discretionary AUM as of
June 30, |
$ |
21.646 |
|
|
$ |
21.500 |
|
New client accounts/assets
(1) |
|
0.076 |
|
|
|
0.054 |
|
Closed accounts (2) |
|
(0.042 |
) |
|
|
(0.015 |
) |
Net cash inflow/(outflow)
(3) |
|
(0.308 |
) |
|
|
(0.286 |
) |
Non-discretionary to
Discretionary AUM (4) |
|
(0.004 |
) |
|
|
0.008 |
|
Market
(depreciation)/appreciation |
|
1.271 |
|
|
|
(0.799 |
) |
Change to Discretionary
AUM |
|
0.993 |
|
|
|
(1.038 |
) |
Total Discretionary AUM at
September 30, |
|
22.639 |
|
|
|
20.462 |
|
Change to Non-Discretionary AUM
(5) |
|
0.665 |
|
|
|
0.301 |
|
Total AUM as of September
30, |
$ |
35.088 |
|
|
$ |
31.187 |
|
|
|
|
|
|
|
|
|
|
Nine Months EndedSeptember 30, |
|
|
2024 |
|
|
2023 |
|
Total AUM as of January 1, |
$ |
33.281 |
|
|
$ |
28.905 |
|
Discretionary AUM: |
|
|
|
|
|
Total Discretionary AUM as of
January 1, |
$ |
21.885 |
|
|
$ |
20.851 |
|
New client
accounts/assets (1) |
|
0.179 |
|
|
|
0.151 |
|
Closed accounts (2) |
|
(0.516 |
) |
|
|
(0.100 |
) |
Net cash
inflow/(outflow) (3) |
|
(1.256 |
) |
|
|
(0.793 |
) |
Non-discretionary to
Discretionary AUM (4) |
|
(0.006 |
) |
|
|
(0.030 |
) |
Market appreciation |
|
2.353 |
|
|
|
0.383 |
|
Change to Discretionary
AUM |
|
0.754 |
|
|
|
(0.389 |
) |
Total Discretionary AUM at
September 30, |
|
22.639 |
|
|
|
20.462 |
|
Change to Non-Discretionary
AUM (5) |
|
1.053 |
|
|
|
2.671 |
|
Total AUM as of September
30, |
$ |
35.088 |
|
|
$ |
31.187 |
|
|
|
|
|
|
|
|
|
(1) |
Represents new
account flows from both new and existing client relationships. |
(2) |
Represents closed accounts of existing client relationships and
those that terminated. |
(3) |
Represents periodic cash flows related to existing
accounts. |
(4) |
Represents client assets that converted to Discretionary AUM
from Non-Discretionary AUM. |
(5) |
Represents the net change to Non-Discretionary AUM. |
Exhibit 9
Silvercrest Asset Management Group Inc. |
Equity Investment Strategy Composite Performance 1, 2 |
As of September 30, 2024 |
(Unaudited) |
|
PROPRIETARY EQUITY
PERFORMANCE 1, 2 |
ANNUALIZED PERFORMANCE |
|
INCEPTION |
|
1-YEAR |
|
3-YEAR |
|
5-YEAR |
|
7-YEAR |
|
INCEPTION |
Large Cap Value
Composite |
4/1/02 |
|
31.1 |
|
9.6 |
|
12.5 |
|
12.0 |
|
9.9 |
Russell 1000 Value Index |
|
|
27.8 |
|
9.0 |
|
10.7 |
|
9.5 |
|
8.1 |
|
|
|
|
|
|
|
|
|
|
|
|
Small Cap Value
Composite |
4/1/02 |
|
26.7 |
|
7.3 |
|
10.6 |
|
7.8 |
|
10.5 |
Russell 2000 Value Index |
|
|
25.9 |
|
3.8 |
|
9.3 |
|
6.6 |
|
8.0 |
|
|
|
|
|
|
|
|
|
|
|
|
Smid Cap Value
Composite |
10/1/05 |
|
27.9 |
|
5.1 |
|
9.1 |
|
7.5 |
|
9.6 |
Russell 2500 Value Index |
|
|
26.6 |
|
6.1 |
|
10.0 |
|
7.8 |
|
7.9 |
|
|
|
|
|
|
|
|
|
|
|
|
Multi Cap Value
Composite |
7/1/02 |
|
27.6 |
|
5.7 |
|
10.2 |
|
9.2 |
|
9.7 |
Russell 3000 Value Index |
|
|
27.6 |
|
8.7 |
|
10.6 |
|
9.3 |
|
8.6 |
|
|
|
|
|
|
|
|
|
|
|
|
Equity Income
Composite |
12/1/03 |
|
24.8 |
|
7.4 |
|
8.5 |
|
8.8 |
|
11.0 |
Russell 3000 Value Index |
|
|
27.6 |
|
8.7 |
|
10.6 |
|
9.3 |
|
8.7 |
|
|
|
|
|
|
|
|
|
|
|
|
Focused Value
Composite |
9/1/04 |
|
23.6 |
|
1.9 |
|
6.4 |
|
6.1 |
|
9.4 |
Russell 3000 Value Index |
|
|
27.6 |
|
8.7 |
|
10.6 |
|
9.3 |
|
8.5 |
|
|
|
|
|
|
|
|
|
|
|
|
Small Cap Opportunity
Composite |
7/1/04 |
|
25.9 |
|
4.7 |
|
12.0 |
|
10.8 |
|
11.1 |
Russell 2000 Index |
|
|
26.8 |
|
1.8 |
|
9.4 |
|
7.4 |
|
8.2 |
|
|
|
|
|
|
|
|
|
|
|
|
Small Cap Growth
Composite |
7/1/04 |
|
18.9 |
|
-5.2 |
|
12.0 |
|
10.9 |
|
10.4 |
Russell 2000 Growth Index |
|
|
27.7 |
|
-0.4 |
|
8.8 |
|
7.6 |
|
8.5 |
|
|
|
|
|
|
|
|
|
|
|
|
Smid Cap Growth
Composite |
1/1/06 |
|
24.3 |
|
-5.8 |
|
13.0 |
|
12.9 |
|
10.7 |
Russell 2500 Growth Index |
|
|
25.2 |
|
-0.7 |
|
9.7 |
|
9.4 |
|
9.5 |
|
|
|
|
|
|
|
|
|
|
|
|
1 |
Returns are based upon a time weighted rate of return of various
fully discretionary equity portfolios with similar investment
objectives, strategies and policies and other relevant criteria
managed by Silvercrest Asset Management Group LLC (“SAMG LLC”), a
subsidiary of Silvercrest. Performance results are gross of fees
and net of commission charges. An investor’s actual return will be
reduced by the advisory fees and any other expenses it may incur in
the management of the investment advisory account. SAMG LLC’s
standard advisory fees are described in Part 2 of its Form ADV.
Actual fees and expenses will vary depending on a variety of
factors, including the size of a particular account. Returns
greater than one year are shown as annualized compounded returns
and include gains and accrued income and reinvestment of
distributions. Past performance is no guarantee of future results.
This piece contains no recommendations to buy or sell securities or
a solicitation of an offer to buy or sell securities or investment
services or adopt any investment position. This piece is not
intended to constitute investment advice and is based upon
conditions in place during the period noted. Market and economic
views are subject to change without notice and may be untimely when
presented here. Readers are advised not to infer or assume that any
securities, sectors or markets described were or will be
profitable. SAMG LLC is an independent investment advisory and
financial services firm created to meet the investment and
administrative needs of individuals with substantial assets and
select institutional investors. SAMG LLC claims compliance with the
Global Investment Performance Standards (GIPS®). |
|
|
2 |
The market indices used to
compare to the performance of Silvercrest’s strategies are as
follows: |
|
|
|
The Russell 1000 Index is a
capitalization-weighted, unmanaged index that measures the 1000
largest companies in the Russell 3000. The Russell 1000 Value Index
is a capitalization-weighted, unmanaged index that includes those
Russell 1000 Index companies with lower price-to-book ratios and
lower expected growth values. |
|
|
|
The Russell 2000 Index is a
capitalization-weighted, unmanaged index that measures the 2000
smallest companies in the Russell 3000. The Russell 2000 Value
Index is a capitalization-weighted, unmanaged index that includes
those Russell 2000 Index companies with lower price-to-book ratios
and lower expected growth values. |
|
|
|
The Russell 2500 Index is a
capitalization-weighted, unmanaged index that measures the 2500
smallest companies in the Russell 3000. The Russell 2500 Value
Index is a capitalization-weighted, unmanaged index that includes
those Russell 2000 Index companies with lower price-to-book ratios
and lower expected growth values. |
|
|
|
The Russell 3000 Value Index is a
capitalization-weighted, unmanaged index that measures those
Russell 3000 Index companies with lower price-to-book ratios and
lower forecasted growth. |
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