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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Medley Management Inc | NYSE:MDLY | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 5.88 | 0 | 01:00:00 |
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☒
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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47-1130638
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated filer
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☐ (Do not check if a smaller reporting company)
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Smaller reporting company
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☒
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Emerging growth company
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☒
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Page
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Part I.
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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Part II.
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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•
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difficult market and political conditions may adversely affect our business in many ways, including by reducing the value or hampering the performance of the investments made by our funds, each of which could materially and adversely affect our business, results of operations and financial condition;
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•
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we derive a substantial portion of our revenues from funds managed pursuant to advisory agreements that may be terminated or fund partnership agreements that permit fund investors to remove us as the general partner;
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•
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we may not be able to maintain our current fee structure as a result of industry pressure from fund investors to reduce fees, which could have an adverse effect on our profit margins and results of operations;
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•
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a change of control of us could result in termination of our investment advisory agreements;
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•
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the historical returns attributable to our funds should not be considered as indicative of the future results of our funds or of our future results or of any returns expected on an investment in Medley Management Inc.'s Class A common stock ("Class A common stock");
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•
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if we are unable to consummate or successfully integrate development opportunities, acquisitions or joint ventures, we may not be able to implement our growth strategy successfully;
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•
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we depend on third-party distribution sources to market our investment strategies;
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•
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an investment strategy focused primarily on privately held companies presents certain challenges, including the lack of available information about these companies;
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•
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our funds’ investments in investee companies may be risky, and our funds could lose all or part of their investments;
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•
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prepayments of debt investments by our investee companies could adversely impact our results of operations;
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•
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our funds’ investee companies may incur debt that ranks equally with, or senior to, our funds’ investments in such companies;
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•
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subordinated liens on collateral securing loans that our funds make to their investee companies may be subject to control by senior creditors with first priority liens and, if there is a default, the value of the collateral may not be sufficient to repay in full both the first priority creditors and our funds;
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•
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there may be circumstances where our funds’ debt investments could be subordinated to claims of other creditors or our funds could be subject to lender liability claims;
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•
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our funds may not have the resources or ability to make additional investments in our investee companies;
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•
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economic recessions or downturns could impair our investee companies and harm our operating results;
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•
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a covenant breach by our investee companies may harm our operating results;
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•
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the investment management business is competitive;
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•
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our funds operate in a competitive market for lending that has recently intensified, and competition may limit our funds’ ability to originate or acquire desirable loans and investments and could also affect the yields of these assets and have a material adverse effect on our business, results of operations and financial condition;
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•
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dependence on leverage by certain of our funds and by our funds’ investee companies subjects us to volatility and contractions in the debt financing markets and could adversely affect our ability to achieve attractive rates of return on those investments;
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•
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some of our funds may invest in companies that are highly leveraged, which may increase the risk of loss associated with those investments;
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•
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we generally do not control the business operations of our investee companies and, due to the illiquid nature of our investments, may not be able to dispose of such investments;
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•
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a substantial portion of our investments may be recorded at fair value as determined in good faith by or under the direction of our respective funds’ boards of directors or similar bodies and, as a result, there may be uncertainty regarding the value of our funds’ investments;
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•
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we may need to pay “clawback” obligations if and when they are triggered under the governing agreements with respect to certain of our funds and SMAs;
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•
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our funds may face risks relating to undiversified investments;
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•
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third-party investors in our private funds may not satisfy their contractual obligation to fund capital calls when requested, which could adversely affect a fund’s operations and performance;
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•
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our funds may be forced to dispose of investments at a disadvantageous time;
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•
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hedging strategies may adversely affect the returns on our funds’ investments;
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•
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our business depends in large part on our ability to raise capital from investors. If we were unable to raise such capital, we would be unable to collect management fees or deploy such capital into investments, which would materially and adversely affect our business, results of operations and financial condition;
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•
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we depend on our senior management team, senior investment professionals and other key personnel, and our ability to retain them and attract additional qualified personnel is critical to our success and our growth prospects;
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•
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our failure to appropriately address conflicts of interest could damage our reputation and adversely affect our business;
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•
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potential conflicts of interest may arise between our Class A common stockholders and our fund investors;
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•
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rapid growth of our business may be difficult to sustain and may place significant demands on our administrative, operational and financial resources;
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•
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we may enter into new lines of business and expand into new investment strategies, geographic markets and business, each of which may result in additional risks and uncertainties in our business;
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•
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extensive regulation affects our activities, increases the cost of doing business and creates the potential for significant liabilities and penalties that could adversely affect our business and results of operations;
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•
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failure to comply with “pay to play” regulations implemented by the SEC and certain states, and changes to the “pay to play” regulatory regimes, could adversely affect our business;
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•
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new or changed laws or regulations governing our funds’ operations and changes in the interpretation thereof could adversely affect our business;
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•
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present and future business development companies for which we serve as investment adviser are subject to regulatory complexities that limit the way in which they do business and may subject them to a higher level of regulatory scrutiny;
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•
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we are subject to risks in using custodians, counterparties, administrators and other agents;
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•
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a portion of our revenue and cash flow is variable, which may impact our ability to achieve steady earnings growth on a quarterly basis and may cause the price of our Class A common stock to decline;
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•
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we may be subject to litigation risks and may face liabilities and damage to our professional reputation as a result;
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•
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employee misconduct could harm us by impairing our ability to attract and retain investors and subjecting us to significant legal liability, regulatory scrutiny and reputational harm, and fraud and other deceptive practices or other misconduct at our investee companies could similarly subject us to liability and reputational damage and also harm our business;
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•
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our substantial indebtedness could adversely affect our financial condition, our ability to pay our debts or raise additional capital to fund our operations, our ability to operate our business and our ability to react to changes in the economy or our industry and could divert our cash flow from operations for debt payments;
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•
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our Revolving Credit Facility imposes significant operating and financial restrictions on us and our subsidiaries, which may prevent us from capitalizing on business opportunities;
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•
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servicing our indebtedness will require a significant amount of cash. Our ability to generate sufficient cash depends on many factors, some of which are not within our control;
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•
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despite our current level of indebtedness, we may be able to incur substantially more debt and enter into other transactions, which could further exacerbate the risks to our financial condition;
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•
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operational risks may disrupt our business, result in losses or limit our growth;
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•
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Medley Management Inc.’s only material asset is its interest in Medley LLC, and it is accordingly dependent upon distributions from Medley LLC to pay taxes, make payments under the tax receivable agreement or pay dividends;
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•
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Medley Management Inc. is controlled by our pre-IPO owners, whose interests may differ from those of our public stockholders;
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•
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Medley Management Inc. will be required to pay exchanging holders of LLC Units for most of the benefits relating to any additional tax depreciation or amortization deductions that we may claim as a result of the tax basis step-up we receive in connection with sales or exchanges of LLC Units and related transactions;
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•
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in certain cases, payments under the tax receivable agreement may be accelerated and/or significantly exceed the actual benefits Medley Management Inc. realizes in respect of the tax attributes subject to the tax receivable agreement; and
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•
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anti-takeover provisions in our organizational documents and Delaware law might discourage or delay acquisition attempts for us that you might consider favorable.
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•
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“Aspect” refers to Aspect-Medley Investment Platform A LP;
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•
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“AUM” refers to the assets of our funds, which represents the sum of the NAV of such funds, the drawn and undrawn debt (at the fund level, including amounts subject to restrictions) and uncalled committed capital (including commitments to funds that have yet to commence their investment periods);
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•
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“base management fees” refers to fees we earn for advisory services provided to our funds, which are generally based on a defined percentage of fee earning AUM or, in certain cases, a percentage of originated assets in the case of certain of our SMAs;
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•
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“BDC” refers to business development company;
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•
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“fee earning AUM” refers to the assets under management on which we directly earn base management fees;
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•
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“hurdle rates” refers to the rates above which we earn performance fees, as defined in the long-dated private funds’ and SMAs’ applicable investment management or partnership agreements;
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•
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“investee company” refers to a company to which one of our funds lends money or in which one of our funds otherwise makes an investment;
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•
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“long-dated private funds” refers to MOF II, MOF III, MOF III Offshore, MCOF, Aspect and any other private funds we may manage in the future;
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•
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“management fees” refers to base management fees and Part I incentive fees;
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•
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“MCOF” refers to Medley Credit Opportunity Fund LP;
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•
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“Medley LLC” refers to Medley LLC and its consolidated subsidiaries;
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•
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“MOF II” refers to Medley Opportunity Fund II LP;
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•
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“MOF III” refers to Medley Opportunity Fund III LP;
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•
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"MOF III Offshore" refers to Medley Opportunity Fund Offshore III LP;
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•
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“our funds” refers to the funds, alternative asset companies and other entities and accounts that are managed or co-managed by us and our affiliates;
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•
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“our investors” refers to the investors in our permanent capital vehicles, our private funds and our SMAs;
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•
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“Part I incentive fees” refers to fees that we receive from our permanent capital vehicles, which are paid in cash quarterly and are driven primarily by net interest income on senior secured loans subject to hurdle rates. As it relates to Medley Capital Corporation (NYSE: MCC) (“MCC”), these fees are subject to netting against realized and unrealized losses;
|
•
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“Part II incentive fees” refers to fees related to realized capital gains in our permanent capital vehicles;
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•
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“performance fees” refers to incentive allocations in our long-dated private funds and incentive fees from our SMAs, which are typically 15% to 20% of the total return after a hurdle rate, accrued quarterly, but paid after the return of all invested capital and in an amount sufficient to achieve the hurdle rate;
|
•
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“permanent capital” refers to capital of funds that do not have redemption provisions or a requirement to return capital to investors upon exiting the investments made with such capital, except as required by applicable law, which funds currently consist of MCC, Sierra Total Return Fund ("STRF") and Sierra Income Corporation (“SIC”). Such funds may be required, or elect, to return all or a portion of capital gains and investment income. In certain circumstances, the investment adviser of such a fund may be removed; and
|
•
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“SMA” refers to a separately managed account.
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As of
|
||||||
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June 30, 2017
|
|
December 31, 2016
|
||||
Assets
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
45,789
|
|
|
$
|
49,666
|
|
Cash and cash equivalents of consolidated fund
|
1,509
|
|
|
—
|
|
||
Restricted cash equivalents
|
2,657
|
|
|
4,897
|
|
||
Investments, at fair value
|
63,045
|
|
|
31,904
|
|
||
Management fees receivable
|
11,289
|
|
|
12,630
|
|
||
Performance fees receivable
|
3,319
|
|
|
4,961
|
|
||
Other assets
|
16,851
|
|
|
18,311
|
|
||
Total assets
|
$
|
144,459
|
|
|
$
|
122,369
|
|
|
|
|
|
|
|
||
Liabilities and Equity
|
|
|
|
|
|
||
Senior unsecured debt
|
$
|
116,503
|
|
|
$
|
49,793
|
|
Loans payable
|
8,900
|
|
|
52,178
|
|
||
Accounts payable, accrued expenses and other liabilities
|
23,595
|
|
|
37,255
|
|
||
Total liabilities
|
148,998
|
|
|
139,226
|
|
||
|
|
|
|
|
|
||
Commitments and contingencies (Note 9)
|
|
|
|
|
|
||
|
|
|
|
|
|
||
Redeemable Non-controlling Interests
|
53,506
|
|
|
30,805
|
|
||
|
|
|
|
|
|
||
Equity
|
|
|
|
|
|
||
Class A common stock, $0.01 par value, 3,000,000,000 shares authorized; 6,057,155 and 6,042,050 issued as of June 30, 2017 and December 31, 2016, respectively; 5,397,291 and 5,809,130 outstanding as of June 30, 2017 and December 31, 2016, respectively
|
54
|
|
|
58
|
|
||
Class B common stock, $0.01 par value, 1,000,000 shares authorized; 100 shares issued and outstanding
|
—
|
|
|
—
|
|
||
Additional paid in capital
|
2,239
|
|
|
3,310
|
|
||
Accumulated other comprehensive income (loss)
|
(263
|
)
|
|
33
|
|
||
Accumulated deficit
|
(6,952
|
)
|
|
(5,254
|
)
|
||
Total stockholders' deficit, Medley Management Inc.
|
(4,922
|
)
|
|
(1,853
|
)
|
||
Non-controlling interests in consolidated subsidiaries
|
(1,712
|
)
|
|
(1,717
|
)
|
||
Non-controlling interests in Medley LLC
|
(51,411
|
)
|
|
(44,092
|
)
|
||
Total deficit
|
(58,045
|
)
|
|
(47,662
|
)
|
||
Total liabilities, redeemable non-controlling interests and equity
|
$
|
144,459
|
|
|
$
|
122,369
|
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
Management fees (includes Part I incentive fees of $0, $6,206, $544 and $9,575. respectively)
|
$
|
13,201
|
|
|
$
|
18,695
|
|
|
$
|
27,096
|
|
|
$
|
34,958
|
|
Performance fees
|
575
|
|
|
851
|
|
|
(1,644
|
)
|
|
260
|
|
||||
Other revenues and fees
|
2,668
|
|
|
1,780
|
|
|
4,988
|
|
|
3,679
|
|
||||
Total revenues
|
16,444
|
|
|
21,326
|
|
|
30,440
|
|
|
38,897
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||
Compensation and benefits
|
5,705
|
|
|
8,564
|
|
|
11,499
|
|
|
14,432
|
|
||||
Performance fee compensation
|
50
|
|
|
45
|
|
|
(831
|
)
|
|
(26
|
)
|
||||
General, administrative and other expenses
|
2,754
|
|
|
8,899
|
|
|
5,422
|
|
|
16,878
|
|
||||
Total expenses
|
8,509
|
|
|
17,508
|
|
|
16,090
|
|
|
31,284
|
|
||||
|
|
|
|
|
|
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|
||||||||
Other income (expense)
|
|
|
|
|
|
|
|
|
|
|
|
||||
Dividend income
|
733
|
|
|
221
|
|
|
1,468
|
|
|
443
|
|
||||
Interest expense
|
(2,766
|
)
|
|
(2,072
|
)
|
|
(6,413
|
)
|
|
(4,190
|
)
|
||||
Other income (expense), net
|
21
|
|
|
(863
|
)
|
|
1,581
|
|
|
(1,614
|
)
|
||||
Total other expense, net
|
(2,012
|
)
|
|
(2,714
|
)
|
|
(3,364
|
)
|
|
(5,361
|
)
|
||||
Income before income taxes
|
5,923
|
|
|
1,104
|
|
|
10,986
|
|
|
2,252
|
|
||||
Provision for income taxes
|
428
|
|
|
102
|
|
|
841
|
|
|
214
|
|
||||
Net income
|
5,495
|
|
|
1,002
|
|
|
10,145
|
|
|
2,038
|
|
||||
Net income attributable to redeemable non-controlling interests and non-controlling interests in consolidated subsidiaries
|
1,304
|
|
|
405
|
|
|
2,792
|
|
|
668
|
|
||||
Net income attributable to non-controlling interests in Medley LLC
|
3,617
|
|
|
539
|
|
|
6,386
|
|
|
1,218
|
|
||||
Net income attributable to Medley Management Inc.
|
$
|
574
|
|
|
$
|
58
|
|
|
$
|
967
|
|
|
$
|
152
|
|
Dividends declared per share of Class A common stock
|
$
|
0.20
|
|
|
$
|
0.20
|
|
|
$
|
0.40
|
|
|
$
|
0.40
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Net income (loss) per share of Class A common stock:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic (Note 11)
|
$
|
0.06
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.14
|
|
|
$
|
(0.04
|
)
|
Diluted (Note 11)
|
$
|
0.06
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.14
|
|
|
$
|
(0.04
|
)
|
Weighted average shares outstanding - Basic and Diluted
|
5,588,978
|
|
|
5,777,726
|
|
|
5,697,483
|
|
|
5,814,428
|
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net income
|
$
|
5,495
|
|
|
$
|
1,002
|
|
|
$
|
10,145
|
|
|
$
|
2,038
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Change in fair value of available-for-sale securities (net of taxes of $0.2 million for Medley Management Inc. for each of the three and six months ended June 30, 2017 and $0.1 million for Non-controlling interests in Medley LLC for each of the three and six months ended June 30, 2017)
|
(2,651
|
)
|
|
—
|
|
|
(2,166
|
)
|
|
—
|
|
||||
Total comprehensive income
|
2,844
|
|
|
1,002
|
|
|
7,979
|
|
|
2,038
|
|
||||
Comprehensive income attributable to redeemable non-controlling interests and non-controlling interests in consolidated subsidiaries
|
952
|
|
|
405
|
|
|
2,763
|
|
|
668
|
|
||||
Comprehensive income attributable to Medley LLC
|
1,646
|
|
|
539
|
|
|
4,545
|
|
|
1,218
|
|
||||
Comprehensive income attributable to Medley Management Inc.
|
$
|
246
|
|
|
$
|
58
|
|
|
$
|
671
|
|
|
$
|
152
|
|
|
Class A
Common Stock
|
|
Class B
Common Stock
|
|
Additional
Paid in
Capital
|
|
Accumulated
Other
Comprehensive
Income
|
|
Accumulated
Deficit
|
|
Non-
controlling Interests in Consolidated Subsidiaries |
|
Non-
controlling
Interests in
Medley
LLC
|
|
Total
Deficit
|
||||||||||||||||||||||
|
Shares
|
|
Dollars
|
|
Shares
|
|
Dollars
|
|
|
|
|
|
|
||||||||||||||||||||||||
Balance at December 31, 2016
|
5,809,130
|
|
|
$
|
58
|
|
|
100
|
|
|
$
|
—
|
|
|
$
|
3,310
|
|
|
$
|
33
|
|
|
$
|
(5,254
|
)
|
|
$
|
(1,717
|
)
|
|
$
|
(44,092
|
)
|
|
$
|
(47,662
|
)
|
Cumulative effect of accounting change due to the adoption of ASU 2016-09
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,039
|
|
|
—
|
|
|
(120
|
)
|
|
—
|
|
|
(801
|
)
|
|
118
|
|
||||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
967
|
|
|
6
|
|
|
6,386
|
|
|
7,359
|
|
||||||||
Change in fair value of available-for-sale securities, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(296
|
)
|
|
—
|
|
|
—
|
|
|
(1,841
|
)
|
|
(2,137
|
)
|
||||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
860
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
860
|
|
||||||||
Dividends on Class A common stock ($0.20 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,045
|
)
|
|
—
|
|
|
—
|
|
|
(3,045
|
)
|
||||||||
Reclass of cumulative dividends on forfeited RSUs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
500
|
|
|
—
|
|
|
—
|
|
|
500
|
|
||||||||
Issuance of Class A common stock related to vesting of restricted stock units
|
15,105
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Repurchases of Class A common stock
|
(426,944
|
)
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
(2,970
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,974
|
)
|
||||||||
Distributions
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(11,063
|
)
|
|
(11,064
|
)
|
||||||||
Balance at June 30, 2017
|
5,397,291
|
|
|
$
|
54
|
|
|
100
|
|
|
$
|
—
|
|
|
$
|
2,239
|
|
|
$
|
(263
|
)
|
|
$
|
(6,952
|
)
|
|
$
|
(1,712
|
)
|
|
$
|
(51,411
|
)
|
|
$
|
(58,045
|
)
|
|
For the Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Cash flows from operating activities
|
|
|
|
|
|
||
Net income
|
$
|
10,145
|
|
|
$
|
2,038
|
|
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
|
|
|
|
|
|
||
Stock-based compensation
|
860
|
|
|
1,784
|
|
||
Amortization of debt issuance costs
|
1,210
|
|
|
270
|
|
||
Accretion of debt discount
|
738
|
|
|
352
|
|
||
Provision for (benefit from) deferred taxes
|
292
|
|
|
(73
|
)
|
||
Depreciation and amortization
|
466
|
|
|
435
|
|
||
Net change in unrealized depreciation on investments
|
157
|
|
|
23
|
|
||
Loss (income) from equity method investments
|
(150
|
)
|
|
417
|
|
||
Reclassification of cumulative dividends paid on forfeited restricted stock units to compensation expense
|
500
|
|
|
—
|
|
||
Other non-cash amounts
|
—
|
|
|
27
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
|
|||
Management fees receivable
|
1,341
|
|
|
(72
|
)
|
||
Performance fees receivable
|
1,642
|
|
|
(281
|
)
|
||
Distributions received from equity method investments
|
305
|
|
|
706
|
|
||
Other assets
|
2,113
|
|
|
(748
|
)
|
||
Accounts payable, accrued expenses and other liabilities
|
(14,419
|
)
|
|
(1,814
|
)
|
||
Cash and cash equivalents of consolidated fund
|
(1,509
|
)
|
|
—
|
|
||
Investments of consolidated fund
|
(1,290
|
)
|
|
—
|
|
||
Other assets of consolidated fund
|
(1,114
|
)
|
|
—
|
|
||
Other liabilities of consolidated fund
|
777
|
|
|
—
|
|
||
Net cash provided by operating activities
|
2,064
|
|
|
3,064
|
|
||
Cash flows from investing activities
|
|
|
|
|
|
||
Purchases of fixed assets
|
(34
|
)
|
|
(1,884
|
)
|
||
Distributions received from equity method investments
|
—
|
|
|
203
|
|
||
Purchases of securities
|
(32,323
|
)
|
|
—
|
|
||
Net cash used in investing activities
|
(32,357
|
)
|
|
(1,681
|
)
|
||
Cash flows from financing activities
|
|
|
|
|
|
||
Repayment of loans payable
|
(44,800
|
)
|
|
(312
|
)
|
||
Proceeds from issuance of senior unsecured debt
|
69,108
|
|
|
—
|
|
||
Capital contributions from redeemable non-controlling interests
|
23,000
|
|
|
—
|
|
||
Distributions to members and redeemable non-controlling interests
|
(14,121
|
)
|
|
(12,499
|
)
|
||
Debt issuance costs
|
(2,745
|
)
|
|
—
|
|
||
Dividends paid
|
(3,045
|
)
|
|
(2,715
|
)
|
||
Repurchases of Class A common stock
|
(2,974
|
)
|
|
(1,198
|
)
|
||
Capital contributions to equity method investments
|
(247
|
)
|
|
(53
|
)
|
||
Net cash provided by (used in) financing activities
|
24,176
|
|
|
(16,777
|
)
|
||
Net decrease in cash, cash equivalents and restricted cash equivalents
|
(6,117
|
)
|
|
(15,394
|
)
|
||
Cash, cash equivalents and restricted cash equivalents, beginning of period
|
54,563
|
|
|
71,688
|
|
||
Cash, cash equivalents and restricted cash equivalents, end of period
|
$
|
48,446
|
|
|
$
|
56,294
|
|
|
|
|
|
|
For the Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Reconciliation of cash, cash equivalents, and restricted cash equivalents reported on the condensed consolidated balance sheets to the total of such amounts reported on the condensed consolidated statements of cash flows
|
|
|
|
||||
Cash and cash equivalents
|
$
|
45,789
|
|
|
$
|
56,294
|
|
Restricted cash equivalents
|
2,657
|
|
|
—
|
|
||
Total cash, cash equivalents and restricted cash equivalents
|
$
|
48,446
|
|
|
$
|
56,294
|
|
Supplemental disclosure of non-cash investing and financing activities
|
|
|
|
||||
Deferred tax asset impact on c
umulative effect of accounting change
due to the adoption of ASU 2016-09
|
$
|
118
|
|
|
$
|
—
|
|
Fixed assets
|
—
|
|
|
2,293
|
|
||
Reclassification of redeemable non-controlling interest
|
—
|
|
|
12,155
|
|
|
As of
June 30, 2017
|
||
Assets
|
|
||
Cash and cash equivalents
|
$
|
1,509
|
|
Investments, at fair value
|
1,290
|
|
|
Other assets
|
1,397
|
|
|
Total assets
|
$
|
4,196
|
|
Liabilities and Equity
|
|
||
Accrued expenses and other liabilities
|
$
|
2,097
|
|
Equity
|
2,099
|
|
|
Total liabilities and equity
|
$
|
4,196
|
|
|
As of
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Amounts in thousands)
|
||||||
Equity method investments, at fair value
|
$
|
14,830
|
|
|
$
|
14,895
|
|
Investment in MCC shares
|
46,925
|
|
|
17,009
|
|
||
Investments of consolidated fund
|
1,290
|
|
|
—
|
|
||
Total investments, at fair value
|
$
|
63,045
|
|
|
$
|
31,904
|
|
•
|
Level I – Valuations based on quoted prices in active markets for identical assets or liabilities at the measurement date.
|
•
|
Level II – Valuations based on inputs other than quoted prices in active markets included in Level I, which are either directly or indirectly observable at the measurement date. This category includes quoted prices for similar assets or liabilities in non-active markets including bids from third parties for privately held assets or liabilities, and observable inputs other than quoted prices such as yield curves and forward currency rates that are entered directly into valuation models to determine the value of derivatives or other assets or liabilities.
|
•
|
Level III – Valuations based on inputs that are unobservable and where there is little, if any, market activity at the
|
|
As of June 30, 2017
|
||||||||||||||
|
Level I
|
|
Level II
|
|
Level III
|
|
Total
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Investments of consolidated fund
|
$
|
518
|
|
|
$
|
75
|
|
|
$
|
697
|
|
|
$
|
1,290
|
|
Investment in MCC shares
|
46,925
|
|
|
—
|
|
|
—
|
|
|
46,925
|
|
||||
Total Assets
|
$
|
47,443
|
|
|
$
|
75
|
|
|
$
|
697
|
|
|
$
|
48,215
|
|
|
Level 3 Financial Assets as of June 30, 2017
|
||||||||||||||
|
Balance at
December 31, 2016
|
|
Purchases
|
|
Transfers In or (Out) of Level 3
|
|
Balance at
June 30,
2017
|
||||||||
Investments of consolidated fund
|
$
|
—
|
|
|
$
|
697
|
|
|
$
|
—
|
|
|
$
|
697
|
|
|
As of
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Amounts in thousands)
|
||||||
Fixed assets, net of accumulated depreciation and amortization of $2,284 and $1,816, respectively
|
$
|
4,566
|
|
|
$
|
4,998
|
|
Security deposits
|
1,975
|
|
|
1,975
|
|
||
Administrative fees receivable (Note 10)
|
2,421
|
|
|
2,068
|
|
||
Deferred tax assets (Note 12)
|
2,051
|
|
|
2,001
|
|
||
Due from affiliates (Note 10)
|
1,559
|
|
|
2,133
|
|
||
Prepaid expenses and taxes
|
2,020
|
|
|
3,078
|
|
||
Other
|
2,259
|
|
|
2,058
|
|
||
Total other assets
|
$
|
16,851
|
|
|
$
|
18,311
|
|
|
As of
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Amounts in thousands)
|
||||||
Term loans under the Credit Suisse Term Loan Facility, net of unamortized discount and debt issuance costs of $1,207 at December 31, 2016
|
$
|
—
|
|
|
$
|
43,593
|
|
Non-recourse promissory notes, net of unamortized discount of $1,100 and $1,415, respectively
|
8,900
|
|
|
8,585
|
|
||
Total loans payable
|
$
|
8,900
|
|
|
$
|
52,178
|
|
|
As of
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Amounts in thousands)
|
||||||
2026 Notes, net of unamortized discount and debt issuance costs of $3,454 and $3,802, respectively
|
$
|
50,141
|
|
|
$
|
49,793
|
|
2024 Notes, net of unamortized discount and debt issuance costs of $2,638 at June 30, 2017
|
66,362
|
|
|
—
|
|
||
Total senior unsecured debt
|
$
|
116,503
|
|
|
$
|
49,793
|
|
|
As of
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Amounts in thousands)
|
||||||
Accrued compensation and benefits
|
$
|
1,539
|
|
|
$
|
7,978
|
|
Due to affiliates (Note 10)
|
10,588
|
|
|
15,043
|
|
||
Revenue share payable (Note 9)
|
4,217
|
|
|
6,472
|
|
||
Accrued interest
|
1,294
|
|
|
558
|
|
||
Professional fees
|
704
|
|
|
858
|
|
||
Deferred rent
|
2,678
|
|
|
2,833
|
|
||
Deferred tax liabilities (Note 12)
|
184
|
|
|
202
|
|
||
Performance fee compensation
|
155
|
|
|
985
|
|
||
Accounts payable and other accrued expenses
|
2,236
|
|
|
2,326
|
|
||
Total accounts payable, accrued expenses and other liabilities
|
$
|
23,595
|
|
|
$
|
37,255
|
|
Remaining in 2017
|
$
|
1,349
|
|
2018
|
2,704
|
|
|
2019
|
2,710
|
|
|
2020
|
2,833
|
|
|
2021
|
2,430
|
|
|
Thereafter
|
4,254
|
|
|
Total future minimum lease payments
|
$
|
16,280
|
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Amounts in thousands)
|
||||||||||||||
MCC Admin Agreement
|
$
|
1,075
|
|
|
$
|
966
|
|
|
$
|
2,072
|
|
|
$
|
2,028
|
|
SIC Admin Agreement
|
795
|
|
|
634
|
|
|
1,589
|
|
|
1,217
|
|
||||
Funds Admin Agreements
|
313
|
|
|
168
|
|
|
619
|
|
|
378
|
|
||||
Total administrative fees from related parties
|
$
|
2,183
|
|
|
$
|
1,768
|
|
|
$
|
4,280
|
|
|
$
|
3,623
|
|
|
As of
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Amounts in thousands)
|
||||||
Amounts due from MCC under the MCC Admin Agreement
|
$
|
1,032
|
|
|
$
|
916
|
|
Amounts due from SIC under the SIC Admin Agreement
|
795
|
|
|
851
|
|
||
Amounts due from entities under the Funds Admin Agreements
|
594
|
|
|
301
|
|
||
Total due from related parties
|
$
|
2,421
|
|
|
$
|
2,068
|
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Amounts in thousands, except share and per share amounts)
|
||||||||||||||
Basic and diluted net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Numerator
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income attributable to Medley Management Inc.
|
$
|
574
|
|
|
$
|
58
|
|
|
$
|
967
|
|
|
$
|
152
|
|
Less: Allocation to participating securities
|
(237
|
)
|
|
(245
|
)
|
|
(155
|
)
|
|
(403
|
)
|
||||
Net income (loss) available to Class A common stockholders
|
$
|
337
|
|
|
$
|
(187
|
)
|
|
$
|
812
|
|
|
$
|
(251
|
)
|
|
|
|
|
|
|
|
|
||||||||
Denominator
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares of Class A common stock outstanding
|
5,588,978
|
|
|
5,777,726
|
|
|
5,697,483
|
|
|
5,814,428
|
|
||||
Net income (loss) per Class A share
|
$
|
0.06
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.14
|
|
|
$
|
(0.04
|
)
|
|
Number of RSUs
|
|
Weighted
Average Grant
Date Fair Value
|
|
Number of Restricted LLC Units
|
|
Weighted
Average Grant
Date Fair Value
|
||||||
Balance at December 31, 2016
|
1,652,483
|
|
|
$
|
12.88
|
|
|
—
|
|
|
$
|
—
|
|
Granted
|
413,838
|
|
|
9.87
|
|
|
320,000
|
|
|
11.67
|
|
||
Forfeited
|
(297,224
|
)
|
|
14.22
|
|
|
—
|
|
|
—
|
|
||
Vested
|
(15,105
|
)
|
|
8.18
|
|
|
—
|
|
|
—
|
|
||
Balance at June 30, 2017
|
1,753,992
|
|
|
$
|
12.07
|
|
|
320,000
|
|
|
$
|
11.67
|
|
|
For the Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
|
(Amounts in thousands)
|
||||||
Beginning balance
|
$
|
30,805
|
|
|
$
|
—
|
|
Net income attributable to redeemable non-controlling interests in consolidated subsidiaries
|
2,786
|
|
|
675
|
|
||
Contributions
|
23,000
|
|
|
—
|
|
||
Distributions
|
(3,057
|
)
|
|
(276
|
)
|
||
Change in fair value of available-for-sale securities
|
(28
|
)
|
|
—
|
|
||
Reclassification of redeemable non-controlling interest
|
—
|
|
|
12,196
|
|
||
Ending balance
|
$
|
53,506
|
|
|
$
|
12,595
|
|
(1)
|
The Class B common stock provides Medley Group LLC with a number of votes that is equal to 10 times the aggregate number of LLC Units held by all non-managing members of Medley LLC. From and after the time that the Substantial Ownership Requirement is no longer satisfied, the Class B common stock will provide Medley Group LLC with a number of votes that is equal to the aggregate number of LLC Units held by all non-managing members of Medley LLC that do not themselves hold shares of Class B common stock.
|
(2)
|
If our pre-IPO owners exchanged all of their vested LLC Units for shares of Class A common stock, they would hold
81.8%
of the outstanding shares of Class A common stock, entitling them to an equivalent percentage of economic interests and voting power in Medley Management Inc., Medley Group LLC would hold no voting power or economic interests in Medley Management Inc. and Medley Management Inc. would hold 100% of outstanding LLC Units and 100% of the voting power in Medley LLC.
|
(3)
|
Strategic Capital Advisory Services, LLC owns 20% of SIC Advisors LLC and is entitled to receive distributions of up to 20% of the gross cash proceeds received by SIC Advisors LLC from the management and incentive fees payable by Sierra Income Corporation to SIC Advisors LLC, net of certain expenses, as well as 20% of the returns of the investments held at SIC Advisors LLC.
|
(4)
|
Medley LLC holds 96.5% of the Class B economic interests in each of MCOF Management LLC, and Medley (Aspect) Management LLC.
|
(5)
|
Medley LLC holds 100% of the outstanding Common Interest and DB Med Investor I LLC holds 100% of the outstanding Preferred Interest in each of Medley Seed Funding I LLC and Medley Seed Funding II LLC.
|
(6)
|
Medley Seed Funding III LLC holds 100% of the Senior Preferred Interest, Strategic Capital Advisory Services, LLC holds 100% of the Junior Preferred Interest and Medley LLC holds 100% of the Common Interest in STRF Advisors LLC.
|
(7)
|
Medley LLC holds 100% of the outstanding Common Interest and DB MED Investor II LLC holds 100% of the outstanding Preferred Interest in Medley Seed Funding III LLC.
|
(8)
|
Medley GP Holdings LLC holds 96.5% of the Class B economic interests in each of MCOF GP LLC, and Medley (Aspect) GP LLC.
|
(9)
|
Certain employees, former employees and former members of Medley LLC hold approximately 40% of the limited liability company interests in MOF II GP LLC, the entity that serves as general partner of MOF II, entitling the holders to share the performance fees earned from MOF II.
|
•
|
The extent to which investors favor directly originated private credit investments.
Our ability to attract additional capital is dependent on investors’ views of directly originated private credit investments relative to traditional assets. We believe fundraising efforts will continue to be impacted by certain fundamental asset management trends that include: (i) the increasing importance of directly originated private credit investment strategies for institutional investors; (ii) increasing demand for directly originated private credit investments from retail investors; (iii) recognition by the consultant channel, which serves endowment and pension fund investors, that directly originated private credit is an important component of asset allocation; (iv) increasing demand from insurance companies seeking alternatives to investing in the liquid credit markets; and (v) de-leveraging of the global banking system, bank consolidation and increased bank regulatory requirements.
|
•
|
Our ability to generate strong, stable returns and retain investor capital throughout market cycles.
The capital we are able to attract and retain drives the growth of our AUM, fee earning AUM and management fees. We believe we are well positioned to invest through market cycles given our AUM is in either permanent capital vehicles or long-dated private funds and SMAs.
|
•
|
Our ability to source investments with attractive risk-adjusted returns.
Our ability to grow our revenue is dependent on our continued ability to source attractive investments and deploy the capital that we have raised. We believe that the current economic environment provides attractive investment opportunities. Our ability to identify attractive investments and execute on those investments is dependent on a number of factors, including the general macroeconomic environment, valuation, size and the liquidity of these investment opportunities. A significant decrease in the quality or quantity of investment opportunities in the directly originated private credit market, a substantial increase in corporate default rates, an increase in competition from new entrants providing capital to the private debt market and a decrease in recovery rates of directly originated private credit could adversely affect our ability to source investments with attractive risk-adjusted returns.
|
•
|
The attractiveness of our product offering to investors.
We believe defined contribution plans, retail investors, public institutional investors, pension funds, endowments, sovereign wealth funds and insurance companies are increasing exposure to directly originated private credit investment products to seek differentiated returns and current yield. Our permanent capital vehicles and long-dated private funds and SMAs benefit from this demand by offering institutional and retail investors the ability to invest in our private credit investment strategy. We believe that the breadth, diversity and number of investment vehicles we offer allow us to maximize our reach with investors.
|
•
|
The strength of our investment process, operating platform and client servicing capabilities.
Following the most recent financial crisis, investors in alternative investments, including those managed by us, have heightened their focus on matters such as manager due diligence, reporting transparency and compliance infrastructure. Since inception, we have invested heavily in our investment monitoring systems, compliance and enterprise risk management systems to proactively address investor expectations and the evolving regulatory landscape. We believe these investments in operating infrastructure will continue to support our growth in AUM.
|
•
|
Base Management Fees.
Base management fees are generally based on a defined percentage of (i) average or total gross assets, including assets acquired with leverage, (ii) total commitments, (iii) net invested capital, (iv) NAV or (v) lower of cost or market value of a fund’s portfolio investments. These fees are calculated quarterly and are paid in cash in advance or in arrears. Base management fees are recognized as revenue in the period advisory services are rendered, subject to our assessment of collectability.
|
•
|
Part I Incentive Fees.
We also include Part I incentive fees that we receive from our permanent capital vehicles and certain of our long-dated private funds in management fees. Part I incentive fees are paid quarterly, in cash, and are driven primarily by net interest income on senior secured loans. As it relates to MCC, these fees are subject to netting against realized and unrealized losses. We are primarily an asset manager of yield-oriented products and our incentive fees are primarily derived from spread income rather than trading or capital gains. In addition, we also carefully manage interest rate risk. We are generally positioned to benefit from a raising rate environment, which should benefit fees paid to us from our vehicles and funds.
|
•
|
Part II Incentive Fees
. For our permanent capital vehicles and certain of our long-dated private funds, Part II incentive fees generally represent 20.0% of each fund’s cumulative realized capital gains (net of realized capital losses and unrealized capital depreciation). We have not received these fees historically, and do not expect such fees to be material in the future given our focus on senior secured lending.
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Amounts in thousands, except AUM, share and per share amounts)
|
||||||||||||||
Consolidated Financial Data:
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income attributable to Medley Management Inc. and non-controlling interests in Medley LLC
|
$
|
4,191
|
|
|
$
|
597
|
|
|
$
|
7,353
|
|
|
$
|
1,370
|
|
Net income (loss) per Class A common stock
|
$
|
0.06
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.14
|
|
|
$
|
(0.04
|
)
|
Net Income Margin
(1)
|
25.5
|
%
|
|
2.8
|
%
|
|
24.1
|
%
|
|
3.5
|
%
|
||||
Weighted average shares - Basic and Diluted
|
5,588,978
|
|
|
5,777,726
|
|
|
5,697,483
|
|
|
5,814,428
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Non-GAAP Data:
|
|
|
|
|
|
|
|
|
|
|
|||||
Core Net Income
|
$
|
4,733
|
|
|
$
|
6,563
|
|
|
$
|
9,321
|
|
|
$
|
12,528
|
|
Core EBITDA
|
$
|
8,226
|
|
|
$
|
9,753
|
|
|
$
|
16,146
|
|
|
$
|
18,820
|
|
Core Net Income Per Share
|
$
|
0.10
|
|
|
$
|
0.14
|
|
|
$
|
0.19
|
|
|
$
|
0.26
|
|
Core Net Income Margin
|
18.1
|
%
|
|
19.9
|
%
|
|
19.5
|
%
|
|
20.8
|
%
|
||||
Pro-Forma Weighted Average Shares Outstanding
|
31,028,903
|
|
|
30,771,830
|
|
|
30,997,006
|
|
|
30,587,862
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Other Data (at period end, in millions):
|
|
|
|
|
|
|
|
|
|
|
|||||
AUM
|
$
|
5,438
|
|
|
$
|
5,025
|
|
|
$
|
5,438
|
|
|
$
|
5,025
|
|
Fee Earning AUM
|
$
|
3,279
|
|
|
$
|
3,158
|
|
|
$
|
3,279
|
|
|
$
|
3,158
|
|
(1)
|
Net Income Margin equals Net income attributable to Medley Management Inc. and non-controlling interests in Medley LLC divided by total revenue.
|
•
|
Gross asset values or NAV of such funds;
|
•
|
the drawn and undrawn debt (at the fund-level, including amounts subject to restrictions); and
|
•
|
uncalled committed capital (including commitments to funds that have yet to commence their investment periods).
|
|
|
|
|
|
|
|
% of AUM
|
||||||||||
|
Permanent
Capital
Vehicles
|
|
Long-dated
Private Funds
and SMAs
|
|
Total
|
|
Permanent
Capital
Vehicles
|
|
Long-dated
Private Funds
and SMAs
|
||||||||
|
(Dollars in millions)
|
|
|
|
|
||||||||||||
Beginning balance, March 31, 2017
|
$
|
2,464
|
|
|
$
|
2,988
|
|
|
$
|
5,452
|
|
|
45
|
%
|
|
55
|
%
|
Commitments
(1)
|
47
|
|
|
31
|
|
|
78
|
|
|
|
|
|
|
|
|||
Capital reduction
(2)
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|||
Distributions
(3)
|
(24
|
)
|
|
(76
|
)
|
|
(100
|
)
|
|
|
|
|
|
|
|||
Change in fund value
(4)
|
10
|
|
|
(2
|
)
|
|
8
|
|
|
|
|
|
|
|
|||
Ending balance, June 30, 2017
|
$
|
2,497
|
|
|
$
|
2,941
|
|
|
$
|
5,438
|
|
|
46
|
%
|
|
54
|
%
|
(1)
|
With respect to permanent capital vehicles, represents increases during the period through equity and debt offerings, subject to restrictions, as well as any changes in available undrawn borrowings or capital commitments. With respect to long-dated private funds and SMAs, represents new commitments or gross inflows, respectively, as well as any increases in available undrawn borrowings.
|
(2)
|
Represents the permanent reduction in equity or leverage during the period.
|
(3)
|
With respect to permanent capital vehicles, represents distributions of income. With respect to long-dated private funds and SMAs, represents return of capital, given our funds’ stage in their respective life cycle and the prioritization of capital distributions.
|
(4)
|
Includes interest income, realized and unrealized gains (losses), fees and/or expenses.
|
|
|
|
|
|
|
|
% of AUM
|
||||||||||
|
Permanent
Capital
Vehicles
|
|
Long-dated
Private Funds
and SMAs
|
|
Total
|
|
Permanent
Capital
Vehicles
|
|
Long-dated
Private Funds
and SMAs
|
||||||||
|
(Dollars in millions)
|
|
|
|
|
||||||||||||
Beginning balance, December 31, 2016
|
$
|
2,527
|
|
|
$
|
2,808
|
|
|
$
|
5,335
|
|
|
47
|
%
|
|
53
|
%
|
Commitments
(1)
|
60
|
|
|
239
|
|
|
299
|
|
|
|
|
|
|
|
|||
Capital reduction
(2)
|
(44
|
)
|
|
—
|
|
|
(44
|
)
|
|
|
|
|
|
|
|||
Distributions
(3)
|
(52
|
)
|
|
(107
|
)
|
|
(159
|
)
|
|
|
|
|
|
|
|||
Change in fund value
(4)
|
6
|
|
|
1
|
|
|
7
|
|
|
|
|
|
|
|
|||
Ending balance, June 30, 2017
|
$
|
2,497
|
|
|
$
|
2,941
|
|
|
$
|
5,438
|
|
|
46
|
%
|
|
54
|
%
|
(1)
|
With respect to permanent capital vehicles, represents increases during the period through equity and debt offerings, subject to restrictions, as well as any changes in available undrawn borrowings or capital commitments. With respect to long-dated private funds and SMAs, represents new commitments or gross inflows, respectively, as well as any increases in available undrawn borrowings.
|
(2)
|
Represents the permanent reduction in equity or leverage during the period.
|
(3)
|
With respect to permanent capital vehicles, represents distributions of income. With respect to long-dated private funds and SMAs, represents return of capital, given our funds’ stage in their respective life cycle and the prioritization of capital distributions.
|
(4)
|
Includes interest income, realized and unrealized gains (losses), fees and/or expenses.
|
•
|
for our permanent capital vehicles, the average or total gross asset value, including assets acquired with the proceeds of leverage (see “
Fee earning AUM based on gross asset value
” in the “
Components of Fee Earning AUM
” table below for the amount of this component of fee earning AUM as of each period);
|
•
|
for certain funds within the investment period in the long-dated private funds, the amount of limited partner capital commitments (see “
Fee earning AUM based on capital commitments
” in the “
Components of Fee Earning AUM
” table below for the amount of this component of fee earning AUM as of each period); and
|
•
|
for the aforementioned funds beyond the investment period and certain managed accounts within their investment period, the amount of limited partner invested capital or the NAV of the fund (see “Fee earning AUM based on invested capital or NAV” in the “Components of Fee Earning AUM” table below for the amount of this component of fee earning AUM as of each period).
|
|
As of
|
||||||
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
(Amounts in millions)
|
||||||
Fee earning AUM based on gross asset value
|
$
|
2,259
|
|
|
$
|
2,207
|
|
Fee earning AUM based on capital commitments
|
126
|
|
|
113
|
|
||
Fee earning AUM based on invested capital or NAV
|
894
|
|
|
870
|
|
||
Total fee earning AUM
|
$
|
3,279
|
|
|
$
|
3,190
|
|
|
|
|
|
|
|
|
% of Fee Earning AUM
|
||||||||||
|
Permanent
Capital Vehicles |
|
Long-dated
Private Funds and SMAs |
|
Total
|
|
Permanent
Capital Vehicles |
|
Long-dated
Private Funds and SMAs |
||||||||
|
(Dollars in millions)
|
|
|
|
|
||||||||||||
Beginning balance, March 31, 2017
|
$
|
2,214
|
|
|
$
|
1,000
|
|
|
$
|
3,214
|
|
|
69
|
%
|
|
31
|
%
|
Commitments
(1)
|
59
|
|
|
68
|
|
|
127
|
|
|
|
|
|
|
|
|||
Capital reduction
(2)
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|||
Distributions
(3)
|
(24
|
)
|
|
(53
|
)
|
|
(77
|
)
|
|
|
|
|
|
|
|||
Change in fund value
(4)
|
10
|
|
|
5
|
|
|
15
|
|
|
|
|
|
|
|
|||
Ending balance, June 30, 2017
|
$
|
2,259
|
|
|
$
|
1,020
|
|
|
$
|
3,279
|
|
|
69
|
%
|
|
31
|
%
|
(1)
|
With respect to permanent capital vehicles, represents increases or temporary reductions during the period through equity and debt offerings, as well as any increases in capital commitments. With respect to long-dated private funds and SMAs, represents new commitments or gross inflows, respectively.
|
(2)
|
Represents the permanent reduction in equity or leverage during the period.
|
(3)
|
Represents distributions of income, return of capital and return of portfolio investment capital to the fund.
|
(4)
|
Includes interest income, realized and unrealized gains (losses), fees and/or expenses.
|
|
|
|
|
|
|
|
% of Fee Earning AUM
|
||||||||||
|
Permanent
Capital Vehicles |
|
Long-dated
Private Funds and SMAs |
|
Total
|
|
Permanent
Capital Vehicles |
|
Long-dated
Private Funds and SMAs |
||||||||
|
(Dollars in millions)
|
|
|
|
|
||||||||||||
Beginning balance, December 31, 2016
|
$
|
2,207
|
|
|
$
|
983
|
|
|
$
|
3,190
|
|
|
69
|
%
|
|
31
|
%
|
Commitments
(1)
|
97
|
|
|
157
|
|
|
254
|
|
|
|
|
|
|
|
|||
Capital reduction
(2)
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|||
Distributions
(3)
|
(51
|
)
|
|
(111
|
)
|
|
(162
|
)
|
|
|
|
|
|
|
|||
Change in fund value
(4)
|
6
|
|
|
(9
|
)
|
|
(3
|
)
|
|
|
|
|
|
|
|||
Ending balance, June 30, 2017
|
$
|
2,259
|
|
|
$
|
1,020
|
|
|
$
|
3,279
|
|
|
69
|
%
|
|
31
|
%
|
(1)
|
With respect to permanent capital vehicles, represents increases or temporary reductions during the period through equity and debt offerings, as well as any increases in capital commitments. With respect to long-dated private funds and SMAs, represents new commitments or gross inflows, respectively.
|
(2)
|
Represents the permanent reduction in equity or leverage during the period.
|
(3)
|
Represents distributions of income, return of capital and return of portfolio investment capital to the fund.
|
(4)
|
Includes interest income, realized and unrealized gains (losses), fees and/or expenses.
|
Annualized Net Total Return
(1)
:
|
6.4
|
%
|
Annualized Realized Losses on Invested Capital:
|
0.7
|
%
|
Average Recovery
(3)
:
|
72.8
|
%
|
Annualized Net Total Return
(2)
:
|
7.3
|
%
|
Annualized Realized Losses on Invested Capital:
|
1.7
|
%
|
Average Recovery
(3)
:
|
45.7
|
%
|
Gross Portfolio Internal Rate of Return
(4)
:
|
13.0
|
%
|
Net Investor Internal Rate of Return
(5)
:
|
15.6
|
%
|
Annualized Realized Losses on Invested Capital:
|
—
|
%
|
Average Recovery:
|
N/A
|
|
Gross Portfolio Internal Rate of Return
(4)
:
|
12.2
|
%
|
Net Investor Internal Rate of Return
(6)
:
|
6.8
|
%
|
Annualized Realized Losses on Invested Capital:
|
1.7
|
%
|
Average Recovery
(3)
:
|
NM
|
|
Gross Portfolio Internal Rate of Return
(4)
:
|
11.9
|
%
|
Net Investor Internal Rate of Return
(6)
:
|
5.8
|
%
|
Annualized Realized Losses on Invested Capital:
|
—
|
%
|
Average Recovery:
|
N/A
|
|
Gross Portfolio Internal Rate of Return
(4)
:
|
9.8
|
%
|
Net Investor Internal Rate of Return
(7)
:
|
7.7
|
%
|
Annualized Realized Losses on Invested Capital:
|
0.6
|
%
|
Average Recovery
(3)
:
|
53.7
|
%
|
(1)
|
Annualized Net Total Return for SIC represents the annualized return assuming an investment at the initial public offering price, reinvestments of all dividends and distributions at prices obtained under SIC’s dividend reinvestment plan and selling at the NAV as of the measurement date.
|
(2)
|
Annualized Net Total Return for MCC, including Medley SBIC, represents the annualized return assuming an investment at the initial public offering price, reinvestments of all dividends and distributions at prices obtained under MCC's dividend reinvestment plan and selling at NAV as of the measurement date.
|
(3)
|
Average Recovery includes only those realized investments in which we experience a loss of principal on a cumulative cash flow basis and is calculated by dividing the total actual cash inflows for each respective investment, including all interest, principal and fee note repayments, dividends and transactions fees, if applicable, by the total actual cash outflows for each respective investment. For MOF II, we have presented the Average Recovery as “NM” or “Not Meaningful” because we believe the number of realized losses for each respective vehicle is not sufficient to provide an accurate representation of the expected Average Recovery for each vehicle.
|
(4)
|
For Medley SBIC, MOF II, MOF III, and SMAs, the Gross Portfolio Internal Rate of Return represents the cumulative investment performance from inception of each respective fund through
June 30, 2017
. The Gross Portfolio Internal Rate of Return includes both realized and unrealized investments and excludes the impact of base management fees, incentive fees and other fund related expenses. For realized investments, the investment returns were calculated based on the actual cash outflows and inflows for each respective investment and include all interest, principal and fee note repayments, dividends and transactions fees, if applicable. For unrealized investments, the investment returns were calculated based on the actual cash outflows and inflows for each respective investment and include all interest, principal and fee note repayments, dividends and transactions fees, if applicable. The investment return assumes that the remaining unrealized portion of the investment is realized at the investment’s most recent fair value, as calculated in accordance with U.S. GAAP. There can be no assurance that the investments will be realized at these fair values and actual results may differ significantly.
|
(5)
|
Earnings from Medley SBIC are paid to MCC. The Net Internal Rate of Return for Medley SBIC was calculated based upon i) the actual cash contribution and distributions to/from MCC and Medley SBIC ii) an allocable portion of MCC’s management and incentive fees and general fund related expenses and iii) assumes the NAV as of the measurement date is distributed to MCC. As of
June 30, 2017
, Medley SBIC Net Internal Rate of Return as described above assuming only the inclusion of management fees was 19.5%.
|
(6)
|
Net Investor Internal Rate of Return for MOF II and MOF III was calculated net of all management fees and carried interest allocation since inception and was computed based on the actual dates of capital contributions and the ending aggregate partners’ capital at the end of the period.
|
(7)
|
Net Investor Internal Rate of Return for our SMAs was calculated using the Gross Portfolio Internal Rate of Return, as described in note 4, and includes the actual management fees, incentive fees and general fund related expenses.
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Amounts in thousands, except AUM data)
|
||||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
||||
Management fees
|
$
|
13,201
|
|
|
$
|
18,695
|
|
|
$
|
27,096
|
|
|
$
|
34,958
|
|
Performance fees
|
575
|
|
|
851
|
|
|
(1,644
|
)
|
|
260
|
|
||||
Other revenues and fees
|
2,668
|
|
|
1,780
|
|
|
4,988
|
|
|
3,679
|
|
||||
Total revenues
|
16,444
|
|
|
21,326
|
|
|
30,440
|
|
|
38,897
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||
Compensation and benefits
|
5,705
|
|
|
8,564
|
|
|
11,499
|
|
|
14,432
|
|
||||
Performance fee compensation
|
50
|
|
|
45
|
|
|
(831
|
)
|
|
(26
|
)
|
||||
General, administrative and other expenses
|
2,754
|
|
|
8,899
|
|
|
5,422
|
|
|
16,878
|
|
||||
Total expenses
|
8,509
|
|
|
17,508
|
|
|
16,090
|
|
|
31,284
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Other income (expense)
|
|
|
|
|
|
|
|
|
|
|
|||||
Dividend income
|
733
|
|
|
221
|
|
|
1,468
|
|
|
443
|
|
||||
Interest expense
|
(2,766
|
)
|
|
(2,072
|
)
|
|
(6,413
|
)
|
|
(4,190
|
)
|
||||
Other income (expense), net
|
21
|
|
|
(863
|
)
|
|
1,581
|
|
|
(1,614
|
)
|
||||
Total other expense, net
|
(2,012
|
)
|
|
(2,714
|
)
|
|
(3,364
|
)
|
|
(5,361
|
)
|
||||
Income before income taxes
|
5,923
|
|
|
1,104
|
|
|
10,986
|
|
|
2,252
|
|
||||
Provision for income taxes
|
428
|
|
|
102
|
|
|
841
|
|
|
214
|
|
||||
Net income
|
5,495
|
|
|
1,002
|
|
|
10,145
|
|
|
2,038
|
|
||||
Net income attributable to redeemable non-controlling interests and non-controlling interests in consolidated subsidiaries
|
1,304
|
|
|
405
|
|
|
2,792
|
|
|
668
|
|
||||
Net income attributable to non-controlling interests in Medley LLC
|
3,617
|
|
|
539
|
|
|
6,386
|
|
|
1,218
|
|
||||
Net income attributable to Medley Management Inc.
|
$
|
574
|
|
|
$
|
58
|
|
|
$
|
967
|
|
|
$
|
152
|
|
|
|
|
|
|
|
|
|
||||||||
Other data (at period end, in millions):
|
|
|
|
|
|
|
|
||||||||
AUM
|
$
|
5,438
|
|
|
$
|
5,025
|
|
|
$
|
5,438
|
|
|
$
|
5,025
|
|
Fee earning AUM
|
$
|
3,279
|
|
|
$
|
3,158
|
|
|
$
|
3,279
|
|
|
$
|
3,158
|
|
•
|
Our management fees from permanent capital vehicles decreased by $5.9 million during the
three months ended June 30,
2017
compared to the same period in
2016
. The decrease was due to a decline in Part I incentive fees of $3.2 million from SIC and $3.0 million from MCC, offset in part by an increase in base management fees from SIC.
|
•
|
Our management fees from long-dated private funds and SMAs increased by $0.4 million for the
three months ended June 30,
2017
, compared to the same period in
2016
. The increase was primarily due to an increase in base management fees across most funds.
|
•
|
Our management fees from permanent capital vehicles decreased by $8.6 million during the
six months ended June 30,
2017
compared to the same period in
2016
. The decrease was due to a decline in Part I incentive fees of $5.0 million from SIC and $4.1 million from MCC, offset in part, by an increase in base management fees from SIC.
|
•
|
Our management fees from long-dated private funds and SMAs increased by $0.8 million for the
six months ended June 30,
2017
, compared to the same period in
2016
. The increase was primarily due to an increase in base management fees from our SMAs.
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Amounts in thousands, except share and per share amounts)
|
||||||||||||||
Net income attributable to Medley Management Inc.
|
$
|
574
|
|
|
$
|
58
|
|
|
$
|
967
|
|
|
$
|
152
|
|
Net income attributable to non-controlling interests in
Medley LLC |
3,617
|
|
|
539
|
|
|
6,386
|
|
|
1,218
|
|
||||
Net income attributable to Medley Management Inc. and non-controlling interests in Medley LLC
|
$
|
4,191
|
|
|
$
|
597
|
|
|
$
|
7,353
|
|
|
$
|
1,370
|
|
Reimbursable fund startup expenses
|
226
|
|
|
5,541
|
|
|
226
|
|
|
10,744
|
|
||||
IPO date award stock-based compensation
|
318
|
|
|
673
|
|
|
(343
|
)
|
|
1,346
|
|
||||
Other non-core items
(1)
|
65
|
|
|
521
|
|
|
2,338
|
|
|
521
|
|
||||
Income tax expense on adjustments
|
(67
|
)
|
|
(769
|
)
|
|
(253
|
)
|
|
(1,453
|
)
|
||||
Core Net Income
|
$
|
4,733
|
|
|
$
|
6,563
|
|
|
$
|
9,321
|
|
|
$
|
12,528
|
|
Interest expense
|
2,766
|
|
|
2,072
|
|
|
5,264
|
|
|
4,190
|
|
||||
Income taxes
|
495
|
|
|
871
|
|
|
1,094
|
|
|
1,667
|
|
||||
Depreciation and amortization
|
232
|
|
|
247
|
|
|
467
|
|
|
435
|
|
||||
Core EBITDA
|
$
|
8,226
|
|
|
$
|
9,753
|
|
|
$
|
16,146
|
|
|
$
|
18,820
|
|
|
|
|
|
|
|
|
|
||||||||
Core Net Income Per Share
|
$
|
0.10
|
|
|
$
|
0.14
|
|
|
$
|
0.19
|
|
|
$
|
0.26
|
|
|
|
|
|
|
|
|
|
||||||||
Pro-Forma Weighted Average Shares Outstanding
(2)
|
31,028,903
|
|
|
30,771,830
|
|
|
30,997,006
|
|
|
30,587,862
|
|
(1)
|
For the three months ended June 30, 2017, other non-core items consist of $0.1 million of severance costs to former employees. For the six months ended June 30, 2017, other non-core items consist of $1.2 million in additional interest expense associated with the acceleration of amortization of debt issuance costs and discount relating to prepayments made on our Term Loan Facility as a result of the refinancing of our indebtedness from the issuance of senior unsecured debt and $1.2 million in severance costs to former employees. For the three and six months ended June 30, 2016, other non-core items consists of a $0.5 million impairment loss on our investment in CK pearl Fund.
|
(2)
|
Assumes
the conversion by the pre-IPO holders of 23,333,333 Medley LLC units for 23,333,333 shares of Class A common stock at the beginning of each period presented, as well as the vesting of the weighted average number of restricted stock units and, in 2017, 320,000 restricted LLC units during each of the periods presented and conversion of such restricted LLC units for an equal number of shares of Class A common stock.
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(Amounts in thousands, except share and per share amounts)
|
||||||||||||||
Numerator
|
|
|
|
|
|
|
|
|
|
|
|
||||
Core Net Income
|
$
|
4,733
|
|
|
$
|
6,563
|
|
|
$
|
9,321
|
|
|
$
|
12,528
|
|
Add: Income taxes
|
495
|
|
|
871
|
|
|
1,094
|
|
|
1,667
|
|
||||
Pre-Tax Core Net Income
|
$
|
5,228
|
|
|
$
|
7,434
|
|
|
$
|
10,415
|
|
|
$
|
14,195
|
|
|
|
|
|
|
|
|
|
||||||||
Denominator
|
|
|
|
|
|
|
|
|
|
|
|
||||
Class A common stock
|
5,588,978
|
|
|
5,777,726
|
|
|
5,697,483
|
|
|
5,814,428
|
|
||||
Conversion of LLC Units and restricted LLC Units to Class A common stock
|
23,653,333
|
|
|
23,333,333
|
|
|
23,561,400
|
|
|
23,333,333
|
|
||||
Restricted stock units
|
1,786,592
|
|
|
1,660,771
|
|
|
1,738,123
|
|
|
1,440,101
|
|
||||
Pro-Forma Weighted Average Shares Outstanding
|
31,028,903
|
|
|
30,771,830
|
|
|
30,997,006
|
|
|
30,587,862
|
|
||||
Pre-Tax Core Net Income Per Share
|
$
|
0.17
|
|
|
$
|
0.24
|
|
|
$
|
0.34
|
|
|
$
|
0.46
|
|
Less: corporate income taxes per share
(1)
|
(0.07
|
)
|
|
(0.10
|
)
|
|
(0.15
|
)
|
|
(0.20
|
)
|
||||
Core Net Income Per Share
|
$
|
0.10
|
|
|
$
|
0.14
|
|
|
$
|
0.19
|
|
|
$
|
0.26
|
|
(1)
|
Assumes that all of our pre-tax earnings are subject to federal, state and local corporate income taxes. In determining corporate income taxes, we used a combined effective corporate tax rate of 43.0%.
|
|
For the Three Months Ended
June 30, |
|
For the Six Months Ended June 30,
|
||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
Net Income Margin
|
25.5
|
%
|
|
2.8
|
%
|
|
24.1
|
%
|
|
3.5
|
%
|
Reimbursable fund startup expenses
(1)
|
1.4
|
%
|
|
26.0
|
%
|
|
0.7
|
%
|
|
27.6
|
%
|
IPO date award stock-based compensation
(1)
|
1.9
|
%
|
|
3.2
|
%
|
|
(1.1
|
)%
|
|
3.5
|
%
|
Other non-core items
(1)(2)
|
0.4
|
%
|
|
2.4
|
%
|
|
7.7
|
%
|
|
1.3
|
%
|
Provision for income taxes
(1)
|
2.6
|
%
|
|
0.5
|
%
|
|
2.8
|
%
|
|
0.6
|
%
|
Corporate income taxes
(3)
|
(13.7
|
)%
|
|
(15.0
|
)%
|
|
(14.7
|
)%
|
|
(15.7
|
)%
|
Core Net Income Margin
|
18.1
|
%
|
|
19.9
|
%
|
|
19.5
|
%
|
|
20.8
|
%
|
(1)
|
Adjustments to Net income attributable to Medley Management Inc. and non-controlling interests in Medley LLC to calculate Core Net Income are presented as a percentage of total revenue
|
(2)
|
For the three and six months ended June 30, 2017, other non-core items consist of $0 and $1.2 million, respectively, in additional interest expense associated with the acceleration of amortization of debt issuance costs and discount relating to prepayments made on our Term Loan Facility as a result of the refinancing of our indebtedness from the issuance of senior unsecured debt and $0.1 million and $1.1 million, respectively, in severance costs to former employees. For the three and six months ended June 30, 2016, other non-core items consists of a $0.5 million impairment loss on our investment in CK Pearl Fund.
|
(3)
|
Assumes that all our pre-tax earnings, including adjustments above, are subject to federal, state and local corporate income taxes. In determining corporate income taxes, we used a combined effective corporate tax rate of 43.0% and presented the calculation as a percentage of total revenue.
|
•
|
incur additional indebtedness, make guarantees and enter into hedging arrangements;
|
•
|
create liens on assets;
|
•
|
enter into sale and leaseback transactions;
|
•
|
engage in mergers or consolidations;
|
•
|
make fundamental changes;
|
•
|
pay dividends and distributions or repurchase our capital stock;
|
•
|
make investments, loans and advances, including acquisitions;
|
•
|
engage in certain transactions with affiliates;
|
•
|
make changes in the nature of their business; and
|
•
|
make prepayments of junior debt.
|
|
For the Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
|
(Amounts in thousands)
|
||||||
Statements of cash flows data
|
|
|
|
|
|
||
Net cash provided by operating activities
|
$
|
2,064
|
|
|
$
|
3,064
|
|
Net cash used in investing activities
|
(32,357
|
)
|
|
(1,681
|
)
|
||
Net cash provided by (used in) financing activities
|
24,176
|
|
|
(16,777
|
)
|
||
Net increase (decrease) in cash and cash equivalents
|
$
|
(6,117
|
)
|
|
$
|
(15,394
|
)
|
|
Less than
1 year
|
|
1 - 3
years
|
|
4 - 5
years
|
|
More than
5 years
|
|
Total
|
||||||||||
|
(Amounts in thousands)
|
||||||||||||||||||
Medley Obligations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Operating lease obligations
(1)
|
$
|
2,701
|
|
|
$
|
5,445
|
|
|
$
|
5,096
|
|
|
$
|
3,038
|
|
|
$
|
16,280
|
|
Loans payable
(2)
|
—
|
|
|
10,000
|
|
|
—
|
|
|
—
|
|
|
10,000
|
|
|||||
Senior unsecured debt
(3)
|
—
|
|
|
—
|
|
|
—
|
|
|
122,595
|
|
|
122,595
|
|
|||||
Revenue share payable
|
1,069
|
|
|
1,749
|
|
|
1,399
|
|
|
|
|
|
4,217
|
|
|||||
Capital commitments to funds
(4)
|
275
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
275
|
|
|||||
Total
|
$
|
4,045
|
|
|
$
|
17,194
|
|
|
$
|
6,495
|
|
|
$
|
125,633
|
|
|
$
|
153,367
|
|
(1)
|
We lease office space in New York and San Francisco under non-cancelable lease agreements. The amounts in this table represent the minimum lease payments required over the term of the lease, and include operating leases for office equipment.
|
(2)
|
We have included all loans described in Note 6, “
Loans Payable
,” to our condensed consolidated financial statements included in this Form 10-Q.
|
(3)
|
We have included all our obligations described in Note 7, “
Senior Unsecured Debt
,” to our condensed consolidated financial statements included in this Form 10-Q. In addition to the principal amounts above, the Company is required to make quarterly interest payments of $1.3 million related to our 2024 Notes and $0.9 million related to our 2026 Notes.
|
(4)
|
Represents equity commitments by us to certain long-dated private funds managed by us. These amounts are generally due on demand and are therefore presented in the less than one year category.
|
Period
|
|
Total number of shares (or units) purchased
|
|
Average price paid per share (or unit)
|
|
Total number of shares (or units) purchased as part of publicly announced plans or programs
|
|
Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs
|
||||||
April 1, 2017 - April 30, 2017
|
|
|
|
|
|
|
|
|
||||||
Common stock repurchases
|
|
136
|
|
|
|
|
136
|
|
|
|
||||
Total
|
|
136
|
|
|
$
|
8.13
|
|
|
136
|
|
|
$
|
2,193
|
|
May 1, 2017 - May 31, 2017
|
|
|
|
|
|
|
|
|
||||||
Common stock repurchases
|
|
81
|
|
|
|
|
81
|
|
|
|
||||
Total
|
|
81
|
|
|
$
|
6.23
|
|
|
81
|
|
|
$
|
1,688
|
|
June 1, 2017 - June 30, 2017
|
|
|
|
|
|
|
|
|
||||||
Common stock repurchases
|
|
160
|
|
|
|
|
160
|
|
|
|
||||
Total
|
|
160
|
|
|
$
|
6.01
|
|
|
160
|
|
|
$
|
725
|
|
Total
|
|
|
|
|
|
|
|
|
||||||
Common stock repurchases
|
|
377
|
|
|
|
|
377
|
|
|
|
||||
Total
|
|
377
|
|
|
$
|
6.82
|
|
|
377
|
|
|
$
|
725
|
|
Exhibit No.
|
|
Exhibit Description
|
|
|
|
3.1
|
|
|
|
|
|
3.2
|
|
|
|
|
|
4.1
|
|
|
|
|
|
4.2
|
|
|
|
|
|
4.3
|
|
|
|
|
|
4.4
|
|
|
|
|
|
4.5
|
|
|
|
|
|
10.1
|
|
|
|
|
|
31.1*
|
|
|
|
|
|
31.2*
|
|
|
|
|
|
31.3*
|
|
|
|
|
|
32.1**
|
|
|
|
|
|
32.2**
|
|
|
|
|
|
32.3**
|
|
|
|
|
|
101.INS*
|
|
XBRL Instance Document
|
|
|
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
MEDLEY MANAGEMENT INC.
|
|
|
(Registrant)
|
|
|
|
|
Date: August 10, 2017
|
By:
|
/s/ Richard T. Allorto, Jr.
|
|
|
Richard T. Allorto, Jr.
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial Officer and Authorized Signatory)
|
1 Year Medley Management Chart |
1 Month Medley Management Chart |
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