8-K
COHEN & STEERS, INC. (CNS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_____________________
FORM 8-K
_____________________
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): April 22, 2020
_____________________
Cohen & Steers, Inc.
(Exact Name of Registrant as Specified in Charter)
_____________________
| Delaware | 001-32236 | 14-1904657 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
280 Park Avenue
New York, NY 10017
(Address of Principal Executive Offices and Zip Code)
(212) 832-3232
(Registrant's Telephone Number, Including Area Code)
| _________________________________________<br><br>(Former Name or Former Address, if Changed Since Last Report) |
|---|
________________
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $.01 par value | CNS | New York Stock Exchange |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition
On April 22, 2020, Cohen & Steers, Inc. (the Company) reported, among other things, the Company's financial results for the quarter ended March 31, 2020. Copies of the press release announcing the availability of the Company’s financial results and the full earnings release are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively.
The information contained under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished and, as a result, such information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits. The exhibits listed on the exhibit index accompanying this Current Report on Form 8-K are furnished herewith.
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Earnings announcement press release datedApril22, 2020 |
| 99.2 | Earnings release dated April 22, 2020 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Cohen & Steers, Inc.<br><br>(Registrant) | ||
|---|---|---|
| Date: April 22, 2020 | By: | /s/ Matthew S. Stadler |
| --- | --- | --- |
| Name: Matthew S. Stadler<br><br>Title: Executive Vice President and Chief Financial Officer |
Document
Cohen & Steers, Inc.
280 Park Avenue
New York, NY 10017-1216
Tel (212) 832-3232
Contact:
Matthew S. Stadler
Executive Vice President
Chief Financial Officer
Cohen & Steers, Inc.
Tel (212) 446-9168
COHEN & STEERS REPORTS RESULTS FOR FIRST QUARTER 2020
New York, NY, April 22, 2020—Cohen & Steers, Inc. (NYSE: CNS) today reported financial results for the three months ended March 31, 2020, including net income and earnings per share. The first quarter 2020 earnings release and accompanying earnings presentation can be viewed at Cohen & Steers Reports Results for First Quarter 2020 and on the Company’s website at www.cohenandsteers.com under "Company—Investor Relations—Press Releases."
Conference Call
The Company will host a conference call tomorrow, April 23, 2020, at 10:00 a.m. (ET) to discuss these results via webcast and telephone. Hosting the call will be chief executive officer, Robert Steers, president, Joseph Harvey, and chief financial officer, Matthew Stadler.
Investors and analysts can access the live conference call by dialing 800-741-3792 (U.S.) or +1-212-231-2908 (international); passcode: 21957830. Participants should plan to register at least 10 minutes before the conference call begins. A replay of the call will be available for two weeks starting at approximately 12:00 p.m. (ET) on April 23, 2020 and can be accessed at 800-633-8284 (U.S.) or +1-402-977-9140 (international); passcode: 21957830. Internet access to the webcast, which includes audio (listen-only), will be available on the company's website at www.cohenandsteers.com under "Company—Investor Relations—Overview." The webcast will be archived on the website for one month.
About Cohen & Steers
Cohen & Steers is a global investment manager specializing in real assets and alternative income, including real estate securities, listed infrastructure and natural resource equities, as well as preferred securities and other income solutions. Founded in 1986, the firm is headquartered in New York City, with offices in London, Dublin, Hong Kong and Tokyo.
Document
Contact:
Matthew S. Stadler
Executive Vice President
Chief Financial Officer
Cohen & Steers, Inc.
Tel (212) 446-9168
COHEN & STEERS REPORTS RESULTS FOR FIRST QUARTER 2020
•Diluted EPS of $0.42 ($0.61, as adjusted)
•Operating margin of 26.8% (38.2%, as adjusted)
•AUM of $57.4 billion; average AUM of $69.0 billion
•Net inflows of $1.2 billion
NEW YORK, NY, April 22, 2020—Cohen & Steers, Inc. (NYSE: CNS) today reported its operating results for the quarter ended March 31, 2020.
| Financial Highlights | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (in thousands, except percentages and per share data) | Three Months Ended | ||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31,<br>2019 | |||||||
| U.S. GAAP | |||||||||
| Revenue | $ | 105,830 | $ | 109,847 | $ | 94,226 | |||
| Expenses | $ | 77,461 | $ | 63,385 | $ | 58,791 | |||
| Operating income (loss) | $ | 28,369 | $ | 46,462 | $ | 35,435 | |||
| Non-operating income (loss) | $ | (19,843) | $ | 1,352 | $ | 14,910 | |||
| Net income attributable to common stockholders | $ | 20,572 | $ | 36,728 | $ | 32,543 | |||
| Diluted earnings per share | $ | 0.42 | $ | 0.75 | $ | 0.68 | |||
| Operating margin | 26.8 | % | 42.3 | % | 37.6 | % | |||
| As Adjusted ^(1)^ | |||||||||
| Net income attributable to common stockholders | $ | 29,439 | $ | 35,997 | $ | 27,424 | |||
| Diluted earnings per share | $ | 0.61 | $ | 0.74 | $ | 0.58 | |||
| Operating margin | 38.2 | % | 43.1 | % | 38.1 | % | |||
| _________________________<br><br><br><br>(1) The “As Adjusted” amounts represent non-GAAP financial measures. Refer to pages 14-15 for reconciliations to the most directly comparable U.S. GAAP financial measures. |
U.S. GAAP
This section discusses the financial results of the Company as presented in accordance with U.S. GAAP.
Revenue
Revenue for the first quarter of 2020 was $105.8 million, a decrease of $4.0 million, or 3.7% from $109.8 million for the fourth quarter of 2019. The change was primarily due to a decrease in investment advisory and administration fees of $3.9 million attributable to lower average assets under management and one less day in the quarter. Changes to investment advisory and administration fee revenue by investment vehicle were as follows:
•Institutional account revenue decreased $1.4 million to $27.9 million;
•Open-end fund revenue decreased $1.3 million to $49.8 million; and
•Closed-end fund revenue decreased $1.1 million to $19.6 million.
Expenses
Expenses for the first quarter of 2020 were $77.5 million, an increase of $14.1 million, or 22.2% from $63.4 million for the fourth quarter of 2019. The change was primarily due to:
•Higher employee compensation and benefits of $3.6 million, primarily due to higher payroll taxes of $807,000 resulting from the appreciated value of restricted stock units delivered in January 2020, an increase in salaries of $652,000, an increase in the company’s defined contribution match of $533,000 and higher production compensation of $302,000. The fourth quarter of 2019 included a cumulative adjustment to reflect actual incentive compensation to be paid; and
•Higher general and administrative expenses of $10.6 million, primarily due to $11.5 million of expenses associated with the Cohen & Steers Quality Income Realty Fund, Inc. rights offering, partially offset by lower travel and entertainment expenses of $724,000.
Operating Margin
Operating margin was 26.8% for the first quarter of 2020, compared with 42.3% for the fourth quarter of 2019.
| Non-operating Income (Loss) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in thousands) | |||||||||||||
| December 31, 2019 | |||||||||||||
| Other | Total | Seed Investments | Other | Total | |||||||||
| Interest and dividend income—net | 607 | $ | 542 | $ | 1,149 | $ | 594 | $ | 948 | $ | 1,542 | ||
| Gain (loss) from investments—net | — | (22,027) | 1,463 | — | 1,463 | ||||||||
| Foreign currency gains (losses)—net | 1,508 | 1,035 | 773 | (2,426) | (1,653) | ||||||||
| Total non-operating income (loss) | (21,893) | ^(1)^ | $ | 2,050 | $ | (19,843) | $ | 2,830 | ^(1)^ | $ | (1,478) | $ | 1,352 |
| _________________________(1) Amounts included loss of 12.5 million and gain of 1.2 million attributable to third-party interests for the three months ended March 31, 2020 and December 31, 2019, respectively. |
All values are in US Dollars.
Non-operating loss for the first quarter of 2020 was $19.8 million, compared with non-operating income of $1.4 million for the fourth quarter of 2019. For the first quarter of 2020, non-operating loss from seed investments, excluding a loss of $12.5 million attributable to third-party interests, was $9.4 million, approximating a return of
(17.3%). For the fourth quarter of 2019, non-operating income from seed investments, excluding a gain of $1.2 million attributable to third-party interests, was $1.6 million, approximating a return of 2.6%.
Income Taxes
The effective tax rate for the first quarter of 2020 was 2.2%, compared with 21.2% for the fourth quarter of 2019. The effective tax rate for the first quarter of 2020 differed from the U.S. federal statutory rate of 21.0% primarily due to state, local and foreign taxes and the establishment of a valuation allowance associated with unrealized losses on the Company’s seed investments, partially offset by discrete tax items, primarily related to the appreciated value of the restricted stock units delivered in January 2020. The effective tax rate for the fourth quarter of 2019 differed from the U.S. federal statutory rate of 21.0% primarily due to state, local and foreign taxes, offset by the reversal of certain liabilities associated with unrecognized tax benefits and the release of a portion of the valuation allowance associated with unrealized gains on the Company's seed investments.
As Adjusted
The term “As Adjusted” is used to identify non-GAAP financial information in the discussion below. Refer to pages 14-15 for reconciliations to the most directly comparable U.S. GAAP financial measures.
Revenue
Revenue, as adjusted, for the first quarter of 2020 was $105.8 million, compared with $109.8 million for the fourth quarter of 2019.
Revenue, as adjusted, excluded the impact of consolidation of certain of the Company's seed investments for both periods.
Expenses
Expenses, as adjusted, for the first quarter of 2020 were $65.4 million, compared with $62.5 million for the fourth quarter of 2019.
Expenses, as adjusted, excluded the following:
•The impact of consolidation of certain of the Company's seed investments for both periods;
•Amounts related to the accelerated vesting of certain restricted stock units for the fourth quarter of 2019; and
•Costs associated with the Cohen & Steers Quality Income Reality Fund, Inc. rights offering for both periods.
Operating Margin
Operating margin, as adjusted, for the first quarter of 2020 was 38.2%, compared with 43.1% for the fourth quarter of 2019.
Non-operating Income
Non-operating income, as adjusted, for the first quarter of 2020 was $123,000, compared with $1.3 million for the fourth quarter of 2019.
Non-operating income, as adjusted, excluded the following for both periods:
•Results from the Company's seed investments; and
•Net foreign currency exchange gains and losses associated with U.S. dollar-denominated assets held by certain foreign subsidiaries.
Income Taxes
The effective tax rate, as adjusted, for the first quarter of 2020 was 27.4%, compared with 26.1% for the fourth quarter of 2019.
The effective tax rate, as adjusted, excluded the tax effects associated with non-GAAP adjustments as well as discrete items for both periods.
•For the first quarter of 2020, the tax effect of non-GAAP adjustments was primarily related to the establishment of a valuation allowance associated with unrealized losses on the Company’s seed investments. Discrete items were primarily related to the appreciated value of the restricted stock units delivered in January 2020; and
•For the fourth quarter of 2019, the tax effect of non-GAAP adjustments was primarily related to the release of a portion of the valuation allowance associated with unrealized gains on the Company's seed investments. Discrete items were primarily related to the reversal of certain liabilities associated with unrecognized tax benefits.
| Assets Under Management | ||||||
|---|---|---|---|---|---|---|
| (in millions) | As of | |||||
| By Investment Vehicle | March 31,<br>2020 | December 31,<br>2019 | % Change | |||
| Institutional accounts | $ | 25,045 | $ | 31,813 | (21.3 | %) |
| Open-end funds | 24,561 | 30,725 | (20.1 | %) | ||
| Closed-end funds | 7,763 | 9,644 | (19.5 | %) | ||
| Total | $ | 57,369 | $ | 72,182 | (20.5 | %) |
| By Investment Strategy | ||||||
| U.S. real estate | $ | 23,794 | $ | 31,024 | (23.3 | %) |
| Preferred securities | 14,872 | 17,581 | (15.4 | %) | ||
| Global/international real estate | 11,005 | 13,509 | (18.5 | %) | ||
| Global listed infrastructure | 6,175 | 8,076 | (23.5 | %) | ||
| Other | 1,523 | 1,992 | (23.5 | %) | ||
| Total | $ | 57,369 | $ | 72,182 | (20.5 | %) |
Assets under management at March 31, 2020 were $57.4 billion, a decrease of 20.5% from $72.2 billion at December 31, 2019. The decrease was driven by market depreciation of $15.3 billion and distributions of $671 million, partially offset by net inflows of $1.2 billion.
Institutional Accounts
Assets under management in institutional accounts at March 31, 2020 were $25.0 billion, a decrease of 21.3% from $31.8 billion at December 31, 2019. The change was primarily due to the following:
•Advisory:
◦Net inflows of $697 million, including $794 million into global/international real estate, partially offset by net outflows of $219 million from U.S. real estate; and
◦Market depreciation of $3.3 billion, including $1.3 billion from global/international real estate, $885 million from U.S. real estate and $448 million from global listed infrastructure.
•Japan subadvisory:
◦Net inflows of $280 million, including $242 million into U.S. real estate;
◦Market depreciation of $2.5 billion, including $2.0 billion from U.S. real estate and $486 million from global/international real estate; and
◦Distributions of $316 million, including $309 million from U.S. real estate.
•Subadvisory excluding Japan:
◦Net outflows of $175 million, including $135 million from U.S. real estate; and
◦Market depreciation of $1.4 billion, including $936 million from global/international real estate and $298 million from global listed infrastructure.
Open-end Funds
Assets under management in open-end funds at March 31, 2020 were $24.6 billion, a decrease of 20.1% from $30.7 billion at December 31, 2019. The change was primarily due to the following:
•Net inflows of $67 million, including $266 million into U.S. real estate, partially offset by net outflows of $151 million from preferred securities, $31 million from global/international real estate and $28 million from global listed infrastructure;
•Market depreciation of $6.0 billion, including $3.6 billion from U.S. real estate and $1.6 billion from preferred securities; and
•Distributions of $227 million, including $135 million from preferred securities and $88 million from U.S. real estate.
Closed-end Funds
Assets under management in closed-end funds at March 31, 2020 were $7.8 billion, a decrease of 19.5% from $9.6 billion at December 31, 2019. The decrease was the result of market depreciation of $2.1 billion and distributions of $128 million, partially offset by net inflows of $315 million, primarily due to the Cohen & Steers Quality Income Realty Fund, Inc. rights offering.
Investment Performance at March 31, 2020
_________________________
(1) Past performance is no guarantee of future results. Outperformance is determined by comparing the annualized investment performance of each investment strategy to the performance of specified reference benchmarks. Investment performance in excess of the performance of the benchmark is considered outperformance. The investment performance calculation of each investment strategy is based on all active accounts and investment models pursuing similar investment objectives. For accounts, actual investment performance is measured gross of fees and net of withholding taxes. For investment models, for which actual investment performance does not exist, the investment performance of a composite of accounts pursuing comparable investment objectives is used as a proxy for actual investment performance. The performance of the specified reference benchmark for each account and investment model is measured net of withholding taxes, where applicable. This is not investment advice and may not be construed as sales or marketing material for any financial product or service sponsored or provided by Cohen & Steers.
(2) © 2020 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete, or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Morningstar calculates its ratings based on a risk-adjusted return measure that accounts for variation in a fund's monthly performance (including the effects of sales charges, loads, and redemption fees), placing more emphasis on downward variations and rewarding consistent performance. The top 10% of funds in each category receive five stars, the next 22.5% receive four stars, the next 35% receive three stars, the next 22.5% receive two stars and the bottom 10% receive one star. Past performance is no guarantee of future results. Based on independent rating by Morningstar, Inc. of investment performance of each Cohen & Steers-sponsored open-end U.S.-registered mutual fund for all share classes for the overall period at March 31, 2020. Overall Morningstar rating is a weighted average based on the 3-year, 5-year and 10-year Morningstar rating. Each share class is counted as a fraction of one fund within this scale and rated separately, which may cause slight variations in the distribution percentages. This is not investment advice and may not be construed as sales or marketing material for any financial product or service sponsored or provided by Cohen & Steers.
Balance Sheet Information
As of March 31, 2020, cash, cash equivalents, U.S. Treasury securities and seed investments were $140 million. As of March 31, 2020, stockholders' equity was $196 million and the Company had no debt.
Conference Call Information
Cohen & Steers will host a conference call tomorrow, April 23, 2020 at 10:00 a.m. (ET) to discuss the Company's first quarter results. Investors and analysts can access the live conference call by dialing 800-741-3792 (U.S.) or +1-212-231-2908 (international); passcode: 21957830. Participants should plan to register at least 10 minutes before the conference call begins. The accompanying presentation will be available on the Company's website at www.cohenandsteers.com under “Company—Investor Relations—Press Releases.”
A replay of the call will be available for two weeks starting at approximately 12:00 p.m. (ET) on April 23, 2020 and can be accessed at 800-633-8284 (U.S.) or +1-402-977-9140 (international); passcode: 21957830. Internet access to the webcast, which includes audio (listen-only), will be available on the Company's website at www.cohenandsteers.com under “Company—Investor Relations—Overview.” The webcast will be archived on the website for one month.
About Cohen & Steers
Cohen & Steers is a global investment manager specializing in real assets and alternative income, including real estate securities, listed infrastructure and natural resource equities, as well as preferred securities and other income solutions. Founded in 1986, the firm is headquartered in New York City, with offices in London, Dublin, Hong Kong and Tokyo.
Forward-Looking Statements
This press release and other statements that Cohen & Steers may make may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which reflect management's current views with respect to, among other things, the Company's operations and financial performance. You can identify these forward-looking statements by the use of words such as "outlook," "believes," "expects," "potential," "may," "should," "seeks," "predicts," "intends," "plans," "estimates," "anticipates" or the negative versions of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these forward-looking statements. The Company believes that these factors include, but are not limited to, the risks described in the Risk Factors section of the Company's Annual Report on Form 10-K for the year ended December 31, 2019 (the Form 10-K), which is accessible on the Securities and Exchange Commission's website at www.sec.gov and on the Company's website at www.cohenandsteers.com, as well as the risks associated with or arising from the duration and scope of the ongoing COVID-19 (coronavirus) pandemic, including the impact on demand for our investment products and services; the adverse effect of volatile market conditions, including volatility in equity market prices and real estate securities in particular, on the value of our common stock and our investments; the cost, effects and duration of steps we take in response to the pandemic; and general economic uncertainty in the U.S. and internationally and a worsening of global economic conditions or low levels of economic growth. These factors are not exhaustive and should be read in conjunction with the other cautionary statements that are included in the Company's Form 10-K and other filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.
# #
| Cohen & Steers, Inc. and Subsidiaries | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Condensed Consolidated Statements of Operations (Unaudited) | ||||||||||||||
| (in thousands, except per share data) | ||||||||||||||
| Three Months Ended | % Change From | |||||||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31, 2019 ^(1)^ | December 31,<br>2019 | March 31,<br>2019 | ||||||||||
| Revenue | ||||||||||||||
| Investment advisory and administration fees | $ | 97,289 | $ | 101,157 | $ | 86,804 | ||||||||
| Distribution and service fees | 7,783 | 7,976 | 6,973 | |||||||||||
| Other | 758 | 714 | 449 | |||||||||||
| Total revenue | 105,830 | 109,847 | 94,226 | (3.7 | %) | 12.3 | % | |||||||
| Expenses | ||||||||||||||
| Employee compensation and benefits | 38,617 | 34,993 | 33,715 | |||||||||||
| Distribution and service fees | 14,104 | 14,371 | 12,536 | |||||||||||
| General and administrative | 23,588 | 12,942 | 11,438 | |||||||||||
| Depreciation and amortization | 1,152 | 1,079 | 1,102 | |||||||||||
| Total expenses | 77,461 | 63,385 | 58,791 | 22.2 | % | 31.8 | % | |||||||
| Operating income (loss) | 28,369 | 46,462 | 35,435 | (38.9 | %) | (19.9 | %) | |||||||
| Non-operating income (loss) | ||||||||||||||
| Interest and dividend income—net | 1,149 | 1,542 | 1,541 | |||||||||||
| Gain (loss) from investments—net | (22,027) | 1,463 | 13,864 | |||||||||||
| Foreign currency gains (losses)—net | 1,035 | (1,653) | (495) | |||||||||||
| Total non-operating income (loss) | (19,843) | 1,352 | 14,910 | * | * | |||||||||
| Income before provision for income taxes | 8,526 | 47,814 | 50,345 | (82.2 | %) | (83.1 | %) | |||||||
| Provision for income taxes | 458 | 9,854 | 10,368 | |||||||||||
| Net income | 8,068 | 37,960 | 39,977 | (78.7 | %) | (79.8 | %) | |||||||
| Less: Net (income) loss attributable to redeemable noncontrolling interests | 12,504 | (1,232) | (7,434) | |||||||||||
| Net income attributable to common stockholders | $ | 20,572 | $ | 36,728 | $ | 32,543 | (44.0 | %) | (36.8 | %) | ||||
| Earnings per share attributable to common stockholders | ||||||||||||||
| Basic | $ | 0.43 | $ | 0.78 | $ | 0.69 | (44.4 | %) | (37.5 | %) | ||||
| Diluted | $ | 0.42 | $ | 0.75 | $ | 0.68 | (43.9 | %) | (38.0 | %) | ||||
| Dividends declared per share | ||||||||||||||
| Quarterly | $ | 0.39 | $ | 0.36 | $ | 0.36 | 8.3 | % | 8.3 | % | ||||
| Special | $ | — | $ | 2.00 | $ | — | (100.0 | %) | — | % | ||||
| Weighted average shares outstanding | ||||||||||||||
| Basic | 47,651 | 47,324 | 47,146 | |||||||||||
| Diluted | 48,591 | 48,703 | 47,642 | |||||||||||
| _________________________<br><br><br><br>* Not meaningful.<br><br>(1) Revenue amounts related to model-based portfolios were reclassified from other (previously reported as portfolio consulting and other) to investment advisory and administration fees. | ||||||||||||||
| Cohen & Steers, Inc. and Subsidiaries | ||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| Assets Under Management | ||||||||||||||
| By Investment Vehicle | ||||||||||||||
| (in millions) | ||||||||||||||
| Three Months Ended | % Change From | |||||||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31, 2019 ^(1)^ | December 31,<br>2019 | March 31,<br>2019 | ||||||||||
| Institutional Accounts | ||||||||||||||
| Assets under management, beginning of period | $ | 31,813 | $ | 31,533 | $ | 27,148 | ||||||||
| Inflows | 2,263 | 1,031 | 851 | |||||||||||
| Outflows | (1,461) | (901) | (1,187) | |||||||||||
| Net inflows (outflows) | 802 | 130 | (336) | |||||||||||
| Market appreciation (depreciation) | (7,254) | 450 | 3,975 | |||||||||||
| Distributions | (316) | (308) | (361) | |||||||||||
| Transfers | — | 8 | 5 | |||||||||||
| Total increase (decrease) | (6,768) | 280 | 3,283 | |||||||||||
| Assets under management, end of period | $ | 25,045 | $ | 31,813 | $ | 30,431 | (21.3 | %) | (17.7 | %) | ||||
| Percentage of total assets under management | 43.7 | % | 44.1 | % | 46.0 | % | ||||||||
| Average assets under management | $ | 29,894 | $ | 31,347 | $ | 29,169 | (4.6 | %) | 2.5 | % | ||||
| Open-end Funds | ||||||||||||||
| Assets under management, beginning of period | $ | 30,725 | $ | 29,598 | $ | 22,295 | ||||||||
| Inflows | 4,377 | 3,588 | 3,100 | |||||||||||
| Outflows | (4,310) | (2,038) | (1,690) | |||||||||||
| Net inflows (outflows) | 67 | 1,550 | 1,410 | |||||||||||
| Market appreciation (depreciation) | (6,004) | 532 | 2,914 | |||||||||||
| Distributions | (227) | (947) | (207) | |||||||||||
| Transfers | — | (8) | (5) | |||||||||||
| Total increase (decrease) | (6,164) | 1,127 | 4,112 | |||||||||||
| Assets under management, end of period | $ | 24,561 | $ | 30,725 | $ | 26,407 | (20.1 | %) | (7.0 | %) | ||||
| Percentage of total assets under management | 42.8 | % | 42.6 | % | 39.9 | % | ||||||||
| Average assets under management | $ | 29,808 | $ | 30,050 | $ | 24,665 | (0.8 | %) | 20.9 | % | ||||
| Closed-end Funds | ||||||||||||||
| Assets under management, beginning of period | $ | 9,644 | $ | 9,707 | $ | 8,410 | ||||||||
| Inflows | 403 | 3 | — | |||||||||||
| Outflows | (88) | (80) | — | |||||||||||
| Net inflows (outflows) | 315 | (77) | — | |||||||||||
| Market appreciation (depreciation) | (2,068) | 147 | 1,007 | |||||||||||
| Distributions | (128) | (133) | (127) | |||||||||||
| Total increase (decrease) | (1,881) | (63) | 880 | |||||||||||
| Assets under management, end of period | $ | 7,763 | $ | 9,644 | $ | 9,290 | (19.5 | %) | (16.4 | %) | ||||
| Percentage of total assets under management | 13.5 | % | 13.4 | % | 14.0 | % | ||||||||
| Average assets under management | $ | 9,286 | $ | 9,616 | $ | 8,983 | (3.4 | %) | 3.4 | % | ||||
| Total | ||||||||||||||
| Assets under management, beginning of period | $ | 72,182 | $ | 70,838 | $ | 57,853 | ||||||||
| Inflows | 7,043 | 4,622 | 3,951 | |||||||||||
| Outflows | (5,859) | (3,019) | (2,877) | |||||||||||
| Net inflows (outflows) | 1,184 | 1,603 | 1,074 | |||||||||||
| Market appreciation (depreciation) | (15,326) | 1,129 | 7,896 | |||||||||||
| Distributions | (671) | (1,388) | (695) | |||||||||||
| Total increase (decrease) | (14,813) | 1,344 | 8,275 | |||||||||||
| Assets under management, end of period | $ | 57,369 | $ | 72,182 | $ | 66,128 | (20.5 | %) | (13.2 | %) | ||||
| Average assets under management | $ | 68,988 | $ | 71,013 | $ | 62,817 | (2.9 | %) | 9.8 | % | ||||
| _________________________<br><br><br><br>(1) Amounts have been recast to include model-based portfolios which were previously classified as assets under advisement. | ||||||||||||||
| Cohen & Steers, Inc. and Subsidiaries | ||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| Assets Under Management - Institutional Accounts | ||||||||||||||
| By Account Type | ||||||||||||||
| (in millions) | ||||||||||||||
| Three Months Ended | % Change From | |||||||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31, 2019 ^(1)^ | December 31,<br>2019 | March 31,<br>2019 | ||||||||||
| Advisory | ||||||||||||||
| Assets under management, beginning of period | $ | 15,669 | $ | 15,243 | $ | 12,065 | ||||||||
| Inflows | 1,434 | 338 | 288 | |||||||||||
| Outflows | (737) | (247) | (318) | |||||||||||
| Net inflows (outflows) | 697 | 91 | (30) | |||||||||||
| Market appreciation (depreciation) | (3,318) | 335 | 1,650 | |||||||||||
| Transfers | — | — | 5 | |||||||||||
| Total increase (decrease) | (2,621) | 426 | 1,625 | |||||||||||
| Assets under management, end of period | $ | 13,048 | $ | 15,669 | $ | 13,690 | (16.7 | %) | (4.7 | %) | ||||
| Percentage of institutional assets under management | 52.1 | % | 49.3 | % | 45.0 | % | ||||||||
| Average assets under management | $ | 14,836 | $ | 15,380 | $ | 13,140 | (3.5 | %) | 12.9 | % | ||||
| Japan Subadvisory | ||||||||||||||
| Assets under management, beginning of period | $ | 10,323 | $ | 10,305 | $ | 9,288 | ||||||||
| Inflows | 558 | 554 | 27 | |||||||||||
| Outflows | (278) | (213) | (287) | |||||||||||
| Net inflows (outflows) | 280 | 341 | (260) | |||||||||||
| Market appreciation (depreciation) | (2,495) | (15) | 1,493 | |||||||||||
| Distributions | (316) | (308) | (361) | |||||||||||
| Total increase (decrease) | (2,531) | 18 | 872 | |||||||||||
| Assets under management, end of period | $ | 7,792 | $ | 10,323 | $ | 10,160 | (24.5 | %) | (23.3 | %) | ||||
| Percentage of institutional assets under management | 31.1 | % | 32.4 | % | 33.4 | % | ||||||||
| Average assets under management | $ | 9,620 | $ | 10,142 | $ | 9,806 | (5.1 | %) | (1.9 | %) | ||||
| Subadvisory Excluding Japan | ||||||||||||||
| Assets under management, beginning of period | $ | 5,821 | $ | 5,985 | $ | 5,795 | ||||||||
| Inflows | 271 | 139 | 536 | |||||||||||
| Outflows | (446) | (441) | (582) | |||||||||||
| Net inflows (outflows) | (175) | (302) | (46) | |||||||||||
| Market appreciation (depreciation) | (1,441) | 130 | 832 | |||||||||||
| Transfers | — | 8 | — | |||||||||||
| Total increase (decrease) | (1,616) | (164) | 786 | |||||||||||
| Assets under management, end of period | $ | 4,205 | $ | 5,821 | $ | 6,581 | (27.8 | %) | (36.1 | %) | ||||
| Percentage of institutional assets under management | 16.8 | % | 18.3 | % | 21.6 | % | ||||||||
| Average assets under management | $ | 5,438 | $ | 5,825 | $ | 6,223 | (6.6 | %) | (12.6 | %) | ||||
| Total Institutional Accounts | ||||||||||||||
| Assets under management, beginning of period | $ | 31,813 | $ | 31,533 | $ | 27,148 | ||||||||
| Inflows | 2,263 | 1,031 | 851 | |||||||||||
| Outflows | (1,461) | (901) | (1,187) | |||||||||||
| Net inflows (outflows) | 802 | 130 | (336) | |||||||||||
| Market appreciation (depreciation) | (7,254) | 450 | 3,975 | |||||||||||
| Distributions | (316) | (308) | (361) | |||||||||||
| Transfers | — | 8 | 5 | |||||||||||
| Total increase (decrease) | (6,768) | 280 | 3,283 | |||||||||||
| Assets under management, end of period | $ | 25,045 | $ | 31,813 | $ | 30,431 | (21.3 | %) | (17.7 | %) | ||||
| Average assets under management | $ | 29,894 | $ | 31,347 | $ | 29,169 | (4.6 | %) | 2.5 | % | ||||
| _________________________<br><br><br><br>(1) Amounts have been recast to include model-based portfolios which were previously classified as assets under advisement. | ||||||||||||||
| Cohen & Steers, Inc. and Subsidiaries | ||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| Assets Under Management | ||||||||||||||
| By Investment Strategy | ||||||||||||||
| (in millions) | ||||||||||||||
| Three Months Ended | % Change From | |||||||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31, 2019 ^(1)^ | December 31,<br>2019 | March 31,<br>2019 | ||||||||||
| U.S. Real Estate | ||||||||||||||
| Assets under management, beginning of period | $ | 31,024 | $ | 30,964 | $ | 24,627 | ||||||||
| Inflows | 2,487 | 2,405 | 1,350 | |||||||||||
| Outflows | (1,931) | (1,355) | (982) | |||||||||||
| Net inflows (outflows) | 556 | 1,050 | 368 | |||||||||||
| Market appreciation (depreciation) | (7,377) | 11 | 4,092 | |||||||||||
| Distributions | (440) | (1,001) | (479) | |||||||||||
| Transfers | 31 | — | — | |||||||||||
| Total increase (decrease) | (7,230) | 60 | 3,981 | |||||||||||
| Assets under management, end of period | $ | 23,794 | $ | 31,024 | $ | 28,608 | (23.3 | %) | (16.8 | %) | ||||
| Percentage of total assets under management | 41.5 | % | 43.0 | % | 43.3 | % | ||||||||
| Average assets under management | $ | 29,536 | $ | 30,694 | $ | 27,090 | (3.8 | %) | 9.0 | % | ||||
| Preferred Securities | ||||||||||||||
| Assets under management, beginning of period | $ | 17,581 | $ | 16,749 | $ | 13,068 | ||||||||
| Inflows | 2,456 | 1,320 | 1,758 | |||||||||||
| Outflows | (2,576) | (767) | (724) | |||||||||||
| Net inflows (outflows) | (120) | 553 | 1,034 | |||||||||||
| Market appreciation (depreciation) | (2,395) | 440 | 975 | |||||||||||
| Distributions | (163) | (161) | (137) | |||||||||||
| Transfers | (31) | — | — | |||||||||||
| Total increase (decrease) | (2,709) | 832 | 1,872 | |||||||||||
| Assets under management, end of period | $ | 14,872 | $ | 17,581 | $ | 14,940 | (15.4 | %) | (0.5 | %) | ||||
| Percentage of total assets under management | 25.9 | % | 24.4 | % | 22.6 | % | ||||||||
| Average assets under management | $ | 17,253 | $ | 17,112 | $ | 14,119 | 0.8 | % | 22.2 | % | ||||
| Global/International Real Estate | ||||||||||||||
| Assets under management, beginning of period | $ | 13,509 | $ | 13,141 | $ | 11,047 | ||||||||
| Inflows | 1,747 | 629 | 661 | |||||||||||
| Outflows | (898) | (488) | (469) | |||||||||||
| Net inflows (outflows) | 849 | 141 | 192 | |||||||||||
| Market appreciation (depreciation) | (3,345) | 385 | 1,658 | |||||||||||
| Distributions | (8) | (158) | (19) | |||||||||||
| Total increase (decrease) | (2,504) | 368 | 1,831 | |||||||||||
| Assets under management, end of period | $ | 11,005 | $ | 13,509 | $ | 12,878 | (18.5 | %) | (14.5 | %) | ||||
| Percentage of total assets under management | 19.2 | % | 18.7 | % | 19.5 | % | ||||||||
| Average assets under management | $ | 12,732 | $ | 13,330 | $ | 12,103 | (4.5 | %) | 5.2 | % | ||||
| _________________________<br><br><br><br>(1) Amounts have been recast to include model-based portfolios which were previously classified as assets under advisement. | ||||||||||||||
| Cohen & Steers, Inc. and Subsidiaries | ||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| Assets Under Management | ||||||||||||||
| By Investment Strategy - continued | ||||||||||||||
| (in millions) | ||||||||||||||
| Three Months Ended | % Change From | |||||||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31, 2019 ^(1)^ | December 31,<br>2019 | March 31,<br>2019 | ||||||||||
| Global Listed Infrastructure | ||||||||||||||
| Assets under management, beginning of period | $ | 8,076 | $ | 7,774 | $ | 6,517 | ||||||||
| Inflows | 290 | 219 | 122 | |||||||||||
| Outflows | (389) | (285) | (122) | |||||||||||
| Net inflows (outflows) | (99) | (66) | — | |||||||||||
| Market appreciation (depreciation) | (1,748) | 194 | 918 | |||||||||||
| Distributions | (54) | (52) | (48) | |||||||||||
| Transfers | — | 226 | — | |||||||||||
| Total increase (decrease) | (1,901) | 302 | 870 | |||||||||||
| Assets under management, end of period | $ | 6,175 | $ | 8,076 | $ | 7,387 | (23.5 | %) | (16.4 | %) | ||||
| Percentage of total assets under management | 10.8 | % | 11.2 | % | 11.2 | % | ||||||||
| Average assets under management | $ | 7,614 | $ | 7,671 | $ | 7,082 | (0.7 | %) | 7.5 | % | ||||
| Other | ||||||||||||||
| Assets under management, beginning of period | $ | 1,992 | $ | 2,210 | $ | 2,594 | ||||||||
| Inflows | 63 | 49 | 60 | |||||||||||
| Outflows | (65) | (124) | (580) | |||||||||||
| Net inflows (outflows) | (2) | (75) | (520) | |||||||||||
| Market appreciation (depreciation) | (461) | 99 | 253 | |||||||||||
| Distributions | (6) | (16) | (12) | |||||||||||
| Transfers | — | (226) | — | |||||||||||
| Total increase (decrease) | (469) | (218) | (279) | |||||||||||
| Assets under management, end of period | $ | 1,523 | $ | 1,992 | $ | 2,315 | (23.5 | %) | (34.2 | %) | ||||
| Percentage of total assets under management | 2.7 | % | 2.8 | % | 3.5 | % | ||||||||
| Average assets under management | $ | 1,853 | $ | 2,206 | $ | 2,423 | (16.0 | %) | (23.5 | %) | ||||
| Total | ||||||||||||||
| Assets under management, beginning of period | $ | 72,182 | $ | 70,838 | $ | 57,853 | ||||||||
| Inflows | 7,043 | 4,622 | 3,951 | |||||||||||
| Outflows | (5,859) | (3,019) | (2,877) | |||||||||||
| Net inflows (outflows) | 1,184 | 1,603 | 1,074 | |||||||||||
| Market appreciation (depreciation) | (15,326) | 1,129 | 7,896 | |||||||||||
| Distributions | (671) | (1,388) | (695) | |||||||||||
| Total increase (decrease) | (14,813) | 1,344 | 8,275 | |||||||||||
| Assets under management, end of period | $ | 57,369 | $ | 72,182 | $ | 66,128 | (20.5 | %) | (13.2 | %) | ||||
| Average assets under management | $ | 68,988 | $ | 71,013 | $ | 62,817 | (2.9 | %) | 9.8 | % | ||||
| _________________________<br><br><br><br>(1) Amounts have been recast to include model-based portfolios which were previously classified as assets under advisement. |
Non-GAAP Reconciliations
Management believes that use of the following non-GAAP financial measures enhances the evaluation of the Company's results, as they provide greater transparency into the Company's operating performance. In addition, these non-GAAP financial measures are used to prepare the Company's internal management reports and are used by management in evaluating the Company's business.
While management believes that this non-GAAP financial information is useful in evaluating the Company's results and operating performance, this information should be considered as supplemental in nature and not as a substitute for the related financial information prepared in accordance with U.S. GAAP.
| Reconciliation of U.S. GAAP Net Income Attributable to Common Stockholders and U.S. GAAP Earnings per Share to Net Income Attributable to Common Stockholders, As Adjusted, and Earnings per Share, As Adjusted | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| (in thousands, except per share data) | Three Months Ended | ||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31,<br>2019 | |||||||
| Net income attributable to common stockholders, U.S. GAAP | $ | 20,572 | $ | 36,728 | $ | 32,543 | |||
| Seed investments ^(1)^ | 9,588 | (1,393) | (7,016) | ||||||
| Accelerated vesting of restricted stock units | — | 358 | 129 | ||||||
| General and administrative ^(2)^ | 11,859 | 346 | — | ||||||
| Foreign currency exchange (gains) losses—net^(3)^ | (1,927) | 2,822 | 664 | ||||||
| Tax adjustments ^(4)^ | (10,653) | (2,864) | 1,104 | ||||||
| Net income attributable to common stockholders, as adjusted | $ | 29,439 | $ | 35,997 | $ | 27,424 | |||
| Diluted weighted average shares outstanding | 48,591 | 48,703 | 47,642 | ||||||
| Diluted earnings per share, U.S. GAAP | $ | 0.42 | $ | 0.75 | $ | 0.68 | |||
| Seed investments ^(1)^ | 0.20 | (0.03) | (0.15) | ||||||
| Accelerated vesting of restricted stock units | — | 0.01 | 0.01 | ||||||
| General and administrative ^(2)^ | 0.25 | 0.01 | — | ||||||
| Foreign currency exchange (gains) losses—net^(3)^ | (0.04) | 0.06 | 0.01 | ||||||
| Tax adjustments | (0.22) | (0.06) | 0.03 | ||||||
| Diluted earnings per share, as adjusted | $ | 0.61 | $ | 0.74 | $ | 0.58 | |||
| _________________________<br><br><br><br>(1) Represents amounts related to the deconsolidation of seed investments in Company-sponsored funds as well as non-operating (income) loss from seed investments that were not consolidated.<br><br>(2) Represents costs associated with the Cohen & Steers Quality Income Realty Fund, Inc. rights offering in the first quarter of 2020 and fourth quarter of 2019.<br><br>(3) Represents net foreign currency exchange (gains) losses associated with U.S. dollar-denominated assets held by certain foreign subsidiaries.<br><br>(4) Tax adjustments are summarized in the following table: | |||||||||
| (in thousands) | Three Months Ended | ||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31, <br>2019 | |||||||
| Discrete tax items | $ | (5,820) | $ | (1,837) | $ | (194) | |||
| Tax effect of non-GAAP adjustments | (4,833) | (1,027) | 1,298 | ||||||
| Total tax adjustments | $ | (10,653) | $ | (2,864) | $ | 1,104 | |||
| Reconciliation of U.S. GAAP Operating Income and U.S. GAAP Operating Margin to Operating Income, As Adjusted, and Operating Margin, As Adjusted | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| (in thousands, except percentages) | Three Months Ended | ||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31,<br>2019 | |||||||
| Revenue, U.S. GAAP | $ | 105,830 | $ | 109,847 | $ | 94,226 | |||
| Seed investments ^(1)^ | (29) | (19) | (280) | ||||||
| Revenue, as adjusted | $ | 105,801 | $ | 109,828 | $ | 93,946 | |||
| Expenses, U.S. GAAP | $ | 77,461 | $ | 63,385 | $ | 58,791 | |||
| Seed investments ^(1)^ | (228) | (224) | (496) | ||||||
| Accelerated vesting of restricted stock units | — | (358) | (129) | ||||||
| General and administrative ^(2)^ | (11,859) | (346) | — | ||||||
| Expenses, as adjusted | $ | 65,374 | $ | 62,457 | $ | 58,166 | |||
| Operating income, U.S. GAAP | $ | 28,369 | $ | 46,462 | $ | 35,435 | |||
| Seed investments ^(1)^ | 199 | 205 | 216 | ||||||
| Accelerated vesting of restricted stock units | — | 358 | 129 | ||||||
| General and administrative ^(2)^ | 11,859 | 346 | — | ||||||
| Operating income, as adjusted | $ | 40,427 | $ | 47,371 | $ | 35,780 | |||
| Operating margin, U.S. GAAP | 26.8 | % | 42.3 | % | 37.6 | % | |||
| Operating margin, as adjusted | 38.2 | % | 43.1 | % | 38.1 | % | |||
| _________________________<br><br><br><br>(1) Represents amounts related to the deconsolidation of seed investments in Company-sponsored funds.<br><br>(2) Represents costs associated with the Cohen & Steers Quality Income Realty Fund, Inc. rights offering in the first quarter of 2020 and fourth quarter of 2019. | |||||||||
| Reconciliation of U.S. GAAP Non-operating Income (Loss) to Non-operating Income (Loss), As Adjusted | |||||||||
| --- | --- | --- | --- | --- | --- | --- | |||
| (in thousands) | Three Months Ended | ||||||||
| March 31,<br>2020 | December 31,<br>2019 | March 31,<br>2019 | |||||||
| Non-operating income (loss), U.S. GAAP | $ | (19,843) | $ | 1,352 | $ | 14,910 | |||
| Seed investments ^(1)^ | 21,893 | (2,830) | (14,666) | ||||||
| Foreign currency exchange (gains) losses—net ^(2)^ | (1,927) | 2,822 | 664 | ||||||
| Non-operating income (loss), as adjusted | $ | 123 | $ | 1,344 | $ | 908 | |||
| _________________________<br><br><br><br>(1) Represents amounts related to the deconsolidation of seed investments in Company-sponsored funds as well as non-operating (income) loss from seed investments that were not consolidated.<br><br>(2) Represents net foreign currency exchange (gains) losses associated with U.S. dollar-denominated assets held by certain foreign subsidiaries. |
15