XML 26 R16.htm IDEA: XBRL DOCUMENT v3.22.4
LOANS PAYABLE
 9 Months Ended
Dec. 31, 2022
Debt Disclosure [Abstract]  
LOANS PAYABLE Loans Payable
On August 23, 2019, the Company entered into a syndicated revolving line of credit with Bank of America, N.A. and certain other financial institutions party thereto (the “2019 Line of Credit”), which allows for borrowings of up to $100.0 million (and, subject to certain conditions, provides the Company with an expansion option, which, if exercised in full, would provide for a total credit facility of $200.0 million). On August 2, 2022, the agreement governing the 2019 Line of Credit was amended to, among other things, (a) extend the maturity to August 23, 2025 (or if such date is not a business day, the immediately preceding business day), (b) replace the LIBOR reference rate with Term SOFR plus an applicable credit spread adjustment, (c) modify certain covenant restrictions, and (d) make certain other technical amendments. The agreement governing the 2019 Line of Credit provides that commitment fees apply to unused amounts and contains debt covenants which require that the Company maintain certain financial ratios. As of December 31, 2022 and March 31, 2022, no principal was outstanding under the 2019 Line of Credit.

In April 2018, the Company acquired Quayle Munro Limited. Total consideration included non-interest bearing unsecured convertible loans totaling GBP 10.5 million payable on May 31, 2022, which was extinguished during the three months ended June 30, 2022. The Company incurred imputed interest expense on these notes of $0 and $34 for the three months ended December 31, 2022 and 2021, respectively, and $22 and $128 for the nine months ended December 31, 2022 and 2021, respectively.
In May 2018, the Company acquired BearTooth Advisors. Total consideration included an unsecured note of $2.8 million bearing interest at an annual rate of 2.88% and payable on May 21, 2048. This note was subsequently assigned by the seller to the former BearTooth principals (who became employees of the Company), and, under certain circumstances, is convertible into Company Class B common stock after the fifth anniversary of the closing of the transaction. The Company incurred interest expense on this note of $0 and $26 for the three months ended December 31, 2022 and 2021, respectively, and $18 and $79 for the nine months ended December 31, 2022 and 2021, respectively.
In December 2019, the Company acquired Freeman & Co. Total consideration included an unsecured note of $4.0 million bearing interest at an annual rate of 2.75% and payable on December 16, 2049. The note issued by the Company to the seller was distributed to the former principals of Freeman & Co. (who became employees of the Company). Under certain circumstances, the note may be exchanged by each principal for Company stock over a four-year period in equal annual installments starting in December 2020. The Company incurred interest expense on this note of $20 and $20 for the three months ended December 31, 2022 and 2021, respectively, and $61 and $59 for the nine months ended December 31, 2022 and 2021, respectively.
In August 2020, the Company acquired MVP Capital, LLC (“MVP”). Total consideration included an unsecured non-interest bearing note of $4.5 million payable August 14, 2050. The note was issued by the Company to the former principals and sellers of MVP (who became employees of the Company). Under certain circumstances, the note may be exchanged by each seller for a combination of cash and Company stock over a three-year period in equal annual installments starting in August 2021. Contingent consideration was also issued in connection with the acquisition of MVP, which had a carrying value of $12.9 million and $20.3 million as of December 31, 2022 and March 31, 2022, respectively, which is included in Other liabilities in our Consolidated Balance Sheets.
In July 2021, the Company acquired Baylor Klein, Ltd (“BK”). Contingent consideration was issued in connection with the acquisition of BK, which had a carrying value of $18.8 million and $17.6 million as of December 31, 2022 and March 31, 2022, respectively, which is included in Other liabilities in our Consolidated Balance Sheets.