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Stockholders' Equity
 6 Months Ended
Jun. 30, 2022
Equity [Abstract]  
Stockholders' Equity

11.

STOCKHOLDERS’ EQUITY

Share Repurchase Program—During 2021 and through the six month period ended June 30, 2022, the Board of Directors of Lazard authorized the repurchase of Lazard Ltd Class A common stock (“common stock”), the only class of common stock of Lazard outstanding, as set forth in the table below:

 

Date

 

Repurchase

Authorization

 

 

Expiration

April 2021

 

$

300,000

 

 

December 31, 2022

February 2022

 

$

300,000

 

 

December 31, 2024

 

The Company expects that the share repurchase program will continue to be used to offset a portion of the shares that have been or will be issued under the Lazard Ltd 2008 Incentive Compensation Plan (the “2008 Plan”) and the Lazard Ltd 2018 Incentive Compensation Plan, as amended (the “2018 Plan”). Pursuant to the share repurchase program, purchases have been made in the open market or through privately negotiated transactions. The rate at which the Company purchases shares in connection with the share repurchase program may vary from period to period due to a variety of factors. Purchases with respect to such program are set forth in the table below:

 

Six Months Ended June 30:

 

Number of

Shares

Purchased

 

 

Average

Price Per

Share

 

2021

 

 

5,329,541

 

 

$

43.86

 

2022

 

 

10,598,882

 

 

$

35.40

 

 

During the six month periods ended June 30, 2022 and 2021, certain of our executive officers received common stock in connection with the vesting or settlement of previously-granted deferred equity incentive awards. The vesting or settlement of such equity awards gave rise to a tax payable by the executive officers, and, consistent with our past practice, the Company purchased shares of common stock from certain of our executive officers equal in value to all or a portion of the estimated amount of such tax. In addition, during the six month periods ended June 30, 2022 and 2021, the Company purchased shares of common stock from certain of our executive officers. The aggregate value of all such purchases during the six month periods ended June 30, 2022 and 2021 was approximately $13,400 and $18,600, respectively. Such shares of common stock are reported at cost.

As of June 30, 2022, a total of $118,666 of share repurchase authorization remained available under Lazard Ltd’s share repurchase program, which authorization will expire on December 31, 2024.

In addition, on July 27, 2022, the Board of Directors of Lazard authorized the repurchase of up to $500,000 of additional shares of common stock, which authorization will expire on December 31, 2024, bringing the total available share repurchase authorization as of July 27, 2022 to approximately $559,000.

During the six month period ended June 30, 2022, Lazard Ltd had in place trading plans under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), pursuant to which it effected stock repurchases in the open market.

Preferred Stock—Lazard Ltd has 15,000,000 authorized shares of preferred stock, par value $0.01 per share, inclusive of its Series A and Series B preferred stock. Series A and Series B preferred shares were issued in connection with certain prior year business acquisitions and were each non-participating securities convertible into common stock, and had no voting or dividend rights. As of both June 30, 2022 and December 31, 2021, no shares of Series A or Series B preferred stock were outstanding.

Accumulated Other Comprehensive Income (Loss) (“AOCI”), Net of Tax—The tables below reflect the balances of each component of AOCI at June 30, 2022 and 2021 and activity during the three month and six month periods then ended:

 

 

 

Three Months Ended June 30, 2022

 

 

 

Currency

Translation

Adjustments

 

 

Employee

Benefit

Plans

 

 

Total

AOCI

 

 

Amount

Attributable to

Noncontrolling

Interests

 

 

Total

Lazard Ltd

AOCI

 

Balance, April 1, 2022

 

$

(110,246

)

 

$

(127,381

)

 

$

(237,627

)

 

$

(1

)

 

$

(237,626

)

Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) before

   reclassifications

 

 

(61,700

)

 

 

8,287

 

 

 

(53,413

)

 

 

-

 

 

 

(53,413

)

Adjustments for items reclassified to earnings,

   net of tax

 

 

205

 

 

 

805

 

 

 

1,010

 

 

 

-

 

 

 

1,010

 

Net other comprehensive income (loss)

 

 

(61,495

)

 

 

9,092

 

 

 

(52,403

)

 

 

-

 

 

 

(52,403

)

Balance, June 30, 2022

 

$

(171,741

)

 

$

(118,289

)

 

$

(290,030

)

 

$

(1

)

 

$

(290,029

)

 

 

 

Six Months Ended June 30, 2022

 

 

 

Currency

Translation

Adjustments

 

 

Employee

Benefit

Plans

 

 

Total

AOCI

 

 

Amount

Attributable to

Noncontrolling

Interests

 

 

Total

Lazard Ltd

AOCI

 

Balance, January 1, 2022

 

$

(92,178

)

 

$

(131,669

)

 

$

(223,847

)

 

$

-

 

 

$

(223,847

)

Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) before

   reclassifications

 

 

(79,690

)

 

 

11,726

 

 

 

(67,964

)

 

 

(1

)

 

 

(67,963

)

Adjustments for items reclassified to earnings,

   net of tax

 

 

127

 

 

 

1,654

 

 

 

1,781

 

 

 

-

 

 

 

1,781

 

Net other comprehensive income (loss)

 

 

(79,563

)

 

 

13,380

 

 

 

(66,183

)

 

 

(1

)

 

 

(66,182

)

Balance, June 30, 2022

 

$

(171,741

)

 

$

(118,289

)

 

$

(290,030

)

 

$

(1

)

 

$

(290,029

)

 

 

 

 

Three Months Ended June 30, 2021

 

 

 

Currency

Translation

Adjustments

 

 

Employee

Benefit

Plans

 

 

Total

AOCI

 

 

Amount

Attributable to

Noncontrolling

Interests

 

 

Total

Lazard Ltd

AOCI

 

Balance, April 1, 2021

 

$

(87,467

)

 

$

(168,243

)

 

$

(255,710

)

 

$

1

 

 

$

(255,711

)

Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) before

   reclassifications

 

 

5,502

 

 

 

(1,477

)

 

 

4,025

 

 

 

(1

)

 

 

4,026

 

Adjustments for items reclassified to earnings,

   net of tax

 

 

23,579

 

 

 

1,458

 

 

 

25,037

 

 

 

-

 

 

 

25,037

 

Net other comprehensive income (loss)

 

 

29,081

 

 

 

(19

)

 

 

29,062

 

 

 

(1

)

 

 

29,063

 

Balance, June 30, 2021

 

$

(58,386

)

 

$

(168,262

)

 

$

(226,648

)

 

$

-

 

 

$

(226,648

)

 

 

 

Six Months Ended June 30, 2021

 

 

 

Currency

Translation

Adjustments

 

 

Employee

Benefit

Plans

 

 

Total

AOCI

 

 

Amount

Attributable to

Noncontrolling

Interests

 

 

Total

Lazard Ltd

AOCI

 

Balance, January 1, 2021

 

$

(67,724

)

 

$

(170,644

)

 

$

(238,368

)

 

$

-

 

 

$

(238,368

)

Activity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive loss before

   reclassifications

 

 

(14,241

)

 

 

(412

)

 

 

(14,653

)

 

 

-

 

 

 

(14,653

)

Adjustments for items reclassified to earnings,

   net of tax

 

 

23,579

 

 

 

2,794

 

 

 

26,373

 

 

 

-

 

 

 

26,373

 

Net other comprehensive income

 

 

9,338

 

 

 

2,382

 

 

 

11,720

 

 

 

-

 

 

 

11,720

 

Balance, June 30, 2021

 

$

(58,386

)

 

$

(168,262

)

 

$

(226,648

)

 

$

-

 

 

$

(226,648

)

 

 

The table below reflects adjustments for items reclassified from AOCI, by component, for the three month and six month periods ended June 30, 2022 and 2021:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Currency translation losses (a)

 

$

205

 

 

$

23,579

 

 

$

127

 

 

$

23,579

 

Employee benefit plans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization relating to employee benefit plans (b)

 

 

1,053

 

 

 

1,941

 

 

 

2,169

 

 

 

3,658

 

Less - related income taxes

 

 

248

 

 

 

483

 

 

 

515

 

 

 

864

 

 

 

 

805

 

 

 

1,458

 

 

 

1,654

 

 

 

2,794

 

Total reclassifications, net of tax

 

$

1,010

 

 

$

25,037

 

 

$

1,781

 

 

$

26,373

 

 

(a)

Represents currency translation losses reclassified to earnings from AOCI associated with restructuring and closing of certain of our offices.  Such amounts are included in “revenue—other” on the condensed consolidated statements of operations.

(b)

Included in the computation of net periodic benefit cost (see Note 13). Such amounts are included in “operating expenses—other” on the condensed consolidated statements of operations.

Noncontrolling Interests—Noncontrolling interests principally represent (i) interests held in Edgewater’s management vehicles that the Company is deemed to control, but does not own, (ii) profits interest participation rights (see Note 12), (iii) LGAC interests (see Note 1) and (iv) consolidated VIE interests held by employees (see Note 19).

The tables below summarize net income (loss) attributable to noncontrolling interests for the three month and six month periods ended June 30, 2022 and 2021 and noncontrolling interests as of June 30, 2022 and December 31, 2021 in the Company’s condensed consolidated financial statements:

 

 

 

Net Income (Loss)

Attributable to Noncontrolling

Interests

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Edgewater

 

$

3,518

 

 

$

1,874

 

 

$

10,506

 

 

$

3,330

 

LFI Consolidated Funds

 

 

(10,405

)

 

 

2,420

 

 

 

(13,156

)

 

 

4,688

 

LGAC

 

 

3,058

 

 

 

(2,558

)

 

 

5,918

 

 

 

(2,758

)

Other

 

 

-

 

 

 

2

 

 

 

2

 

 

 

4

 

Total

 

$

(3,829

)

 

$

1,738

 

 

$

3,270

 

 

$

5,264

 

 

 

 

Noncontrolling Interests as of

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Edgewater

 

$

46,015

 

 

$

44,826

 

Profits interest participation rights

 

 

9,293

 

 

 

4,049

 

LFI Consolidated Funds

 

 

67,551

 

 

 

67,299

 

LGAC

 

 

(11,576

)

 

 

(13,445

)

Other

 

 

12

 

 

 

15

 

Total

 

$

111,295

 

 

$

102,744

 

 

Dividends Declared, July 27, 2022—On July 27, 2022, the Board of Directors of Lazard declared a quarterly dividend of $0.50 per share on our common stock. The dividend is payable on August 19, 2022, to stockholders of record on August 8, 2022.