Shareholders' equity

12 Months Ended

Dec. 31, 2023

Share Capital, Reserves and Other Equity Interests [Abstract]

Capital stock and contributed surplus

The authorized and issued share capital of the Company consists of an unlimited number of common shares, without par value.


	Number of shares	Stated value (in thousands $)

At Dec. 31, 2021	24,991,620	417,425
Shares acquired for equity incentive plan	(180,594)	(6,948)
Shares issued on exercise of stock options	115,102	1,807
Shares released on vesting of equity incentive plan	324,568	12,867
Shares issued on vesting of RSUs	80,345	2,210
Shares issued to purchase management contracts	72,464	4,000
Shares acquired and canceled under normal course issuer bid	(81,538)	(3,036)
Shares issued under dividend reinvestment program	3,927	150
At Dec. 31, 2022	25,325,894	428,475
Shares acquired for equity incentive plan	(154,131)	(5,252)
Shares released on vesting of equity incentive plan	331,672	14,247
Shares acquired and canceled under normal course issuer bid	(126,353)	(4,157)
Shares issued on vesting of RSUs	31,680	1,402
Shares issued under dividend reinvestment program	1,389	49
At Dec. 31, 2023	25,410,151	434,764

Contributed surplus consists of stock option expense, earn-out shares expense, equity incentive plans' expense, and additional purchase consideration.


			Stated value (in thousands $)

At Dec. 31, 2021			35,357
Shares issued on exercise of stock options			(680)
Shares released on vesting of equity incentive plan			(12,867)
Stock-based compensation			17,041
Released on vesting of RSUs			(5,135)
At Dec. 31, 2022			33,716
Shares released on vesting of equity incentive plan			(14,247)
Released on vesting of RSUs			(4,599)
Stock-based compensation			20,411
At Dec. 31, 2023			35,281

Stock option plan

The Company has an option plan (the "Plan") intended to provide incentives to directors, officers and employees of the Company and its wholly owned subsidiaries. The aggregate number of shares issuable upon the exercise of all options granted under the Plan and under all other stock-based compensation arrangements including the Trust and Equity Incentive Plan ("EIP") cannot exceed 10% of the issued and outstanding shares of the Company as at the date of grant. The options may be granted at a price that is not less than the market price of the Company's common shares at the time of grant. The options typically vest annually over a three-year period and may be exercised during a period not to exceed 10 years from the date of grant.

There were no stock options issued during the year ended December 31, 2023 (year ended December 31, 2022 - Nil). There were no stock options exercised during the year ended December 31, 2023 (year ended December 31, 2022 - 150,000).

For valuing share option grants, the fair value method of accounting is used. The fair value of option grants is determined using the Black-Scholes option-pricing model, which takes into account the exercise price of the option, the current share price, the risk-free interest rate, the expected volatility of the share price over the life of the option and other relevant factors. Compensation cost is recognized over the vesting period, assuming an estimated forfeiture rate, with an offset to contributed surplus. When exercised, amounts originally recorded against contributed surplus as well as any consideration paid by the option holder is credited to capital stock.

As at December 31, 2023, there are 12,500 options outstanding (December 31, 2022 - 12,500) with a weighted average exercise price of CAD$27.30 and 2.4 years remaining on their contractual life.

Equity incentive plan

For employees in Canada, the Trust has been established and the Company will fund the Trust with cash, which will be used by the trustee to purchase: (1) on the open market, common shares of the Company that will be held in the Trust until the awards vest and are distributed to eligible members; and (2) from treasury, common shares of the Company that will be held in the Trust until the awards vest and are distributed to eligible employees. For employees in the U.S. under the EIP plan, the Company will allot common shares of the Company as either: (1) restricted stock; (2) unrestricted stock; or (3) restricted stock units ("RSUs"), the resulting common shares of which will be issued from treasury.

There were 63,128 RSUs granted during the year ended December 31, 2023 (year ended December 31, 2022 - 372,000).


			Number of common shares

Unvested common shares held by the Trust, Dec. 31, 2021			774,405
Acquired			180,594
Released on vesting			(324,568)
Unvested common shares held by the Trust, Dec. 31, 2022			630,431
Acquired			154,131
Released on vesting			(331,672)
Unvested common shares held by the Trust, Dec. 31, 2023			452,890

Included in the compensation line of the consolidated statements of operations and comprehensive income is $20.4 million of stock-based compensation for the year ended December 31, 2023 (year ended December 31, 2022 - $17 million).

Basic and diluted earnings per share

The following table presents the calculation of basic and diluted earnings per common share:


	For the years ended
		Dec. 31, 2023	Dec. 31, 2022

Numerator (in thousands $):
Net income - basic and diluted		41,799	17,632

Denominator (number of shares in thousands):
Weighted average number of common shares		25,892	25,923
Weighted average number of unvested shares purchased by the Trust		(662)	(857)
Weighted average number of common shares - basic		25,230	25,066
Weighted average number of dilutive stock options		13	13
Weighted average number of unvested shares under EIP		827	1,107
Weighted average number of common shares - diluted		26,070	26,186

Net income per common share
Basic		1.66	0.70
Diluted		1.60	0.67

Capital management

The Company's objectives when managing capital are:

•to meet regulatory requirements and other contractual obligations;

•to safeguard the Company's ability to continue as a going concern so that it can continue to provide returns to shareholders;

•to provide financial flexibility to fund possible acquisitions;

•to provide adequate seed capital for the Company's new product offerings; and

•to provide an adequate return to shareholders through growth in assets under management, growth in management fees, carried interest and performance fees and return on the Company's invested capital that will result in dividend payments to shareholders.

The Company's capital is comprised of equity, including capital stock, contributed surplus, retained earnings (deficit) and accumulated other comprehensive income (loss). SAM is a registrant of the Ontario Securities Commission ("OSC") and the U.S. Securities and Exchange Commission ("SEC") and SGRIL is a member of the Financial Industry Regulatory Authority ("FINRA"). As a result, all of these entities are required to maintain a minimum level of regulatory capital. To ensure compliance, management monitors regulatory and working capital on a regular basis. SAM US and RCIC are also registered with the SEC. As at December 31, 2023 and 2022, all entities were in compliance with their respective capital requirements.