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Sales | 12 Months Ended
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Dec. 31, 2015
Sales [Abstract] |
Sales | 5. SALES Sale of Star Asia Group On February 20, 2014, the Company completed the sale of all of its ownership interests in the Star Asia Group. The Company received an initial upfront payment of $20,043 and will receive contingent payments equal to 15% of certain revenues generated by Star Asia Manager, SAA Manager, SAP GP, Star Asia Capital Management, and certain affiliated entities for a period of at least four years. As a result of the sale of the Star Asia Group, the Company recorded a gain of $78 in the first quarter of 2014, which was included as a component of principal transactions and other income in the consolidated income statement. The Company’s accounting policy is to record contingent payments receivable as income as they are earned. Contingent income is recorded as a component of principal transactions and other income. The Company earned $2,162 and $2,962 for the years ended December 31, 2015 and 2014 respectively. Sale of European Operations On August 19, 2014, the Operating LLC entered into a definitive agreement to sell its European operations (the “European Sale Agreement”) to C&Co Europe Acquisition LLC, an entity controlled by Daniel G. Cohen, the vice chairman of the Company’s board of directors and of the board of managers of the Operating LLC, president and chief executive of the Company’s European business, and the president of CCFL, for approximately $8,700. The purchase price for the Company’s European operations consists of an upfront payment at closing of $4,750 (subject to adjustment) and up to $3,950 to be paid over the four years following the closing of the sale. Pursuant to the European Sale Agreement, the Operating LLC agreed to enter into a non-cancellable trust deed agreement with one of the entities included in the sale of the Company’s European operations (the manager of the Munda CLO I), which would result in the Operating LLC retaining the right to substantially all revenues from the management of the Munda CLO I, as well as the proceeds from any potential future sale of the Munda CLO I management agreement. Revenue generated by the Munda CLO for the years ended December 31, 2015 and 2014 was $2,535 and $3,827, respectively. Under the terms of the European Sale Agreement, the Operating LLC agreed to (i) divest its European operations, including asset management and capital market activities through offices located in London and Paris, and (ii) transition approximately 15 employees from the Operating LLC to C&Co Europe Acquisition LLC. Under the European Sale Agreement, in the event of a closing of the transaction, Mr. Cohen would be deemed to have voluntarily terminated employment with the Company and its affiliates and to have resigned from all other positions and offices that he holds with the Company and its affiliates. Notwithstanding the foregoing, Mr. Cohen would receive no severance or other compensation related to such termination and resignation and Mr. Cohen would remain vice chairman of the Company’s board of directors and IFMI’s largest shareholder (including voting only shares). The Operating LLC’s European asset management business, which the Operating LLC agreed to sell pursuant to the European Sale Agreement, includes management agreements for the Dekania Europe I, II, and III CDOs and the management agreements for several European managed accounts. As of December 31, 2015, these European assets under management totaled approximately $808,881, which represented 21% of the Company’s total AUM. Although the manager of Munda CLO I constitutes part of the business to be transferred under the European Sale Agreement, the Munda CLO I management agreement will be held in trust for the benefit of the Operating LLC. As of December 31, 2015, the Munda CLO I assets under management totaled approximately $492,019, which represented 13% of the Company’s total AUM. The Operating LLC’s European capital markets business consists of credit-related fixed income sales, trading, and financing as well as new issue placements in corporate and securitized products and advisory services, operating primarily through the Operating LLC’s subsidiary, CCFL. The combined European business, which is subject to the European Sale Agreement, excluding the revenues and expenses related to Munda CLO I, accounted for approximately $5,315 of revenue for the year ended December 31, 2015, and $3,888 of operating loss for the year ended December 31, 2015, and included approximately $(2,664) of net assets as of December 31, 2015. Under the terms of the European Sale Agreement, the Operating LLC had the right to initiate, solicit, facilitate, and encourage alternative acquisition proposals from third parties for a “go shop” period of up to 90 days from the signing of the European Sale Agreement. On October 29, 2014, the special committee of the board of directors elected to end the “go shop” period. The “go shop” period did not result in the Operating LLC receiving a superior proposal from a third party, and the Operating LLC continued pursuing the transaction with the entity controlled by Daniel G. Cohen. The sale of the European business is subject to customary closing conditions and regulatory approval from the FCA. On March 26, 2015, the parties to the European Sale Agreement agreed to extend the deadline for the closing of the transactions contemplated by the European Sale Agreement from March 31, 2015 to June 30, 2015. In addition, the parties to the European Sale Agreement amended the date which C&Co Europe Acquisition LLC will be obligated to cause the settlement of intercompany accounts of CCFL and our subsidiaries, Cohen & Compagnie, SAS and Unicum Capital, S.L., owed to the Operating LLC (the “Intercompany Payables”) from March 31, 2015 to June 30, 2015. On June 30, 2015, the parties to the European Sale Agreement agreed to extend the deadline for the closing of the transaction from June 30, 2015 to December 31, 2015 and the settlement date of the Intercompany Payables from June 30, 2015 to December 31, 2015 (the “Second Extension”). In connection with the Second Extension, the parties to the European Sale Agreement agreed that if the European Sale Agreement is terminated in accordance with its terms prior to the closing, then (i) Mr. Cohen would pay $600 in respect of a portion of the legal and financial advisory fees and expenses incurred by us and the special committee of our board of directors in connection with the transactions contemplated by the European Sale Agreement since April 1, 2014 and (ii) an amendment (the “Employment Agreement Amendment”) to the Amended and Restated Employment Agreement, dated as of May 9, 2013, among the Operating LLC, the Company, Mr. Cohen and J.V.B. Financial Group Holdings, LP (formerly known as C&Co/PrinceRidge Holdings LP) (the “Employment Agreement”), would become effective. The Cohen Employment Agreement Amendment would provide that if Mr. Cohen’s employment is terminated by the Operating LLC without cause or by Mr. Cohen for good reason (as such terms are defined in the Cohen Employment Agreement), the Operating LLC would pay Mr. Cohen a maximum of $1,000 as a severance benefit. The Cohen Employment Agreement currently provides that in the event of such termination, the Operating LLC will pay Mr. Cohen a minimum of $3,000 as a severance benefit. The European Sale Agreement provides that either party may terminate the agreement after December 31, 2015. On February 18, 2016, C&Co Europe Acquisition LLC provided notice to the Operating LLC that it continues to evaluate the transaction. To date, neither party has terminated the European Sale Agreement, and the Company and the Operating LLC continue to evaluate the transaction. During 2015, the Company expensed all non-reimbursable transaction costs relating to the transactions contemplated by the European Sale Agreement totaling $495.

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