Quarterly report pursuant to Section 13 or 15(d)

Commitments and Contingencies

v3.21.2
Commitments and Contingencies
6 Months Ended
Jun. 30, 2021
BRIDGE INVESTMENT GROUP HOLDINGS INC [Member]  
Subsidiary or Equity Method Investee [Line Items]  
Commitments and Contingencies
4.
COMMITMENTS AND CONTINGENCIES
In the ordinary course of business, the Company may be subject to various legal, regulatory and/or administrative proceedings. There are currently no such proceedings to which the Company is a party. In the normal course of business, the Company enters into contracts that contain a variety of indemnifications. The Company’s maximum exposure under these arrangements cannot be determined as these indemnities relate to future claims that may be made against the Company, but which have not yet occurred. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
BRIDGE INVESTMENT GROUP HOLDINGS LLC [Member]  
Subsidiary or Equity Method Investee [Line Items]  
Commitments and Contingencies
19
.
COMMITMENTS AND CONTINGENCIES
Long-Term Leases
— The Company leases office space generally under long-term
non-cancelable
operating lease agreements. The terms of each lease are unique and some permit early cancellation, while other leases have only a short period of time remaining on what was originally a longer dated lease agreement that is nearing the maturity.
The schedule below provides the future minimum rental payments required as of the combined balance sheet date, June 30, 2021, in the aggregate and for each of the five succeeding fiscal years for leases greater than a year in length and without cancellation options. The Company’s leases noted above that mature within the year or are cancellable are not included in the schedule below.
As of June 30, 2021, the future minimum lease payments for the remainder of 2021 and the next four years (excluding short-term leases) as well as the total of the minimum lease payments after the next five years for the
non-cancellable
portion of the lease term described above are as follows (in thousands):
 
    
For the Years Ended
December 31,
 
Remainder of 2021
   $ 2,085  
2022
     3,825  
2023
     3,621  
2024
     3,345  
2025
     3,163  
Thereafter
     5,485  
    
 
 
 
Total
   $ 21,524  
    
 
 
 
Certain leases contain renewal options, rent escalations based on increases in certain costs incurred by the lessor or increases in the fair market value of the leased property, and terms to pay a proportionate share of the operating expenses. Rent expense is recorded on a straight-line basis over the lease term for leases with determinable rent escalation and lease incentives. These items resulted in long term deferred rent of $0.7 million as of both June 30, 2021 and December 31, 2020 and short-term deferred rent of $0.1 million as of both June 30, 2020 and December 31, 2020. Total rent expense for all of the Company’s office leases for both the three months ended June 30, 2021 and 2020 was $1.0 million (net of lease incentive amortization of $0.1 million). Total rent expense for all of the Company’s office leases for both the six months ended June 30, 2021 and 2020 was $2.0 million (net of lease incentive amortization of $0.2 million).
The Company has other operating leases related to computers, copiers and other office equipment that were determined to be immaterial and are not included in the schedule above.
Performance Income
— Performance income is affected by changes in the fair values of the underlying investments in the funds that we advise. Valuations, on an unrealized basis, can be significantly affected by a variety of external factors including, but not limited to, public equity market volatility, industry trading multiples and interest rates. Generally, if at the termination of a fund (and at interim points in the life of a fund), the fund has not achieved investment returns that (in most cases) exceed the preferred return threshold or (in all cases) the applicable Bridge GP receives net profits over the life of the fund in excess of its allocable share under the applicable partnership agreement, the Bridge GP will be obligated to repay carried interest that was received by the Bridge GP in excess of the amounts to which the Bridge GP is entitled. This contingent obligation is normally reduced by income taxes paid by the members of the Bridge GP (including the Company) related to its carried interest. Additionally, at the end of the life of the funds there could be a payment due to a fund by the Bridge GP if the Bridge GP has recognized more performance income than was ultimately earned. The general partner clawback obligation amount, if any, will depend on final realized values of investments at the end of the life of the fund.
At June 30, 2021 and December 31, 2020, if the Company assumed all existing investments were worthless, the amount of performance income subject to potential repayment by the Bridge GPs, net of tax distributions, which may differ from the recognition of revenue, would have been approximately $88.8
 
million and $62.7 
million, respectively, all of which is reimbursable to the Bridge GPs by certain professionals who are the recipients of such performance income. Management believes the possibility of all of the investments becoming worthless is remote. Regarding BDS I GP funds, as of both June 30, 2021 and 2020, if the funds were liquidated at their fair values, the contingent repayment obligation or liability of BDS I GP would be 
$2.3
 
million, which is reimbursable to BDS I GP by certain professionals who are recipients of such performance income.
Guarantees and Other Commitments
— The Company has guaranteed a financing facility of $36.0 million, of which $9.0 million is outstanding at June 30, 2021. This facility has been used to finance acquisition of ownership in Bridge. Borrowers under the financing facility have pledged their interest in the Company, which Bridge has a right to in the event of default.
Legal Matters
— In the normal course of business, the Company is party to certain claims or legal actions. Although the amount of the ultimate exposure cannot be determined at this time, the Company believes that the resolution of these matters will not have a material adverse effect on its financial position, liquidity or results of operations.
Letters of Credit
— In September 2020, the Company agreed to guarantee a $3.0 million standby letter of credit related to the self-insurance program of the properties owned by the funds. Additionally, the Company has agreed to guarantee a $363,000 letter of credit related to one of its operating leases.