Out of Period Adjustments, Changes in Accounting Principles and Reclassifications |
Management is presenting these tables to provide a clear understanding of out of period adjustments, the adoption of accounting principles and reclassifications to the Company’s historical results for 2013.
We have revised our prior year financial statements for previously uncorrected misstatements that affected periods prior to 2013 through the third quarter of 2014. The corrections are immaterial to our financial statements for the period ended December 31, 2013. Accordingly, we have revised our previously issued financial statements within these consolidated financials as presented in the schedule below. The first revision, related to our real estate segment, affected the balance sheet by increasing intangible assets by $7,240, decreasing real estate by $7,666, increasing deferred tax assets for $45 and decreasing equity by $381. This revision also affected the income statement by increasing depreciation and amortization expense by $426, decreasing provision for income taxes, and decreasing net income attributable to noncontrolling interest. The second correction, related to discontinued operations, affected the balance sheet by increasing assets held for sale by $1,465, increasing retained earnings by $341, and increasing non-controlling interest by $1,124. This revision also increased each of income from discontinued operations and net income attributable to noncontrolling interest.
In August 2014, ASU 2014-13, Consolidation (Topic 810): Measuring the Financial Assets and the Financial Liabilities of a Consolidated Collateralized Financing Entity was issued. Management believes this change in accounting principle is justified since the measurement approach prescribed by this new guidance will better align the consolidated CLO asset values with the consolidated CLO liability values. The Company has elected to measure both the financial assets and the financial liabilities of the CLOs using the more observable fair value measurement of the financial assets. As such, the notes payable of the CLOS are measured as (1) the sum of the fair value of the financial assets and the carrying value of any nonfinancial assets held temporarily, less (2) the sum of the fair value of any beneficial interests retained by the Company and the Company’s carrying value of any beneficial interests that represent compensation for services. The application of this new guidance results in adjustments to certain balances in the previously issued consolidated balance sheets, consolidated statements of operations, and consolidated statements of cash flows for the year ended December 31, 2013 as well as the interim periods ending March 31, 2014, June 30, 2014, and September 30, 2014. The effects of these adjustments are presented below by line item for the year ended December 31, 2013. In addition, the cumulative effect of the change in retained earnings and other components of equity is presented in the consolidated statements of stockholders’ equity.
Also presented as re-classifications are those items associated with PFG, which have been classified as held for sale as of December 31, 2014. Further, this transaction qualifies to be treated as discontinued operations (see Note 5—Dispositions, Assets Held for Sale and Discontinued Operations).
Certain prior period amounts have been reclassified to conform to the current year presentation. These amounts are identified under the reclassification heading in the tables below. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | As of December 31, 2013 | | | As previously filed | | Out of period adjustments | | ASU-2014-13 adoption | | Discontinued operations | | Reclassifications | | As adjusted | | Notes | Assets | | | | | | | | | | | | | | | Cash and cash equivalents – unrestricted | | $ | 120,557 |
| | $ | — |
| | $ | — |
| | $ | (22,912 | ) | | $ | — |
| | $ | 97,645 |
| | | Cash and cash equivalents – restricted | | 26,395 |
| | — |
| | — |
| | — |
| | — |
| | 26,395 |
| | | Trading investments, at fair value | | 35,991 |
| | — |
| | — |
| | — |
| | (35,991 | ) | | — |
| | (1 | ) | Trading assets, at fair value | | — |
| | — |
| | — |
| | — |
| | 35,991 |
| | 35,991 |
| | (1 | ) | Investments in available for sale securities, at fair value | | 17,763 |
| | — |
| | — |
| | (17,763 | ) | | — |
| | — |
| | | Investments in loans, at fair value | | 171,087 |
| | — |
| | — |
| | — |
| | — |
| | 171,087 |
| | | Loans owned, at amortized cost – net of allowance | | 40,260 |
| | — |
| | — |
| | — |
| | — |
| | 40,260 |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | As of December 31, 2013 | | | As previously filed | | Out of period adjustments | | ASU-2014-13 adoption | | Discontinued operations | | Reclassifications | | As adjusted | | Notes | Notes receivable, net | | — |
| | — |
| | — |
| | — |
| | 8,561 |
| | 8,561 |
| | (1 | ) | Investments in partially-owned entities | | 9,972 |
| | — |
| | — |
| | — |
| | — |
| | 9,972 |
| | | Real estate | | 105,061 |
| | (7,666 | ) | | — |
| | — |
| | — |
| | 97,395 |
| | | Policy loans | | 102,147 |
| | — |
| | — |
| | (102,147 | ) | | — |
| | — |
| | | Deferred tax assets | | 3,310 |
| | 45 |
| | — |
| | (382 | ) | | — |
| | 2,973 |
| | (4 | ) | Intangible assets | | 154,695 |
| | 7,240 |
| | — |
| | (153,636 | ) | | — |
| | 8,299 |
| | (4 | ) | Goodwill | | 4,294 |
| | — |
| | — |
| | (3,088 | ) | | — |
| | 1,206 |
| | (4 | ) | Other assets | | 49,201 |
| | — |
| | — |
| | (24,235 | ) | | (8,561 | ) | | 16,405 |
| | (1 | ) | Separate account assets | | 4,625,099 |
| | — |
| | — |
| | (4,625,099 | ) | | — |
| | — |
| | | Assets of consolidated CLOs | | 1,414,616 |
| | — |
| | (9,261 | ) | | — |
| | — |
| | 1,405,355 |
| | | Assets held for sale | | — |
| | 1,465 |
| | — |
| | 4,949,262 |
| | — |
| | 4,950,727 |
| | (4 | ) | Total assets | | $ | 6,880,448 |
|
| $ | 1,084 |
| | $ | (9,261 | ) |
| $ | — |
|
| $ | — |
| | $ | 6,872,271 |
|
| | | | | | | | | | | | | | | | | Liabilities and Stockholders’ Equity | | | | | | | | | | | | | | | Liabilities: | | | | | | | | | | | | | | | Derivative financial instruments, at fair value | | $ | 598 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | (598 | ) | | $ | — |
| | (1 | ) | U.S. Treasuries, short position | | 18,493 |
| | — |
| | — |
| | — |
| | (18,493 | ) | | — |
| | (1 | ) | Trading liabilities, at fair value | | — |
| | — |
| | — |
| | — |
| | 19,091 |
| | 19,091 |
| | (1 | ) | Debt | | 360,609 |
| | — |
| | — |
| | (91,015 | ) | | — |
| | 269,594 |
| | | Policy liabilities | | 112,358 |
| | — |
| | — |
| | (112,358 | ) | | — |
| | — |
| | | Other liabilities and accrued expenses | | 21,829 |
| | — |
| | 9 |
| | (7,939 | ) | | — |
| | 13,899 |
| | | Separate account liabilities | | 4,625,099 |
| | — |
| | — |
| | (4,625,099 | ) | | — |
| | — |
| | | Liabilities of consolidated CLOs | | 1,175,606 |
| | — |
| | 160,774 |
| | — |
| | — |
| | 1,336,380 |
| | | Liabilities of discontinued operations and held for sale | | — |
| | — |
| | — |
| | 4,836,411 |
| | — |
| | 4,836,411 |
| | | Total liabilities | | 6,314,592 |
|
| — |
| | 160,783 |
|
| — |
|
| — |
| | 6,475,375 |
|
| | | | | | | | | | | | | | | | | Stockholders’ Equity: | | | | | | | | | | | | | | | Preferred stock: $0.001 par value, 100,000,000 shares authorized, none issued or outstanding | | — |
| | — |
| | — |
| | — |
| | — |
| | — |
| | | Common stock - Class A: $0.001 par value, 200,000,000 shares authorized, 10,556,390 shares issued and outstanding respectively | | 11 |
| | — |
| | — |
| | — |
| | — |
| | 11 |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | As of December 31, 2013 | | | As previously filed | | Out of period adjustments | | ASU-2014-13 adoption | | Discontinued operations | | Reclassifications | | As adjusted | | Notes | Common stock - Class B: $0.001 par value, 50,000,000 shares authorized, 30,968,877 shares issued and outstanding respectively | | 31 |
| | — |
| | — |
| | — |
| | — |
| | 31 |
| | | Additional paid-in capital | | 100,903 |
| | — |
| | (17,088 | ) | | — |
| | — |
| | 83,815 |
| | | Accumulated other comprehensive income | | 33 |
| | — |
| | — |
| | — |
| | — |
| | 33 |
| | | Retained earnings | | 18,933 |
| | 302 |
| | (4,146 | ) | | — |
| | — |
| | 15,089 |
| | (4 | ) | Total stockholders’ equity of Tiptree Financial Inc. | | 119,911 |
| | 302 |
| | (21,234 | ) | | — |
| | — |
| | 98,979 |
| | (4 | ) | Non-controlling interest | | 361,354 |
| | 782 |
| | (64,219 | ) | | — |
| | — |
| | 297,917 |
| | (4 | ) | Appropriated retained earnings of consolidated TAMCO | | 84,591 |
| | — |
| | (84,591 | ) | | — |
| | — |
| | — |
| | | Total stockholders’ equity | | 565,856 |
| | 1,084 |
| | (170,044 | ) | | — |
| | — |
| | 396,896 |
| | | Total liabilities and stockholders’ equity | | $ | 6,880,448 |
| | $ | 1,084 |
| | $ | (9,261 | ) | | $ | — |
| | $ | — |
| | $ | 6,872,271 |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | For the year ended December 31, 2013 | | | As previously filed | | Out of period adjustments | | ASU 2014-13 adoption | | Discontinued Operations | | Reclassifications | | As adjusted | | Notes | Revenues: | | | | | | | | | | | | | | | Net realized (loss) gain on investments | | $ | (833 | ) | | $ | — |
| | $ | — |
| | $ | (83 | ) | | $ | 916 |
| | $ | — |
| | | Change in unrealized appreciation on investments | | 2,971 |
| | — |
| | — |
| | — |
| | (2,971 | ) | | — |
| | | Income from investments in partially owned entities | | 3,250 |
| | — |
| | — |
| | — |
| | (3,250 | ) | | — |
| | | Net realized and unrealized gains | | 5,388 |
| | — |
| | — |
| | (83 | ) | | (5,305 | ) | | — |
| | | Investment income: | | | | | | | | | | | | | | | Net realized and unrealized gains from investments | | — |
| | — |
| | — |
| | — |
| | 6,887 |
| | 6,887 |
| | (2), (3) |
| Interest income | | 16,477 |
| | — |
| | — |
| | (4,946 | ) | | 119 |
| | 11,650 |
| | (1 | ) | Net Credit derivative revenue (loss) | | — |
| | — |
| | — |
| | — |
| | (1,828 | ) | | (1,828 | ) | | (3 | ) | Separate account fees | | 22,248 |
| | — |
| | — |
| | (22,248 | ) | | — |
| | — |
| | | Administrative service fees | | 49,489 |
| | — |
| | — |
| | (49,489 | ) | | — |
| | — |
| | | Loan fee income | | — |
| | — |
| | — |
| | — |
| | 459 |
| | 459 |
| | (1 | ) | Rental revenue | | 5,760 |
| | — |
| | — |
| | — |
| | — |
| | 5,760 |
| | | Other income | | 1,545 |
| | — |
| | — |
| | (6 | ) | | (724 | ) | | 815 |
| | (1 | ) | Total investment income | | 95,519 |
| | — |
| | — |
| | (76,689 | ) | | 4,913 |
| | 23,743 |
| | | Total net realized and unrealized gains and investment income | | 100,907 |
| | — |
| | — |
| | (76,772 | ) | | (392 | ) | | 23,743 |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | For the year ended December 31, 2013 | | | As previously filed | | Out of period adjustments | | ASU 2014-13 adoption | | Discontinued Operations | | Reclassifications | | As adjusted | | Notes | Total revenue | | 100,907 |
| | — |
| | — |
| | (76,772 | ) | | (392 | ) | | 23,743 |
| | | Expenses: | | | | | | | | | | | | | | | Interest expense | | 17,517 |
| | — |
| | — |
| | (12,430 | ) | | (222 | ) | | 4,865 |
| | (3 | ) | Payroll expense | | 35,552 |
| | — |
| | — |
| | (18,819 | ) | | 8 |
| | 16,741 |
| | (1 | ) | Professional fees | | 8,555 |
| | — |
| | — |
| | (1,858 | ) | | 440 |
| | 7,137 |
| | (1 | ) | Change in future policy benefits | | 4,710 |
| | — |
| | — |
| | (4,710 | ) | | — |
| | — |
| | | Mortality expenses | | 10,476 |
| | — |
| | — |
| | (10,476 | ) | | — |
| | — |
| | | Commission expense | | 2,344 |
| | — |
| | — |
| | (2,344 | ) | | — |
| | — |
| | | Depreciation and amortization expenses | | 4,467 |
| | 426 |
| | — |
| | (2,997 | ) | | 92 |
| | 1,988 |
| | (4), (1) |
| Other expenses | | 15,456 |
| | — |
| | — |
| | (9,136 | ) | | (710 | ) | | 5,610 |
| | (1 | ) | Total expenses | | 99,077 |
| | 426 |
| | — |
| | (62,770 | ) | | (392 | ) | | 36,341 |
| | | Net income before taxes and income attributable to consolidated CLOs from continuing operations | | 1,830 |
|
| (426 | ) |
| — |
|
| (14,002 | ) |
| — |
|
| (12,598 | ) | | | Results of consolidated CLOs: | | | | | | | | | | | | | | | Income attributable to consolidated CLOs | | 52,687 |
| | — |
| | 8,492 |
| | — |
| | — |
| | 61,179 |
| | | Expenses attributable to consolidated CLOs | | 48,268 |
| | — |
| | (15,954 | ) | | — |
| | — |
| | 32,314 |
| | | Net Income attributable to consolidated CLOs | | 4,419 |
| | — |
| | 24,446 |
| | — |
| | — |
| | 28,865 |
| | | Income before taxes from continuing operations | | 6,249 |
|
| (426 | ) |
| 24,446 |
|
| (14,002 | ) |
| — |
|
| 16,267 |
| | | Provision for income taxes | | 6,941 |
| | (45 | ) | | — |
| | (6,336 | ) | | — |
| | 560 |
| | (4 | ) | (Loss) income from continuing operations | | (692 | ) | | (381 | ) | | 24,446 |
| | (7,666 | ) | | — |
| | 15,707 |
|
| | Discontinued operations: | | | | | | | | | | | | | | | Gain (loss)on sale of discontinued operations, net | | 15,463 |
| | — |
| | — |
| | — |
| | — |
| | 15,463 |
| | | Income from discontinued operations, net | | 1,647 |
| | 246 |
| | — |
| | 7,666 |
| | — |
| | 9,559 |
| | (4 | ) | Discontinued operations, net | | 17,110 |
| | 246 |
| | — |
| | 7,666 |
| | — |
| | 25,022 |
| | | | | | | | | | | | | | | | | | Net income before noncontrolling interest | | 16,418 |
| | (135 | ) | | 24,446 |
| | — |
| | — |
| | 40,729 |
| | | Less net income attributable to noncontrolling interest | | 25,617 |
| | (153 | ) | | 4,872 |
| | — |
| | — |
| | 30,336 |
| | (4 | ) | Less net (loss) income attributable to VIE subordinated noteholders | | (18,044 | ) | | — |
| | 18,044 |
| | — |
| | — |
| | — |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | For the year ended December 31, 2013 | | | As previously filed | | Out of period adjustments | | ASU 2014-13 adoption | | Discontinued Operations | | Reclassifications | | As adjusted | | Notes | Net income available to common stockholders | | $ | 8,845 |
|
| $ | 18 |
|
| $ | 1,530 |
|
| $ | — |
|
| $ | — |
|
| $ | 10,393 |
| | | | | | | | | | | | | | | | | | Basic, continuing operations, net | | $ | (0.81 | ) | | $ | — |
| | $ | 0.16 |
| | $ | (0.75 | ) | | $ | 1.81 |
| | $ | 0.41 |
| | | Basic, discontinued operations, net | | 1.67 |
| | — |
| | — |
| | 0.75 |
| | (1.82 | ) | | 0.60 |
| | | Net income basic | | $ | 0.86 |
| | $ | — |
| | $ | 0.16 |
| | $ | — |
| | $ | (0.01 | ) | | $ | 1.01 |
| | | | | | | | | | | | | | | | | | Diluted, continuing operations, net | | $ | (0.81 | ) | | $ | — |
| | $ | 0.16 |
| | $ | (0.75 | ) | | $ | 1.81 |
| | $ | 0.41 |
| | | Diluted, discontinued operations, net | | 1.67 |
| | — |
| | — |
| | 0.75 |
| | (1.82 | ) | | 0.60 |
| | | Net income, diluted | | $ | 0.86 |
| | $ | — |
| | $ | 0.16 |
| | $ | — |
| | $ | (0.01 | ) | | $ | 1.01 |
| | |
Notes:
(1) Prior period information reclassified to conform to the current year presentation. (2) Collapse of line items presented individually in 2013. (3) Net credit derivative income (loss) associated with master netting agreement (see Note 14—Derivative Financial Instruments). (4) Adjustment relates to out of period adjustments. |