10-Q: Moelis & Company Q3 2025 Earnings Soar on Strong M&A Market
Quarterly Report
Moelis & Company reported a significant increase in Q3 2025 revenues and net income, driven by a robust M&A market and improved operating efficiency.
Summary
- Revenues for the three months ended September 30, 2025, increased by 30% to $356.9 million, compared to $273.8 million in the prior year period.
- Net income attributable to Moelis & Company for the three months ended September 30, 2025, surged by 216% to $53.4 million, up from $16.9 million in the prior year.
- Diluted earnings per share for the quarter rose to $0.67 from $0.22 in the same period last year.
- For the nine months ended September 30, 2025, revenues grew 36% to $1,028.9 million, and net income attributable to Moelis & Company increased 211% to $145.2 million.
- Operating income for the quarter increased by 210% to $48.3 million, reflecting improved operational leverage.
- Compensation and benefits expenses as a percentage of revenues decreased to 72% for the quarter (from 77% in Q3 2024) and to 70% for the nine months (from 76% in 9M 2024).
- Non-compensation expenses as a percentage of revenues decreased to 15% for the quarter (from 17% in Q3 2024) and to 16% for the nine months (from 19% in 9M 2024).
- The company maintains a strong balance sheet with substantial liquidity and zero debt.
- Cash and cash equivalents decreased to $281.6 million as of September 30, 2025, from $412.5 million at December 31, 2024, primarily due to net purchases of investments and financing outflows.
- Investments significantly increased to $366.8 million as of September 30, 2025, from $184.6 million at December 31, 2024.
- A quarterly dividend of $0.65 per share was declared, payable on December 4, 2025.
Sentiment
Score: 8
Explanation: The company demonstrated exceptional financial performance with significant revenue and net income growth, coupled with improved operating efficiency. The strong market position, zero debt, and positive outlook for M&A and capital markets contribute to a very positive sentiment, despite some cash flow shifts and ongoing legal/regulatory risks.
Positives
- Significant revenue growth of 30% for the quarter and 36% for the nine months, indicating strong market demand for advisory services.
- Substantial increase in net income attributable to Moelis & Company by 216% for the quarter and 211% for the nine months.
- Improved operating efficiency with compensation and benefits expenses decreasing as a percentage of revenues (72% vs. 77% for Q3, 70% vs. 76% for 9M).
- Non-compensation expenses also decreased as a percentage of revenues (15% vs. 17% for Q3, 16% vs. 19% for 9M).
- Strong balance sheet with substantial liquidity and zero debt.
- Net cash provided by operating activities increased to $237.6 million for the nine months, up from $112.1 million in the prior year.
- Successful dismissal of aiding and abetting and unjust enrichment claims against Moelis entities in the Archer Aviation class action lawsuit.
- U.S. Broker Dealer net capital significantly increased to $347.2 million, well above the $250k minimum requirement.
Negatives
- Cash and cash equivalents decreased by $130.8 million from December 31, 2024, to September 30, 2025, primarily due to net purchases of investments and financing outflows.
- Net cash used in investing activities shifted to an outflow of $186.2 million for the nine months, compared to an inflow of $13.4 million in the prior year.
- Net cash used in financing activities increased to $184.4 million for the nine months, up from $168.1 million in the prior year.
- Revenues from affiliated entities significantly decreased to $131k for the nine months ended September 30, 2025, from $9,663k in the prior year.
- Rest of World revenues decreased for the nine months ended September 30, 2025, to $70.5 million from $79.7 million in the prior year.
Risks
- Economic and global financial conditions can materially affect operational and financial performance.
- Revenue generation is highly competitive, engagement-based, and not predictable, with no long-term contracted sources of revenue.
- Transaction fees are often contingent on completion, and complications (e.g., failure to agree on terms, regulatory consents, financing, market conditions) can delay or terminate transactions, leading to no advisory fees despite significant time and resources invested.
- Barriers to restructuring transactions (e.g., lack of bidders, inability to reach creditor agreements) can limit fees to retainers and expense reimbursements.
- Cash and most cash equivalents are held in U.S. and non-U.S. bank accounts that exceed FDIC and FSCS coverage limits, posing a risk of loss if institutions fail.
- Exposure to foreign currency exchange rate risk, with no hedging in place.
- The tax receivable agreement could result in actual cash tax savings being significantly less than corresponding payments in certain circumstances (merger, asset sale, early termination).
- Ongoing IRS examination for the tax year ended December 31, 2020, and other tax years (2020-2023) are subject to examination.
- A class action lawsuit by West Palm Beach Firefighters Pension Fund regarding the invalidity of certain Stockholders Agreement provisions is ongoing, with an appeal filed by the company after an adverse interlocutory order and fee award.
- Impact of existing and any future tariff policy announcements and the recent U.S. government shutdown could delay the timing of revenues.
Future Outlook
The company anticipates continued improvement in the M&A market, driven by companies utilizing M&A and capital markets for strategic priorities, and expects increased sponsor-related M&A activity due to near-record levels of private capital. The capital markets business is projected to benefit from private credit expansion, a risk-on environment, new technologies, and improving M&A. The private capital advisory business is in early stages but shows increasing active engagements. However, potential delays in revenue timing could arise from future tariff policy announcements and U.S. government shutdowns.
Management Comments
- Our new business origination and deal activity are strong.
- We have seen improvement in the M&A market as companies continue to use M&A and the capital markets as a tool to realize long-term strategic priorities.
- The near-record levels of capital accumulated by financial sponsors combined with unsold portfolio companies should provide for more sponsor-related M&A activity.
- Our capital structure advisory team continues to be engaged on a consistent level of liability management assignments.
- Our capital markets business has experienced significant growth benefiting from the rapid expansion of private credit, a risk-on environment fueled by emerging trends in new technologies and improving M&A activity.
- While still in the early stages, we are encouraged by our recent investments in our private capital advisory business, and we have seen an increase in active engagements over the last several months.
- We believe we are well-positioned to navigate these dynamic markets as we have a strong balance sheet with substantial liquidity and zero debt.
Industry Context
The company's strong performance aligns with a reported improvement in the broader M&A market, where companies are increasingly leveraging M&A and capital markets for strategic growth. The growth in capital markets business, particularly from private credit expansion and new technologies, reflects a wider industry trend of diversified financing sources and a "risk-on" investment environment. The accumulation of capital by financial sponsors and their unsold portfolio companies suggests a positive outlook for future sponsor-related M&A activity across the investment banking sector.
Comparison to Industry Standards
- The 36% increase in revenues for the first nine months of 2025 significantly outpaced the 7% increase in the number of global completed M&A transactions greater than $100 million, as reported by LSEG Financial Technology & Data. This indicates strong market share capture and/or higher average fees per transaction compared to the broader M&A market.
- The company's maintenance of a strong balance sheet with zero debt positions it favorably compared to many competitors who may carry significant leverage, providing greater financial flexibility and resilience in dynamic markets.
- The U.S. Broker Dealer's net capital of $347.2 million far exceeds the minimum regulatory requirement of $250k, demonstrating robust capital adequacy compared to industry benchmarks.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Executive Officer | Kenneth Moelis | Navid Mahmoodzadegan | 2025-10-01 | Succession planning, as stated in the filing. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Stockholders Agreement Provisions Invalidated | Delaware Court of Chancery issued an interlocutory order on March 4, 2024, finding certain provisions of the Stockholders Agreement between the Company and Partner Holdings, including those relating to approval rights and director vacancies, to be facially invalid, void, and unenforceable under Delaware law. The Company has filed an appeal. | 2024-03-04 | Potentially impacts the control structure and governance mechanisms established by the Stockholders Agreement, subject to the outcome of the appeal. |
| Omnibus Incentive Plan Update | Stockholders approved the Moelis & Company 2024 Omnibus Incentive Plan on June 6, 2024, replacing the 2014 Plan. The new plan authorizes the issuance of a maximum of 15,000,000 shares plus any shares associated with awards granted under the 2014 Plan that are subsequently forfeited, canceled, exchanged, or surrendered. | 2024-06-06 | Updates the framework for equity-based compensation, aligning incentives with company performance and attracting/retaining talent. |
Legal Proceedings
- West Palm Beach Firefighters Pension Fund class action lawsuit: Filed in Delaware Court of Chancery, seeking declaratory judgment that certain provisions of the Stockholders Agreement are invalid. On March 4, 2024, the Court issued an interlocutory order finding certain provisions (approval rights, director vacancies) facially invalid. On July 18, 2024, the Court awarded plaintiffs counsel $6,000k in fees and expenses. The Company has filed an appeal.
- Archer Aviation, Inc. (Atlas Crest) class action lawsuit (Singh and Wortman Complaints): Filed in Delaware Court of Chancery against various defendants, including Moelis & Company Group LP and Moelis & Company LLC, alleging breaches of fiduciary duties, aiding and abetting, and unjust enrichment related to the merger between Atlas Crest and Archer. On July 21, 2025, the Court dismissed the aiding and abetting and unjust enrichment claims against the Moelis entities, Archer, and the Archer co-founders.
Related Party Transactions
- Aircraft dry lease with Moelis & Company Manager LLC (related party, Mr. Moelis): The old lease was terminated on May 27, 2025, and a new lease was entered into on the same date, effective through December 31, 2028. The Company incurred $552k in aircraft lease costs for the three months ended September 30, 2025, and $1,180k for the nine months ended September 30, 2025.
- Promissory notes from employees: As of September 30, 2025, $9,441k of unsecured promissory notes from employees were held by the Company, bearing fixed interest rates from 4.00% to 5.00%.
- Services agreement with Moelis Asset Management LP: The Company provides administrative services for a fee, which totaled $58k for the three months and $173k for the nine months ended September 30, 2025.
- Revenues from affiliated entities: The Company earned $131k in revenues from advisory transactions with affiliated entities for the nine months ended September 30, 2025, a significant decrease from $9,663k in the prior year period.
Stakeholder Impact
- Shareholders: Positive impact from strong financial performance, increased EPS, and continued dividend payments ($0.65 per share declared). The share repurchase program also benefits shareholders by reducing share count. However, the ongoing legal challenge regarding the Stockholders Agreement could introduce uncertainty regarding corporate governance.
- Employees: Increased compensation and benefits expenses reflect a higher discretionary bonus accrual, indicating positive compensation outcomes. Equity-based compensation plans provide long-term incentives.
- Customers: The company's strong performance and growth in M&A and capital markets advisory services suggest continued ability to serve clients effectively across various strategic needs.
- Creditors: The company's zero debt and substantial liquidity, along with exceeding regulatory capital requirements, indicate a very strong financial position, reducing credit risk.
Next Steps
- Navid Mahmoodzadegan will succeed Kenneth Moelis as Chief Executive Officer, effective October 1, 2025.
- The declared dividend of $0.65 per share will be paid on December 4, 2025, to Class A common stockholders of record on November 10, 2025.
- The company will continue to operate under the 2024 Omnibus Incentive Plan, which replaces the 2014 Plan.
- The company will continue to monitor the IRS examination for the tax year ended December 31, 2020, and other tax years (2020-2023) subject to examination.
- The company has filed an appeal regarding the Delaware Court of Chancery orders in the West Palm Beach Firefighters Pension Fund lawsuit.
- The new London office space lease commenced in September 2025 and will replace the company's existing space during 2026.
Key Dates
| Date | Description |
|---|---|
| 2014-04-01 | Company's Initial Public Offering (IPO) and reorganization. |
| 2014-04-14 | Expiration date of the Moelis & Company 2014 Omnibus Incentive Plan. |
| 2019-07-12 | Company entered into an aircraft dry lease (Old Lease) with Moelis & Company Manager LLC. |
| 2021-07-01 | Board of Directors authorized the repurchase of up to $100 million of shares of Class A common stock and/or Class A partnership units. |
| 2023-01-01 | West Palm Beach Firefighters Pension Fund filed a class action lawsuit against the Company. |
| 2023-12-01 | FASB issued ASU No. 2023-09, "Income Taxes". |
| 2024-03-04 | Delaware Court of Chancery issued an interlocutory order finding certain provisions of the Stockholders Agreement invalid. |
| 2024-05-17 | Singh Complaint (class action lawsuit) filed against directors and officers of Atlas Crest, Archer, Archer co-founders, Moelis & Company Group LP and Moelis & Company LLC. |
| 2024-05-24 | U.S. Broker Dealer revolving credit facility agreement credit period ends. |
| 2024-06-06 | Stockholders approved the Moelis & Company 2024 Omnibus Incentive Plan. |
| 2024-06-19 | Wortman Complaint (class action lawsuit) filed against the same defendants as the Singh Complaint. |
| 2024-07-18 | Delaware Court of Chancery awarded plaintiffs counsel $6,000k in fees and expenses in the West Palm Beach Firefighters Pension Fund lawsuit. |
| 2024-07-23 | Court ordered consolidation of Singh and Wortman actions, designating Singh Complaint as operative. |
| 2024-10-03 | Defendants moved to dismiss the Singh Complaint for failure to state a claim. |
| 2024-11-01 | FASB issued ASU No. 2024-03, "Disaggregation of Income Statement Expenses". |
| 2025-01-13 | Co-Lead Plaintiffs filed answering brief in opposition to motions to dismiss in Archer Aviation lawsuit. |
| 2025-02-28 | Defendants' reply briefs filed in Archer Aviation lawsuit. |
| 2025-04-17 | Court heard oral arguments on motions to dismiss in Archer Aviation lawsuit. |
| 2025-05-24 | U.S. Broker Dealer revolving credit facility agreement maturity date. |
| 2025-05-27 | Company terminated old aircraft dry lease and entered into a new aircraft dry lease with Manager. |
| 2025-07-01 | U.S. enacted An Act to provide for reconciliation pursuant to title II of H. Con. Res. 14, commonly referred to as One Big Beautiful Bill Act (OBBBA). |
| 2025-07-01 | FASB issued ASU No. 2025-05, "Financial Instruments Credit Losses". |
| 2025-07-21 | Court issued telephonic bench ruling, granting in part and denying in part Defendants motion to dismiss in Archer Aviation lawsuit, dismissing claims against Moelis entities. |
| 2025-09-01 | A lease commenced for new office space in London. |
| 2025-09-30 | End of the quarterly period covered by this report. |
| 2025-10-01 | Navid Mahmoodzadegan succeeded Kenneth Moelis as Chief Executive Officer. |
| 2025-10-29 | Date of this 10-Q report filing. |
| 2025-11-10 | Record date for the $0.65 per share dividend. |
| 2025-12-04 | Payment date for the $0.65 per share dividend. |
| 2025-12-15 | ASU 2023-09 effective for fiscal years beginning after this date. |
| 2026-01-01 | New London office space will replace existing space during this year. |
| 2026-12-15 | ASU 2024-03 effective for fiscal years beginning after this date. |
| 2027-06-30 | Corporate revolving credit facility can be extended to this date upon lender approval. |
| 2027-12-15 | ASU 2024-03 effective for interim periods beginning after this date. |
| 2028-12-31 | Term of the new aircraft dry lease. |
| 2040-01-01 | Some operating leases extend through this year. |
Recommendation
strong buyThe company delivered exceptional financial results, significantly outperforming the market with substantial revenue and net income growth. Improved operating efficiency, a strong balance sheet with zero debt, and a positive outlook for key advisory segments (M&A, capital markets, private capital) indicate robust underlying business health. While there are ongoing legal matters and cash flow shifts, the core operational performance and strategic positioning are highly favorable, suggesting strong potential for continued shareholder value creation. The dismissal of claims against Moelis entities in a significant lawsuit also reduces a potential overhang.
Keywords
Investment Banking, Financial Advisory, M&A, Recapitalizations, Restructurings, Capital Markets, Private Capital Advisory, SEC Filing, 10-Q, Earnings, Financial Performance, Corporate Finance, Equity-based Compensation, Share Repurchase, Dividends, Regulatory Capital, Legal Proceedings
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