Income Taxes
The Company’s income (loss) before income tax consisted of the following:
| | | | | | | | | | | | | | | | | |
| Year Ended March 31, |
| 2025 | | 2024 | | 2023 |
| Domestic income (loss) before income tax | $ | (278,526) | | | $ | 127,311 | | | $ | (102,560) | |
| Foreign income before income tax | 56,491 | | | 68,085 | | | 61,106 | |
| Total income (loss) before income tax | $ | (222,035) | | | $ | 195,396 | | | $ | (41,454) | |
The following table presents the components of the Company’s provision for income taxes:
| | | | | | | | | | | | | | | | | |
| Year Ended March 31, |
| 2025 | | 2024 | | 2023 |
| Current: | | | | | |
| Federal | $ | 11,869 | | | $ | 7,395 | | | $ | 6,933 | |
| State and local | 2,944 | | | 1,650 | | | 1,726 | |
| Foreign | 11,303 | | | 9,349 | | | 7,653 | |
| Total current income tax expense | 26,116 | | | 18,394 | | | 16,312 | |
| | | | | |
| Deferred: | | | | | |
| Federal | (69,805) | | | 8,815 | | | (10,570) | |
| State and local | (5,234) | | | 295 | | | (1,921) | |
| Foreign | (285) | | | 72 | | | — | |
| Total deferred income tax expense (benefit) | (75,324) | | | 9,182 | | | (12,491) | |
| Total income tax expense (benefit) | $ | (49,208) | | | $ | 27,576 | | | $ | 3,821 | |
A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective tax rate is as follows:
| | | | | | | | | | | | | | | | | |
| Year Ended March 31, |
| 2025 | | 2024 | | 2023 |
| Federal tax at statutory rate | 21.0 | % | | 21.0 | % | | 21.0 | % |
| State and local income tax | 0.6 | | | 1.1 | | | 0.8 | |
| Amounts allocated to non-controlling interests | 0.6 | | | (11.8) | | | (13.6) | |
| Foreign taxes | (5.0) | | | 4.8 | | | (18.5) | |
| Valuation allowance | (0.8) | | | (0.3) | | | 4.7 | |
| Stock-based compensation | 1.7 | | | (0.5) | | | 0.9 | |
| Return to provision adjustment | 1.2 | | | (0.3) | | | (3.7) | |
| Other | 2.9 | | | 0.1 | | | (0.8) | |
| Effective tax rate | 22.2 | % | | 14.1 | % | | (9.2) | % |
The Company’s effective tax rate is dependent on many factors, including the estimated amount of income subject to tax. Consequently, the effective tax rate can vary from period to period. The Company’s overall effective tax rate in fiscal 2025 differs from the statutory rate primarily because of the impact of nondeductible items. The Company’s overall effective tax rates in fiscal 2024 and 2023 are less than the statutory rate primarily because a portion of income is allocated to non-controlling interests, as the tax liability on such income is borne by the holders of such non-controlling interests.
The following table presents the components of the Company’s deferred income tax assets and liabilities:
| | | | | | | | | | | |
| As of March 31, |
| 2025 | | 2024 |
| Deferred tax assets: | | | |
| Investment in the Partnership | $ | 403,166 | | | $ | 195,426 | |
| Other | 3,655 | | | 2,682 | |
| Total deferred tax assets before valuation allowance | 406,821 | | | 198,108 | |
| Valuation allowance | (23,935) | | | (13,596) | |
| Total net deferred tax assets | 382,886 | | | 184,512 | |
| Deferred tax liabilities: | | | |
| Total deferred tax liabilities | 420 | | | 158 | |
| Net deferred tax assets | $ | 382,466 | | | $ | 184,354 | |
In accordance with the Transaction Agreements outlined in note 14, the Company remeasured the non-controlling interests in its subsidiaries to the redemption value. This adjustment had a significant impact on the Company’s share of the Partnership’s book equity, resulting in an increase in deferred tax assets recorded through equity for the year ended March 31, 2025. Each contemplated exchange is expected to lead to a corresponding decrease in deferred tax assets, also recorded through equity. In connection with the Transaction Agreements, the Company recorded an $11.3 million decrease in deferred tax assets during fiscal 2025 as a result of the 2024 Exchange (as defined below).
Under the profits interest and option agreement related to SPW, the Company recognized an expense for liability classified awards within equity-based compensation expense in the consolidated statements of income (loss) for the year ended March 31, 2025. This expense is not currently deductible for tax purposes, resulting in a temporary difference that increased the Company’s deferred tax asset by $90.4 million as of March 31, 2025. See note 10 for more information.
In connection with the exchanges of Class B, Class C and Class D units of the Partnership for Class A common stock by certain limited partners of the Partnership during fiscal 2025, the Company recorded an overall increase to deferred tax assets for the fiscal year ended March 31, 2025 of $136.3 million, and an increase in the valuation allowance of $3.3 million. Additionally, the Company recorded a corresponding Tax Receivable Agreements liability of $116.7 million, representing 85% of the incremental net cash tax savings for the Company as a result of these exchanges. The Company made payments of $9.8 million, $10.3 million and $6.0 million during the years ended March 31, 2025, 2024 and 2023, respectively, under the Tax Receivable Agreements. As of March 31, 2025, the Company’s total Tax Receivable Agreements liability was $313.7 million. See note 13 for more information.
The Company evaluates the realizability of its deferred tax assets on a quarterly basis and adjusts the valuation allowance when it is more-likely-than-not that all or a portion of the deferred tax assets may not be realized. The total ending valuation allowance for the year ended March 31, 2025 was $23.9 million. Apart from the valuation allowance, the Company believes that the remaining deferred tax assets will be realized in full.
A summary of the change in valuation allowance by year is as follows:
| | | | | |
| Valuation Allowance |
| Balance at March 31, 2023 | $ | 12,352 | |
| Income tax decrease | (1,210) | |
| |
| Equity increase | 2,454 | |
| Balance at March 31, 2024 | 13,596 | |
| Income tax increase | 3,900 | |
| |
| Equity increase | 6,439 | |
| Balance at March 31, 2025 | $ | 23,935 | |
As of March 31, 2025, the Company has not recorded any unrecognized tax benefits and does not expect there to be any material changes to uncertain tax positions within the next 12 months.
The Company files income tax returns as required by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company may be subject to examination by U.S. federal and certain state and local tax authorities. Management has analyzed the Company’s tax positions taken with respect to all applicable income tax issues, for all open tax years, and for all jurisdictions in which the Company is required to file tax returns and has concluded that no provision for income taxes related to uncertain tax positions is required in the Company’s consolidated financial statements for the years ended March 31, 2025, 2024 and 2023.
The Company files U.S. federal, state, local and foreign tax returns on a calendar-year basis. With limited exception, returns filed prior to 2020 are no longer subject to examination by the applicable taxing authorities. There are currently no material examinations being conducted of the Company by tax authorities.