Fair Value Measurements for Operating Entities and Consolidated Funds (Tables)
|
9 Months Ended |
Sep. 30, 2016 |
Fair Value Disclosures [Abstract] |
|
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis |
The following table presents the assets and liabilities that are measured at fair value on a recurring basis on the accompanying condensed consolidated statements of financial condition by caption and by level within the valuation hierarchy as of September 30, 2016 and December 31, 2015: | | | | | | | | | | | | | | | | | | Assets at Fair Value as of September 30, 2016 | | Level 1 | | Level 2 | | Level 3 | | Total | | | | (dollars in thousands) | | | Operating Entities | | | | | | | | Securities owned | | | | | | | | US Government securities | $ | 3,776 |
| | $ | — |
| | $ | — |
| | $ | 3,776 |
| Preferred stock | — |
| | — |
| | 12,964 |
| | 12,964 |
| Common stocks | 490,854 |
| | 1,638 |
| | 11,601 |
| | 504,093 |
| Convertible bonds | — |
| | — |
| | 250 |
| | 250 |
| Corporate bonds | — |
| | 17,574 |
| | 220 |
| | 17,794 |
| Warrants and rights | 2,205 |
| | — |
| | 3,557 |
| | 5,762 |
| Mutual funds | 5 |
| | — |
| | — |
| | 5 |
| Receivable on derivative contracts, at fair value | | | | | | |
|
| Futures | 704 |
| | — |
| | — |
| | 704 |
| Currency forwards | — |
| | 17 |
| | — |
| | 17 |
| Equity swaps | — |
| | 1,442 |
| | — |
| | 1,442 |
| Options | 9,484 |
| | 2,820 |
| | 12,961 |
| | 25,265 |
| Other investments | | | | | | | | Lehman claim | — |
| | — |
| | 283 |
| | 283 |
| Consolidated funds | | | | | | | | Securities owned | | | | | | | | US Government securities | 3,999 |
| | — |
| | — |
| | 3,999 |
| Preferred stock | — |
| | 352 |
| | 36,891 |
| | 37,243 |
| Common stocks | 14,306 |
| | 8,644 |
| | — |
| | 22,950 |
| Corporate Bonds | — |
| | 5,452 |
| | — |
| | 5,452 |
| Warrants and rights | — |
| | — |
| | 3 |
| | 3 |
| Term Loan | — |
| | 1,809 |
| | — |
| | 1,809 |
| Receivable on derivative contracts, at fair value | | | | | | | | Currency forwards | — |
| | 1 |
| | — |
| | 1 |
| Futures | — |
| | 366 |
| | — |
| | 366 |
| Options | 57 |
| | 5 |
| | — |
| | 62 |
| | $ | 525,390 |
| | $ | 40,120 |
| | $ | 78,730 |
| | $ | 644,240 |
| Percentage of total assets measured at fair value | 81.6 | % | | 6.2 | % | | 12.2 | % | | | Portfolio funds measured at net asset value (a) | | | | | | | 115,682 |
| Consolidated funds' portfolio funds measured at net asset value (a) | | | | | | | 391,872 |
| Equity method investments | | | | | | | 51,485 |
| Total investments | | | | | | | $ | 1,203,279 |
|
| | | | | | | | | | | | | | | | | | Liabilities at Fair Value as of September 30, 2016 | | Level 1 | | Level 2 | | Level 3 | | Total | | (dollars in thousands) | Operating Entities | | | | | | | | Securities sold, not yet purchased | | | | | | | | Common stocks | $ | 208,478 |
| | $ | 13 |
| | $ | — |
| | $ | 208,491 |
| Corporate bonds | — |
| | 3,653 |
| | — |
| | 3,653 |
| Warrants and rights | 39 |
| | — |
| | — |
| | 39 |
| Payable for derivative contracts, at fair value | | | | | | | | Futures | 1,235 |
| | — |
| | — |
| | 1,235 |
| Currency forwards | — |
| | 37 |
| | — |
| | 37 |
| Options | 2,788 |
| | — |
| | 12,961 |
| | 15,749 |
| Accounts payable, accrued expenses and other liabilities |
|
| |
|
| |
|
| | | Contingent consideration liability (b) | — |
| | — |
| | 7,201 |
| | 7,201 |
| Consolidated funds | | | | | | | | Securities sold, not yet purchased | | | | | | | | Common stocks | 395 |
| | — |
| | — |
| | 395 |
| Corporate bonds | — |
| | 1,145 |
| | — |
| | 1,145 |
| Payable for derivative contracts, at fair value | | | | | | | | Options | 30 |
| | — |
| | — |
| | 30 |
| Futures | — |
| | 246 |
| | — |
| | 246 |
| | $ | 212,965 |
| | $ | 5,094 |
| | $ | 20,162 |
| | $ | 238,221 |
| Percentage of total liabilities measured at fair value | 89.4 | % | | 2.1 | % | | 8.5 | % | | |
(a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015 and the second quarter of 2016, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, December 2020, and June 2018, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of September 30, 2016 can range from $0.1 million to $16.3 million. | | | | | | | | | | | | | | | | | | Assets at Fair Value as of December 31, 2015 | | Level 1 | | Level 2 | | Level 3 | | Total | | | | (dollars in thousands) | | | Operating Entities | | | | | | | | Securities owned | | | | | | | | US Government securities | $ | 3,016 |
| | $ | — |
| | $ | — |
| | $ | 3,016 |
| Preferred stock | 7,891 |
| | 4,800 |
| | 12,872 |
| | 25,563 |
| Common stocks | 505,303 |
| | 7,527 |
| | 3,278 |
| | 516,108 |
| Convertible bonds | — |
| | — |
| | 819 |
| | 819 |
| Corporate bonds | — |
| | 47,192 |
| | — |
| | 47,192 |
| Warrants and rights | 487 |
| | — |
| | 2,572 |
| | 3,059 |
| Mutual funds | 14,477 |
| | — |
| | — |
| | 14,477 |
| Receivable on derivative contracts, at fair value | | | | | | | | Futures | 189 |
| | — |
| | — |
| | 189 |
| Currency forwards | — |
| | 659 |
| | — |
| | 659 |
| Equity swaps | — |
| | 2,327 |
| | — |
| | 2,327 |
| Options | 11,895 |
| | 6,354 |
| | 18,194 |
| | 36,443 |
| Other investments | | | | | | | | Lehman claim | — |
| | — |
| | 299 |
| | 299 |
| Consolidated funds | | | | | | | | Preferred stock | — |
| | — |
| | 32,000 |
| | 32,000 |
| | $ | 543,258 |
| | $ | 68,859 |
| | $ | 70,034 |
| | $ | 682,151 |
| Percentage of total assets measured at fair value | 79.6 | % | | 10.1 | % | | 10.3 | % | | | Portfolio funds measured at net asset value (a) | | | | | | | 113,281 |
| Consolidated funds' portfolio funds measured at net asset value (a) | | | | | | | 263,818 |
| Equity method investments | | | | | | | 27,067 |
| Total investments | | | | | | | $ | 1,086,317 |
|
| | | | | | | | | | | | | | | | | | Liabilities at Fair Value as of December 31, 2015 | | Level 1 | | Level 2 | | Level 3 | | Total | | (dollars in thousands) | Securities sold, not yet purchased | | | | | | | | Common stocks | $ | 257,101 |
| | $ | — |
| | $ | — |
| | $ | 257,101 |
| Corporate bonds | — |
| | 58 |
| | — |
| | 58 |
| Payable for derivative contracts, at fair value | | | | | | | | Futures | 101 |
| | — |
| | — |
| | 101 |
| Currency forwards | — |
| | 463 |
| | — |
| | 463 |
| Equity and credit default swaps | — |
| | 71 |
| | — |
| | 71 |
| Options | 2,354 |
| | — |
| | 18,194 |
| | 20,548 |
| Accounts payable, accrued expenses and other liabilities | | | | | | | | Contingent consideration liability (b) | — |
| | — |
| | 6,158 |
| | 6,158 |
| | $ | 259,556 |
| | $ | 592 |
| | $ | 24,352 |
| | $ | 284,500 |
| Percentage of total liabilities measured at fair value | 91.2 | % | | 0.2 | % | | 8.6 | % | | |
(a) In accordance with US GAAP, certain investments that are measured at fair value using the net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the condensed consolidated statement of financial condition. (b) In accordance with the terms of the purchase agreements for acquisitions that closed during 2012 and the third and fourth quarter of 2015, the Company is required to pay to the sellers a portion of future net income of the acquired businesses, if certain revenue targets are achieved through the periods ended August 2016, December 2018, and December 2020, respectively. The Company estimated the contingent consideration liability using the income approach (discounted cash flow method) which requires the Company to make estimates and assumptions regarding the future cash flows and profits. Changes in these estimates and assumptions could have a significant impact on the amounts recognized. The undiscounted amounts as of December 31, 2015 can range from $0.1 million to $10.0 million.
|
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation |
The following table includes a rollforward of the amounts for the three and nine months ended September 30, 2016 and 2015, for financial instruments classified within level 3. The classification of a financial instrument within level 3 is based upon the significance of the unobservable inputs to the overall fair value measurement. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Three Months Ended September 30, 2016 | | Balance at June 30, 2016 | | Transfers in | | Transfers out | | Purchases/(covers) | | (Sales)/shorts | | Realized and Unrealized gains/losses | | Balance at September 30, 2016 | | Change in unrealized gains/losses relating to instruments still held (1) | | (dollars in thousands) | Operating Entities | | | | | | | | | | | | | | | | Preferred stock | $ | 13,242 |
| | $ | — |
| | $ | — |
| | $ | 250 |
| | $ | — |
| | $ | (528 | ) | | $ | 12,964 |
| | $ | (508 | ) | Common stocks | 7,427 |
| | — |
| | — |
| | 3,716 |
| | — |
| | 458 |
| | 11,601 |
| | 458 |
| Convertible bonds | 250 |
| | — |
| | — |
| | — |
| | — |
| | — |
| | 250 |
| | — |
| Corporate bond | 319 |
| | — |
| | — |
| | — |
| | (179 | ) | | 80 |
| | 220 |
| | 45 |
| Options, asset | 8,547 |
| | — |
| | — |
| | — |
| | — |
| | 4,414 |
| | 12,961 |
| | 4,414 |
| Options, liability | 8,547 |
| | — |
| | — |
| | — |
| | — |
| | 4,414 |
| | 12,961 |
| | 4,414 |
| Warrants and rights | 3,303 |
| | — |
| | — |
| | — |
| | — |
| | 254 |
| | 3,557 |
| | 252 |
| Lehman claim | 270 |
| | — |
| | — |
| | — |
| | — |
| | 13 |
| | 283 |
| | 13 |
| Contingent consideration liability | 7,197 |
| | — |
| | — |
| | — |
| | — |
| | 4 |
| | 7,201 |
| | 4 |
| Consolidated Funds | | | | | | | | | | | | | | | | Preferred stock | 41,000 |
| | — |
| | (7,000 | ) | (a) | 467 |
| | — |
| | 2,424 |
| | 36,891 |
| | 2,424 |
| Warrants and rights | — |
| | — |
| | — |
| | — |
| | — |
| | 3 |
| | 3 |
| | 3 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Three Months Ended September 30, 2015 | | Balance at June 30, 2015 | | Transfers in | | Transfers out | | Purchases/(covers) | | (Sales)/shorts | | Realized and Unrealized gains/losses | | Balance at September 30, 2015 | | Change in unrealized gains/losses relating to instruments still held (1) | | (dollars in thousands) | Operating Entities | | | | | | | | | | | | | | | | Preferred stock | $ | 23,462 |
| | $ | — |
| | $ | (9,000 | ) | (a) (b) | $ | 3,500 |
| | $ | (6,665 | ) | | $ | 4,474 |
| | $ | 15,771 |
| | $ | 1,200 |
| Common stocks | 404 |
| | — |
| | — |
| | 104 |
| | (89 | ) | | (102 | ) | | 317 |
| | (87 | ) | Convertible bonds | 879 |
| | — |
| | — |
| | 250 |
| | — |
| | — |
| | 1,129 |
| | — |
| Options, asset | 58,576 |
| | — |
| | — |
| | — |
| | — |
| | (36,985 | ) | | 21,591 |
| | (36,985 | ) | Options, liability | 58,576 |
| | — |
| | — |
| | — |
| | — |
| | (36,985 | ) | | 21,591 |
| | (36,985 | ) | Warrants and rights | 2,316 |
| | — |
| | — |
| | — |
| | — |
| | 678 |
| | 2,994 |
| | 878 |
| Lehman claim | 347 |
| | — |
| | — |
| | — |
| | — |
| | (12 | ) | | 335 |
| | (12 | ) | Contingent consideration liability | 2,358 |
| | — |
| | — |
| | 3,100 |
| | — |
| | — |
| | 5,458 |
| | — |
| Consolidated Funds | | | | | | | | | | | | | | | | Preferred Stock | — |
| | — |
| | 7,000 |
| (b) | 12,000 |
| | — |
| | — |
| | 19,000 |
| | — |
| Lehman claim | 744 |
| | — |
| | — |
| | — |
| | (739 | ) | | (5 | ) | | — |
| | — |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Nine Months Ended September 30, 2016 | | Balance at December 31, 2015 | | Transfers in | | Transfers out | | Purchases/(covers) | | (Sales)/shorts | | Realized and Unrealized gains/losses | | Balance at September 30, 2016 | | Change in unrealized gains/losses relating to instruments still held (1) | | (dollars in thousands) | | | Operating Entities | | | | | | | | | | | | | | | | Preferred stock | $ | 12,872 |
| | $ | — |
| | $ | (1,000 | ) | (a) | $ | 450 |
| | $ | (218 | ) | | $ | 860 |
| | $ | 12,964 |
| | $ | 452 |
| Common stocks | 3,278 |
| | — |
| | — |
| | 5,710 |
| | (135 | ) | | 2,748 |
| | 11,601 |
| | 2,750 |
| Convertible bonds | 819 |
| | — |
| | — |
| | — |
| | (569 | ) | | — |
| | 250 |
| | — |
| Corporate bond | — |
| | — |
| | — |
| | 279 |
| | (179 | ) | | 120 |
| | 220 |
| | 85 |
| Options, asset | 18,194 |
| | — |
| | — |
| | — |
| | — |
| | (5,233 | ) | | 12,961 |
| | (5,233 | ) | Options, liability | 18,194 |
| | — |
| | — |
| | — |
| | — |
| | (5,233 | ) | | 12,961 |
| | (5,233 | ) | Warrants and Rights | 2,572 |
| | — |
| | — |
| | 1,914 |
| | (817 | ) | | (112 | ) | | 3,557 |
| | (87 | ) | Lehman claim | 299 |
| | — |
| | — |
| | — |
| | — |
| | (16 | ) | | 283 |
| | (16 | ) | Contingent consideration liability | 6,158 |
| | — |
| | — |
| | 2,397 |
| | (3,493 | ) | | 2,139 |
| | 7,201 |
| | 2,139 |
| Consolidated Funds | | | | | | | | | | | | | | | | Preferred stock | 32,000 |
| |
|
| | (11,000 | ) | (a) | 13,467 |
| | — |
| | 2,424 |
| | 36,891 |
| | 2,424 |
| Warrants and rights | — |
| | — |
| | — |
| | — |
| | — |
| | 3 |
| | 3 |
| | 3 |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Nine Months Ended September 30, 2015 | | Balance at December 31, 2014 | | Transfers in | | Transfers out | | Purchases/(covers) | | (Sales)/shorts | | Realized and Unrealized gains/losses | | Balance at September 30, 2015 | | Change in unrealized gains/losses relating to instruments still held (1) | | (dollars in thousands) | Operating Entities | | | | | | | | | | | | | | | | Preferred stock | $ | 12,517 |
| | $ | — |
| | $ | (15,823 | ) | (a) (b) | $ | 21,750 |
| | $ | (6,665 | ) | | $ | 3,992 |
| | $ | 15,771 |
| | $ | 717 |
| Common stocks | 412 |
| | — |
| | — |
| | 104 |
| | (120 | ) | | (79 | ) | | 317 |
| | (74 | ) | Convertible bonds | 900 |
| | — |
| | — |
| | 250 |
| | — |
| | (21 | ) | | 1,129 |
| | (21 | ) | Options, asset | 36,807 |
| | — |
| | — |
| | — |
| | — |
| | (15,216 | ) | | 21,591 |
| | (15,216 | ) | Options, liability | 36,807 |
| | — |
| | — |
| | — |
| | — |
| | (15,216 | ) | | 21,591 |
| | (15,216 | ) | Warrants and Rights, asset | 1,322 |
| | — |
| | — |
| | 26 |
| | (71 | ) | | 1,717 |
| | 2,994 |
| | 1,757 |
| Lehman claim | 380 |
| | — |
| | — |
| | — |
| | — |
| | (45 | ) | | 335 |
| | (45 | ) | Contingent consideration liability | 4,083 |
| | — |
| | — |
| | 3,100 |
| | (1,725 | ) | | — |
| | 5,458 |
| | — |
| Consolidated Funds | | | | | | | | | | | | | | | | Preferred Stock | — |
| |
|
| | 7,000 |
| (b) | 12,000 |
| | — |
| | — |
| | 19,000 |
| | — |
| Lehman claim | 493 |
| | — |
| | — |
| | — |
| | (739 | ) | | 246 |
| | — |
| | 250 |
|
(1) Unrealized gains/losses are reported in other income (loss) in the accompanying condensed consolidated statements of operations. (a) The investment was converted to equity. (b) The company transferred investments to a consolidated fund.
|
Fair Value Inputs, Assets, Quantitative Information |
The following table includes quantitative information as of September 30, 2016 and December 31, 2015 for financial instruments classified within level 3. The table below quantifies information about the significant unobservable inputs used in the fair value measurement of the Company's level 3 financial instruments. | | | | | | | | | | | | Quantitative Information about Level 3 Fair Value Measurements | | Fair Value at September 30, 2016 | | Valuation techniques | | Unobservable Inputs | | Range | Level 3 Assets | (dollars in thousands) | | | | | | | Common and preferred stocks | $ | 8,803 |
| | Market/transaction price and option pricing method Illiquidity discount, discounted cash flow |
| Volatility Market multiples Discount Discount rate |
| 35% 4x to 9.5x 90% 9.5% | Corporate bonds | 188 |
| | Discounted cash flows illiquidity discount | | Discount rate Discount | | 20% 10% | Warrants and rights, net | 3,649 |
| | Model based | | Volatility | | 18% to 85% (weighted average 75%) | Options | 12,961 |
| | Option pricing models | | Volatility | | 40% | Other level 3 assets (a) | 53,129 |
| | | | | | | Total level 3 assets | 78,730 |
| | | | | | | Level 3 Liabilities | | | | | | | | Options | 12,961 |
| | Option pricing models | | Volatility | | 40% | Contingent consideration | 7,201 |
| | Discounted cash flows | | Projected cash flow and discount rate | | 0% - 31% (weighted average 21%) | Total level 3 liabilities | $ | 20,162 |
| | | | | | |
| | | | | | | | | | | | Quantitative Information about Level 3 Fair Value Measurements | | Fair Value at December 31, 2015 | | Valuation techniques | | Unobservable Inputs | | Range | Level 3 Assets | (dollars in thousands) |
| | | | | | | Common and preferred stocks | $ | 2,569 |
| | Market multiples and option pricing method | | Volatility Market multiples | | 34% 1x to 4.75x | Convertible bonds | 819 |
| | Recovery analysis | | Recovery rate | | 50% | Warrants and rights, net | 2,572 |
| | Model based | | Volatility | | 18% to 61% (weighted average 43%) | Options | 18,194 |
| | Option pricing models | | Volatility Credit spreads | | 38% | Other level 3 assets (a) | 45,880 |
| | | | | | | Total level 3 assets | 70,034 |
| | | | | | | Level 3 Liabilities | | | | | | | | Options | 18,194 |
| | Option pricing models | | Volatility Credit spreads | | 38% | Contingent consideration | 6,158 |
| | Discounted cash flows | | Projected cash flow and discount rate | | 6.6% - 24.5% (weighted average 16.4%) | Total level 3 liabilities | $ | 24,352 |
| | | | | | |
| | (a) | The quantitative disclosures exclude financial instruments for which the determination of fair value is based on prices from prior transactions. |
|
Fair Value Measurements, Nonrecurring |
The following table presents the carrying values and fair values, at September 30, 2016 and December 31, 2015, of financial assets and liabilities and information on their classification within the fair value hierarchy which are not measured at fair value on a recurring basis. For additional information regarding the financial instruments within the scope of this disclosure, and the methods and significant assumptions used to estimate their fair value see Note 3. | | | | | | | | | | | | | | | | | | | | September 30, 2016 | | December 31, 2015 | | Fair Value Hierarchy | | Carrying Amount | | Fair Value | | Carrying Amount | | Fair Value | | | | | (dollars in thousands) | | | | | Financial Assets | | | | | | | | | | Operating companies | | | | | | | | | | Cash and cash equivalents | $ | 76,925 |
| | $ | 76,925 |
| | $ | 158,485 |
| | $ | 158,485 |
| | Level 1 | Cash collateral pledged | 13,783 |
| | 13,783 |
| | 10,085 |
| | 10,085 |
| | Level 2 | Consolidated funds | | | | | | | | | | Cash and cash equivalents | 10,370 |
| | 10,370 |
| | 13,934 |
| | 13,934 |
| | Level 1 | Financial Liabilities | | |
|
| | | | | | | Convertible debt | 128,065 |
| (a) | 145,676 |
| (b) | 122,401 |
| (a) | 144,946 |
| (b) | Level 2 | Notes payable and other debt | 78,357 |
| | 84,257 |
| | 68,565 |
| | 71,945 |
| | Level 2 |
| | (a) | The carrying amount of the convertible debt includes an unamortized discount of $19.6 million and $24.7 million as of September 30, 2016 and December 31, 2015. |
| | (b) | The convertible debt include the conversion option and is based on the last broker quote available. |
|