NOTE 19 – FAIR VALUE MEASUREMENTS

ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability is not adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, and (iii) able and willing to complete a transaction.

ASC Topic 820 requires the use of valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present value on a discounted basis. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). Valuation techniques should be consistently applied. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, ASC Topic 820 establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level 2 Inputs - Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (including interest rates, volatilities, prepayment speeds, credit risks) or inputs that are derived principally from or corroborated by market data by correlation or other means.

Level 3 Inputs - Unobservable inputs for determining the fair values of assets or liabilities that reflect an entity's own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.

The following table summarizes our financial assets and financial liabilities measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015, segregated by the above-described levels of valuation inputs:



(All Amounts in Thousands)	March 31, 2016
		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total Fair Value
Embedded Derivative	$	-	$	-	$	(2,600)	$	(2,600)

(All Amounts in Thousands)	December 31, 2015
		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total Fair Value
Embedded Derivative	$	-	$	-	$	(1,161)	$	(1,161)

See Note 14 – Derivative Instruments for additional information on level three inputs used in the fair value determination.

The carrying amounts of our accounts receivable, accounts payable and accrued liabilities approximated their fair value at March 31, 2016 and December 31, 2015.

Our notes receivables were $40.8 million, the majority of which relates to two loans to an Indonesian shipping company from the sale of three vessels, which had a total remaining balance of $39.3 million at annual interest rates of 7% and 7.5% at March 31, 2016. Fair market value takes into consideration the current rates at which similar notes would be made. The carrying amount of these notes approximated fair market value at March 31, 2016.

The estimated fair value of our debt obligations at March 31, 2016 was approximately $109.6 million based on the term nature, mix of fixed and variable rates of certain debt instruments. Based on the underlying value of collateral, we have determined that credit risk is not a material factor. We calculated the fair value of our debt obligations using Level 3 inputs.

The following table reflects the fair value measurements used in testing the impairment of long-lived assets during the three months ended March 31, 2016:



(All Amounts in Thousands)		March 31,		Level 1		Level 2		Level 3		Total
		2016		Inputs		Inputs		Inputs		Losses
Vessels, Property, and Other Equipment, net (1)	$	375	$	-	$	-	$	375	$	(1,370)
Assets Held for Sale (2)		6,133		-		-		6,133		(564)

⁽¹⁾

Refers to our Jones Act inactive barge, inactive harbor tug, and belt self-unloading bulk carrier.

⁽²⁾

Refers to our Jones Act inactive tug and our New Orleans office building included in current assets held for sale at March 31, 2016.

See Note 3 – Impairment Loss for additional information on the level three inputs used in the fair value determination.