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Fair Value Measurements
6 Months Ended
Jun. 30, 2018
Fair Value Disclosures [Abstract]  
Fair Value Measurements
Fair Value Measurements
Fair Value Hierarchy. The following describes the hierarchy of valuation inputs (Levels 1, 2, and 3) used to measure fair value and the primary valuation methodologies used by Northern Trust for financial instruments measured at fair value on a recurring basis. Observable inputs reflect market data obtained from sources independent of the reporting entity; unobservable inputs reflect the entity’s own assumptions about how market participants would value an asset or liability based on the best information available. GAAP requires an entity measuring fair value to maximize the use of observable inputs and minimize the use of unobservable inputs and establishes a fair value hierarchy of inputs. Financial instruments are categorized within the hierarchy based on the lowest level input that is significant to their valuation. Northern Trust’s policy is to recognize transfers into and transfers out of fair value levels as of the end of the reporting period in which the transfer occurred. No transfers between fair value levels occurred during the six months ended June 30, 2018 or the year ended December 31, 2017.
Level 1Quoted, active market prices for identical assets or liabilities.
Northern Trust’s Level 1 assets are comprised of available for sale investments in U.S. treasury securities.
Level 2 Observable inputs other than Level 1 prices, such as quoted active market prices for similar assets or liabilities, quoted prices for identical or similar assets in inactive markets, and model-derived valuations in which all significant inputs are observable in active markets.
Northern Trust’s Level 2 assets include available for sale and trading account debt securities, the fair values of which are determined predominantly by external pricing vendors. Prices received from vendors are compared to other vendor and third-party prices. If a security price obtained from a pricing vendor is determined to exceed pre-determined tolerance levels that are assigned based on an asset type’s characteristics, the exception is researched and, if the price is not able to be validated, an alternate pricing vendor is utilized, consistent with Northern Trust’s pricing source hierarchy. As of June 30, 2018, Northern Trust’s available for sale debt securities portfolio included 1,466 Level 2 debt securities with an aggregate market value of $29.5 billion. All 1,466 debt securities were valued by external pricing vendors. As of December 31, 2017, Northern Trust’s available for sale debt securities portfolio included 1,436 Level 2 debt securities with an aggregate market value of $28.0 billion. All 1,436 debt securities were valued by external pricing vendors. Trading account debt securities, which totaled $0.7 million and $0.5 million as of June 30, 2018 and December 31, 2017, respectively, were all valued using external pricing vendors.
Level 2 assets and liabilities also include derivative contracts which are valued internally using widely accepted income-based models that incorporate inputs readily observable in actively quoted markets and reflect the contractual terms of the contracts. Observable inputs include foreign exchange rates and interest rates for foreign exchange contracts; interest rates for interest rate swap contracts and forward contracts; and interest rates and volatility inputs for interest rate option contracts. Northern Trust evaluates the impact of counterparty credit risk and its own credit risk on the valuation of its derivative instruments. Factors considered include the likelihood of default by Northern Trust and its counterparties, the remaining maturities of the instruments, net exposures after giving effect to master netting arrangements or similar agreements, available collateral, and other credit enhancements in determining the appropriate fair value of derivative instruments. The resulting valuation adjustments have not been considered material.
Level 3 — Valuation techniques in which one or more significant inputs are unobservable in the marketplace.
Northern Trust’s Level 3 assets consist of auction rate securities purchased in 2008 from Northern Trust clients. To estimate the fair value of auction rate securities, Northern Trust uses external pricing vendors that incorporate transaction details and market- based inputs such as past auction results, trades and bids. The significant unobservable inputs used in the fair value measurement are the prices of the securities supported by little market activity and for which trading is limited.
Northern Trust’s Level 3 liabilities consist of swaps that Northern Trust entered into with the purchaser of 1.1 million and 1.0 million shares of Visa Inc. Class B common stock (Visa Class B common shares) previously held by Northern Trust and sold in June 2016 and 2015, respectively. Pursuant to the swaps, Northern Trust retains the risks associated with the ultimate conversion of the Visa Class B common shares into shares of Visa Inc. Class A common stock (Visa Class A common shares), such that the counterparty will be compensated for any dilutive adjustments to the conversion ratio and Northern Trust will be compensated for any anti-dilutive adjustments to the ratio. The swaps also require periodic payments from Northern Trust to the counterparty calculated by reference to the market price of Visa Class A common shares and a fixed rate of interest. The fair value of the swaps is determined using a discounted cash flow methodology. The significant unobservable inputs used in the fair value measurement are Northern Trust’s own assumptions about estimated changes in the conversion rate of the Visa Class B common shares into Visa Class A common shares, the date on which such conversion is expected to occur and the estimated growth rate of the Visa Class A common share price. See “Visa Class B Common Shares” under Note 20 – “Contingent Liabilities” for further information.
Northern Trust believes its valuation methods for its assets and liabilities carried at fair value are appropriate; however, the use of different methodologies or assumptions, particularly as applied to Level 3 assets and liabilities, could have a material effect on the computation of their estimated fair values.
The following table presents the fair values of Northern Trust’s Level 3 assets and liabilities as of June 30, 2018 and December 31, 2017, as well as the valuation techniques, significant unobservable inputs, and quantitative information used to develop significant unobservable inputs for such assets and liabilities as of such dates.
Table 32: Level 3 Significant Unobservable Inputs
 
June 30, 2018
Financial Instrument
Fair Value
 
Valuation
Technique
 
Unobservable Inputs
 
Range of Inputs
Auction Rate Securities
$
2.8
 million
 
Comparables
 
Price
 
$93
100
Swaps Related to Sale of Certain Visa Class B Common Shares
$
36.1
 million
 
Discounted Cash Flow
 
Visa Class A Appreciation
 
7.0
%
11.0%
 
 
 
Conversion Rate
 
1.62
x
1.64x
 
 
 
 
Expected Duration
 
1.25

3.75 years

 
December 31, 2017
Financial Instrument
Fair Value
 
Valuation
Technique
 
Unobservable Inputs
 
Range of Inputs
Auction Rate Securities
$
4.3
 million
 
Comparables
 
Price
 
$92
100
Swap Related to Sale of Certain Visa Class B Common Shares
$
29.7
 million
 
Discounted Cash Flow
 
Visa Class A Appreciation
 
7.0
%
11.0%
 
 
 
Conversion Rate
 
1.63
x
1.65x
 
 
 
 
Expected Duration
 
1.5

4.0 years


The following tables present assets and liabilities measured at fair value on a recurring basis as of June 30, 2018 and December 31, 2017, segregated by fair value hierarchy level.
Table 33: Recurring Basis Hierarchy Leveling
(In Millions)
Level 1
 
Level 2
 
Level 3
 
Netting
 
Assets/Liabilities
at Fair Value
June 30, 2018
 
 
 
 
 
 
 
 
 
Debt Securities
 
 
 
 
 
 
 
 
 
Available for Sale
 
 
 
 
 
 
 
 
 
U.S. Government
$
5,638.5

 
$

 
$

 
$

 
$
5,638.5

Obligations of States and Political Subdivisions

 
737.8

 

 

 
737.8

Government Sponsored Agency

 
21,054.5

 

 

 
21,054.5

Non-U.S. Government

 
141.2

 

 

 
141.2

Corporate Debt

 
2,466.2

 

 

 
2,466.2

Covered Bonds

 
831.9

 

 

 
831.9

Sub-Sovereign, Supranational and Non-U.S. Agency Bonds

 
2,009.0

 

 

 
2,009.0

Other Asset-Backed

 
1,855.8

 

 

 
1,855.8

Auction Rate

 

 
2.8

 

 
2.8

Commercial Mortgage-Backed

 
427.7

 

 

 
427.7

Other

 
19.1

 

 

 
19.1

Total Available for Sale
5,638.5

 
29,543.2

 
2.8

 

 
35,184.5

Trading Account

 
0.7

 

 

 
0.7

Total Available for Sale and Trading Debt Securities
5,638.5

 
29,543.9

 
2.8

 

 
35,185.2

Other Assets
 
 
 
 
 
 
 
 
 
Derivative Assets
 
 
 
 
 
 
 
 
 
Foreign Exchange Contracts

 
3,308.8

 

 

 
3,308.8

Interest Rate Contracts

 
100.6

 

 

 
100.6

Total Derivative Assets

 
3,409.4

 

 
(1,775.8
)
 
1,633.6

Other Liabilities
 
 
 
 
 
 
 
 
 
Derivative Liabilities
 
 
 
 
 
 
 
 
 
Foreign Exchange Contracts

 
3,063.1

 

 

 
3,063.1

Interest Rate Contracts

 
113.4

 

 

 
113.4

Other Financial Derivatives (1)

 
0.6

 
36.1

 

 
36.7

Total Derivative Liabilities
$

 
$
3,177.1

 
$
36.1

 
$
(2,463.3
)
 
$
749.9

Note: Northern Trust has elected to net derivative assets and liabilities when legally enforceable master netting arrangements or similar agreements exist between Northern Trust and the counterparty. As of June 30, 2018, derivative assets and liabilities shown above also include reductions of $298.1 million and $985.6 million, respectively, as a result of cash collateral received from and deposited with derivative counterparties.
(1) 
This line consists of a total return swap and swaps related to the sale of certain Visa Class B common shares.



(In Millions)
Level 1
 
Level 2
 
Level 3
 
Netting
 
Assets/Liabilities
at Fair Value
December 31, 2017
 
 
 
 
 
 
 
 
 
Debt Securities
 
 
 
 
 
 
 
 
 
Available for Sale
 
 
 
 
 
 
 
 
 
U.S. Government
$
5,700.3

 
$

 
$

 
$

 
$
5,700.3

Obligations of States and Political Subdivisions

 
746.4

 

 

 
746.4

Government Sponsored Agency

 
18,676.6

 

 

 
18,676.6

Non-U.S. Government

 
177.2

 

 

 
177.2

Corporate Debt

 
2,993.0

 

 

 
2,993.0

Covered Bonds

 
875.6

 

 

 
875.6

Sub-Sovereign, Supranational and Non-U.S. Agency Bonds

 
1,820.0

 

 

 
1,820.0

Other Asset-Backed

 
2,291.3

 

 

 
2,291.3

Auction Rate

 

 
4.3

 

 
4.3

Commercial Mortgage-Backed

 
435.1

 

 

 
435.1

Other

 
22.3

 

 

 
22.3

Total Available for Sale
5,700.3

 
28,037.5

 
4.3

 

 
33,742.1

Trading Account

 
0.5

 

 

 
0.5

Total Available for Sale and Trading Debt Securities
5,700.3

 
28,038.0

 
4.3

 

 
33,742.6

Other Assets
 
 
 
 
 
 
 
 
 
Derivative Assets
 
 
 
 
 
 
 
 
 
Foreign Exchange Contracts

 
2,557.1

 

 

 
2,557.1

Interest Rate Contracts

 
97.0

 

 

 
97.0

Total Derivative Assets

 
2,654.1

 

 
(1,860.0
)
 
794.1

Other Liabilities
 
 
 
 
 
 
 
 


Derivative Liabilities
 
 
 
 
 
 
 
 


Foreign Exchange Contracts

 
2,715.1

 

 

 
2,715.1

Interest Rate Contracts

 
83.5

 

 

 
83.5

Other Financial Derivatives (1)

 
0.7

 
29.7

 

 
30.4

Total Derivative Liabilities
$

 
$
2,799.3


$
29.7


$
(1,621.4
)
 
$
1,207.6

Note: Northern Trust has elected to net derivative assets and liabilities when legally enforceable master netting arrangements or similar agreements exist between Northern Trust and the counterparty. As of December 31, 2017, derivative assets and liabilities shown above also include reductions of $427.6 million and $189.0 million, respectively, as a result of cash collateral received from and deposited with derivative counterparties.
(1)
This line consists of swaps related to the sale of certain Visa Class B common shares and total return swaps.
The following tables present the changes in Level 3 assets and liabilities for the three and six months ended June 30, 2018 and 2017.
Table 34: Changes in Level 3 Assets
Level 3 Assets (In Millions)
Auction Rate Securities
Three Months Ended June 30,
2018
 
2017
Fair Value at April 1
$
2.9

 
$
4.3

Total Gains (Losses):
 
 
 
Included in Other Comprehensive Income (1)

 

Purchases, Issues, Sales, and Settlements
 
 
 
Sales

 

Settlements
(0.1
)
 
(0.2
)
Fair Value at June 30
$
2.8

 
$
4.1

Six Months Ended June 30,
2018
 
2017
Fair Value at January 1
$
4.3

 
$
4.7

Total Gains (Losses):
 
 
 
Included in Earnings

 

Included in Other Comprehensive Income (1)

 

Purchases, Issues, Sales, and Settlements
 
 
 
Sales

 

Settlements
(1.5
)
 
(0.6
)
Fair Value at June 30
$
2.8

 
$
4.1

(1) 
Unrealized gains (losses) are included in net unrealized gains (losses) on debt securities available for sale in the consolidated statements of comprehensive income.
Table 35: Changes in Level 3 Liabilities
Level 3 Liabilities (In Millions)
Swaps Related to Sale of
Certain Visa Class B
Common Shares
Three Months Ended June 30,
2018
 
2017
Fair Value at April 1
$
31.3

 
$
26.4

Total (Gains) Losses:
 
 
 
Included in Earnings (1)
7.5

 
1.5

Purchases, Issues, Sales, and Settlements
 
 
 
Purchases

 

Settlements
(2.7
)
 
(2.0
)
Fair Value at June 30
$
36.1

 
$
25.9

Six Months Ended June 30,
2018
 
2017
Fair Value at January 1
$
29.7

 
$
25.2

Total (Gains) Losses:
 
 
 
Included in Earnings (1)
11.7

 
4.4

Purchases, Issues, Sales, and Settlements
 
 
 
Purchases

 

Settlements
(5.3
)
 
(3.7
)
Fair Value at June 30
$
36.1

 
$
25.9

(1) 
(Gains) losses are recorded in other operating income in the consolidated statements of income.
During the six months ended June 30, 2018 and 2017, there were no transfers into or out of Level 3 assets or liabilities.
Carrying values of assets and liabilities that are not measured at fair value on a recurring basis may be adjusted to fair value in periods subsequent to their initial recognition, for example, to record an impairment of an asset. GAAP requires entities to disclose separately these subsequent fair value measurements and to classify them under the fair value hierarchy.
Assets measured at fair value on a nonrecurring basis at June 30, 2018 and 2017, all of which were categorized as Level 3 under the fair value hierarchy, were comprised of impaired loans whose values were based on real estate and other available collateral, and of other real estate owned (OREO) properties. Fair values of real-estate loan collateral were estimated using a market approach typically supported by third-party valuations and property-specific fees and taxes, and were subject to adjustments to reflect management’s judgment as to realizable value. Other loan collateral, which typically consists of accounts receivable, inventory and equipment, is valued using a market approach adjusted for asset-specific characteristics and in limited instances third-party valuations are used. OREO assets are carried at the lower of cost or fair value less estimated costs to sell, with fair value typically based on third-party appraisals.
Collateral-based impaired loans and OREO assets that have been adjusted to fair value totaled $13.8 million and $0.2 million, respectively, at June 30, 2018, and $19.8 million and $1.0 million, respectively, at June 30, 2017. Assets measured at fair value on a nonrecurring basis reflect management’s judgment as to realizable value.
The following table presents the fair values of Northern Trust’s Level 3 assets that were measured at fair value on a nonrecurring basis as of June 30, 2018 and December 31, 2017, as well as the valuation technique, significant unobservable inputs and quantitative information used to develop the significant unobservable inputs for such assets as of such dates.
Table 36: Level 3 Nonrecurring Basis Significant Unobservable Inputs
 
 
June 30, 2018
Financial Instrument
 
Fair Value
 
Valuation
Technique
 
Unobservable Input
 
Range of Discounts
Applied
Loans
 
$13.8 million
 
Market Approach
 
Discount to reflect realizable value
 
15.0
%
-
25.0%
OREO
 
$0.2 million
 
Market Approach
 
Discount to reflect realizable value
 
15.0
%
-
20.0%

 
 
December 31, 2017
Financial Instrument
 
Fair Value
 
Valuation
Technique
 
Unobservable Input
 
Range of Discounts
Applied
Loans
 
$12.2 million
 
Market Approach
 
Discount to reflect realizable value
 
15.0
%
-
25.0%
OREO
 
$0.3 million
 
Market Approach
 
Discount to reflect realizable value
 
15.0
%
-
20.0%

The following tables summarize the fair values of all financial instruments.
Table 37: Fair Value of Financial Instruments
(In Millions)
June 30, 2018
 
Book
Value
 
Total
Fair Value
 
Fair Value
 
Level 1
 
Level 2
 
Level 3
Assets
 
 
 
 
 
Cash and Due from Banks
$
4,888.1

 
$
4,888.1

 
$
4,888.1

 
$

 
$

Federal Reserve and Other Central Bank Deposits
33,422.0

 
33,422.0

 

 
33,422.0

 

Interest-Bearing Deposits with Banks
4,161.2

 
4,161.2

 

 
4,161.2

 

Federal Funds Sold and Resell Agreements
1,427.8

 
1,427.8

 

 
1,427.8

 

Debt Securities
 
 
 
 
 
 
 
 
 
Available for Sale (Note)
35,184.5

 
35,184.5

 
5,638.5

 
29,543.2

 
2.8

Held to Maturity
14,225.1

 
14,157.8

 
115.7

 
14,042.1

 

Trading Account
0.7

 
0.7

 

 
0.7

 

Loans (excluding Leases)
 
 
 
 
 
 
 
 
 
Held for Investment
32,189.8

 
32,156.5

 

 

 
32,156.5

Held for Sale

 

 

 

 

Client Security Settlement Receivables
2,027.3

 
2,027.3

 

 
2,027.3

 

Other Assets
 
 
 
 
 
 
 
 
 
Federal Reserve and Federal Home Loan Bank Stock
280.8

 
280.8

 

 
280.8

 

Community Development Investments
472.0

 
472.0

 

 
472.0

 

Employee Benefit and Deferred Compensation
207.2

 
203.2

 
131.9

 
71.3

 

Liabilities
 
 
 
 
 
 
 
 
 
Deposits
 
 
 
 
 
Demand, Noninterest-Bearing, Savings, Money Market and Other Interest-Bearing
$
42,158.3

 
$
42,158.3

 
$
42,158.3

 
$

 
$

Savings Certificates and Other Time
855.2

 
859.8

 

 
859.8

 

Non U.S. Offices Interest-Bearing
63,511.4

 
63,511.4

 

 
63,511.4

 

Federal Funds Purchased
3,222.0

 
3,222.0

 

 
3,222.0

 

Securities Sold under Agreements to Repurchase
981.3

 
981.3

 

 
981.3

 

Other Borrowings
7,635.1

 
7,639.7

 

 
7,639.7

 

Senior Notes
1,497.7

 
1,492.2

 

 
1,492.2

 

Long Term Debt (excluding Leases)
 
 
 
 
 
 
 
 
 
Subordinated Debt
1,399.8

 
1,394.6

 

 
1,394.6

 

Floating Rate Capital Debt
277.5

 
260.1

 

 
260.1

 

Other Liabilities
 
 
 
 
 
 
 
 
 
Standby Letters of Credit
26.7

 
26.7

 

 

 
26.7

Loan Commitments
32.8

 
32.8

 

 

 
32.8

Derivative Instruments
 
 
 
 
 
 
 
 
 
Asset/Liability Management
 
 
 
 
 
 
 
 
 
Foreign Exchange Contracts
 
 
 
 
 
 
 
 
 
Assets
$
251.9

 
$
251.9

 
$

 
$
251.9

 
$

Liabilities
9.3

 
9.3

 

 
9.3

 

Interest Rate Contracts
 
 
 
 
 
 
 
 
 
Assets
33.5

 
33.5

 

 
33.5

 

Liabilities
22.9

 
22.9

 

 
22.9

 

Other Financial Derivatives
 
 
 
 
 
 
 
Liabilities (1)
36.7

 
36.7

 

 
0.6

 
36.1

Client-Related and Trading
 
 
 
 
 
 
 
 
 
Foreign Exchange Contracts
 
 
 
 
 
 
 
 
 
Assets
3,056.9

 
3,056.9

 

 
3,056.9

 

Liabilities
3,053.8

 
3,053.8

 

 
3,053.8

 

Interest Rate Contracts
 
 
 
 
 
 
 
Assets
67.1

 
67.1

 

 
67.1

 

Liabilities
90.5

 
90.5

 

 
90.5

 

Note: Refer to the table located on page 40 for the disaggregation of available for sale debt securities.
(1)
This line consists of a total return swap and swaps related to the sale of certain Visa Class B common shares.
(In Millions)
December 31, 2017
 
Book
Value
 
Total
Fair Value
 
Fair Value
 
Level 1
 
Level 2
 
Level 3
Assets
 
 
 
 
 
 
 
 
 
Cash and Due from Banks
$
4,518.1

 
$
4,518.1

 
$
4,518.1

 
$

 
$

Federal Reserve and Other Central Bank Deposits
40,479.1

 
40,479.1

 

 
40,479.1

 

Interest-Bearing Deposits with Banks
5,611.9

 
5,611.9

 

 
5,611.9

 

Federal Funds Sold and Resell Agreements
1,324.3

 
1,324.3

 

 
1,324.3

 

Debt Securities
 
 
 
 
 
 
 
 
 
Available for Sale (Note)
33,742.1

 
33,742.1

 
5,700.3

 
28,037.5

 
4.3

Held to Maturity
13,049.0

 
13,010.9

 
35.0

 
12,975.9

 

Trading Account
0.5

 
0.5

 

 
0.5

 

Loans (excluding Leases)
 
 
 
 
 
 
 
 
 
Held for Investment
32,211.1

 
32,375.8

 

 

 
32,375.8

Held for Sale
20.9

 
20.9

 

 

 
20.9

Client Security Settlement Receivables
1,647.0

 
1,647.0

 

 
1,647.0

 

Other Assets
 
 
 
 
 
 
 
 
 
Federal Reserve and Federal Home Loan Bank Stock
223.1

 
223.1

 

 
223.1

 

Community Development Investments
415.3

 
415.3

 

 
415.3

 

Employee Benefit and Deferred Compensation
183.4

 
181.5

 
115.5

 
66.0

 

Liabilities
 
 
 
 
 
 
 
 
 
Deposits
 
 
 
 
 
 
 
 
 
Demand, Noninterest-Bearing, Savings, Money Market and Other Interest-Bearing
$
45,566.3

 
$
45,566.3

 
$
45,566.3

 
$

 
$

Savings Certificates and Other Time
1,152.3

 
1,153.6

 

 
1,153.6

 

Non U.S. Offices Interest-Bearing
65,672.2

 
65,672.2

 

 
65,672.2

 

Federal Funds Purchased
2,286.1

 
2,286.1

 

 
2,286.1

 

Securities Sold under Agreements to Repurchase
834.0

 
834.0

 

 
834.0

 

Other Borrowings
6,051.1

 
6,052.9

 

 
6,052.9

 

Senior Notes
1,497.3

 
1,528.4

 

 
1,528.4

 

Long Term Debt (excluding Leases)
 
 
 
 
 
 
 
 
 
Subordinated Debt
1,435.1

 
1,449.8

 

 
1,449.8

 

Floating Rate Capital Debt
277.5

 
260.0

 

 
260.0

 

Other Liabilities
 
 
 
 
 
 
 
 
 
Standby Letters of Credit
30.3

 
30.3

 

 

 
30.3

Loan Commitments
33.1

 
33.1

 

 

 
33.1

Derivative Instruments
 
 
 
 
 
 
 
 
 
Asset/Liability Management
 
 
 
 
 
 
 
 
 
Foreign Exchange Contracts
 
 
 
 
 
 
 
 
 
Assets
$
30.1

 
$
30.1

 
$

 
$
30.1

 
$

Liabilities
192.6

 
192.6

 

 
192.6

 

Interest Rate Contracts
 
 
 
 
 
 
 
 
 
Assets
31.9

 
31.9

 

 
31.9

 

Liabilities
19.4

 
19.4

 

 
19.4

 

Other Financial Derivatives
 
 
 
 
 
 
 
 
 
Liabilities (1)
30.4

 
30.4

 

 
0.7

 
29.7

Client-Related and Trading
 
 
 
 
 
 
 
 
 
Foreign Exchange Contracts
 
 
 
 
 
 
 
 
 
Assets
2,527.0

 
2,527.0

 

 
2,527.0

 

Liabilities
2,522.5

 
2,522.5

 

 
2,522.5

 

Interest Rate Contracts
 
 
 
 
 
 
 
 
 
Assets
65.1

 
65.1

 

 
65.1

 

Liabilities
64.1

 
64.1

 

 
64.1

 

Note: Refer to the table located on page 41 for the disaggregation of available for sale debt securities.
(1)
This line consists of swaps related to the sale of certain Visa Class B common shares and total return swaps.