Fair Value Measurements.

U.S. GAAP requires enhanced disclosures about investments and non-recurring non-financial assets and non-financial liabilities that are measured and reported at fair value and has established a hierarchal disclosure framework that prioritizes and ranks the level of market price observability used in measuring investments or non-financial assets and liabilities at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the investment. Investments with readily available active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Investments and non-financial assets and/or liabilities measured and reported at fair value are classified and disclosed in one of the following categories:

Level 1 - Quoted prices are available in active markets for identical investments as of the reporting date. The types of investments included in Level 1 include listed equities and listed derivatives. We do not adjust the quoted price for these investments, even in situations where we hold a large position.

Level 2 - Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. Investments that are generally included in this category include corporate bonds and loans, less liquid and restricted equity securities and certain over-the-counter derivatives. The inputs and assumptions of our Level 2 investments are derived from market observable sources including reported trades, broker/dealer quotes and other pertinent data.

Level 3 - Pricing inputs are unobservable for the investment and non-financial asset and/or liability and include situations where there is little, if any, market activity for the investment or non-financial asset and/or liability. The inputs into the determination of fair value require significant management judgment or estimation. Fair value is determined using comparable market transactions and other valuation methodologies, adjusted as appropriate for liquidity, credit, market and/or other risk factors.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the investment. Significant transfers, if any, between the levels within the fair value hierarchy are recognized at the beginning of the reporting period when changes in circumstances require such transfers.

Investment

The following table summarizes the valuation of the Investment Funds' investments and derivative contracts by the above fair value hierarchy levels as of September 30, 2015 and December 31, 2014:



	September 30, 2015								December 31, 2014
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets	(in millions)
Investments:
Equity securities⁽¹⁾:
Basic materials	$	816	$	—	$	—	$	816	$	—	$	—	$	—	$	—
Communications	356		—		—		356		2,846		—		—		2,846
Consumer, non-cyclical	3,493		—		—		3,493		2,308		—		—		2,308
Consumer, cyclical	166		—		—		166		436		—		—		436
Diversified	20		—		—		20		23		—		—		23
Energy	1,795		—		—		1,795		1,895		—		—		1,895
Financial	128		108		—		236		417		—		—		417
Industrial	176		—		—		176		79		20		—		99
Technology	5,825		44		—		5,869		5,635		—		—		5,635
	12,775		152		—		12,927		13,639		20		—		13,659
Corporate debt:
Consumer, cyclical	—		—		63		63		—		—		75		75
Energy	—		1		—		1		—		19		—		19
Financial	—		—		—		—		—		7		—		7
Utilities	—		16		—		16		—		28		—		28
	—		17		63		80		—		54		75		129
Mortgage-backed securities:
Financial	—		164		—		164		—		173		—		173
	12,775		333		63		13,171		13,639		247		75		13,961
Derivative contracts, at fair value⁽²⁾	—		749		—		749		—		3		—		3
	$	12,775	$	1,082	$	63	$	13,920	$	13,639	$	250	$	75	$	13,964
Liabilities
Securities sold, not yet purchased, at fair value⁽¹⁾:
Equity securities:
Basic Materials	$	—	$	3	$	—	$	3	$	—	$	—	$	—	$	—
Communications	—		—		—		—		—		—		—		—
Consumer, non-cyclical	—		—		—		—		—		—		—		—
Consumer, cyclical	1,121		—		—		1,121		334		—		—		334
Energy	—		—		—		—		—		—		—		—
Financial	—		—		—		—		—		—		—		—
Funds	—		113		—		113		—		—		—		—
Industrials	—		21		—		21		—		—		—		—
	1,121		137		—		1,258		334		—		—		334
Debt securities:
Funds	—		—		—		—		—		3		—		3
	1,121		137		—		1,258		334		3		—		337
Derivative contracts, at fair value⁽³⁾	—		92		—		92		—		614		—		614
	$	1,121	$	229	$	—	$	1,350	$	334	$	617	$	—	$	951

⁽¹⁾

At September 30, 2015, equity forward contracts and equity call options are included in Level 2 Investments - Financial, Technology and Industrial. At September 30, 2015, written put options are included in Level 2 Investments - Basic Materials and Funds. At December 31, 2014, equity call options are included in Level 2 Investments - Industrial and written put options on debt securities are included in Level 2 Investments - Funds.


⁽²⁾	Included in other assets in our condensed consolidated balance sheets.


⁽³⁾	Included in accrued expenses and other liabilities in our condensed consolidated balance sheets.

The changes in investments measured at fair value on a recurring basis for which our Investment segment has used Level 3 input to determine fair value are as follows:



	Nine Months Ended September 30,
	2015			2014
	(in millions)
Balance at January 1	$	75		$	287
Gross realized and unrealized losses included in earnings	(12		)	(100		)
Distribution-in-kind	—			(110		)
Gross proceeds	—			(2		)
Balance at September 30	$	63		$	75

Unrealized losses of $12 million and $33 million were included in earnings related to Level 3 investments still held at September 30, 2015 and 2014, respectively, by our Investment segment. Total realized and unrealized gains and losses recorded for Level 3 investments are reported in net (loss) gain from investment activities in our condensed consolidated statements of operations.

The Investment Funds held one Level 3 corporate debt investment at September 30, 2015. In prior periods, in determining the fair value of this investment, we performed a yield analysis of comparable loans to which we applied a risk premium. As a result of the underlying company’s performance and bankruptcy filing in the third quarter of 2014, however, we determined that it was more appropriate to measure the fair value of our debt investment through an enterprise value analysis.

Other Segments and Holding Company

The following table summarizes the valuation of our Automotive, Energy and Gaming segments and our Holding Company investments, derivative contracts and other liabilities by the above fair value hierarchy levels as of September 30, 2015 and December 31, 2014:



	September 30, 2015								December 31, 2014
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets	(in millions)
Marketable equity and debt securities	$	11	$	—	$	191	$	202	$	75	$	3	$	108	$	186
Trading securities	—		—		—		—		—		—		55		55
Derivative contracts, at fair value⁽¹⁾	—		29		—		29		—		47		—		47
	$	11	$	29	$	191	$	231	$	75	$	50	$	163	$	288
Liabilities
Other liabilities	$	—	$	—	$	—	$	—	$	—	$	50	$	—	$	50
Derivative contracts, at fair value⁽²⁾	—		3		—		3		—		2		—		2
	$	—	$	3	$	—	$	3	$	—	$	52	$	—	$	52


⁽¹⁾	Amounts are classified within other assets in our condensed consolidated balance sheets.


⁽²⁾	Amounts are classified within accrued expenses and other liabilities in our condensed consolidated balance sheets.

The changes in investments measured at fair value on a recurring basis for which our Gaming segment and Holding Company have used Level 3 inputs to determine fair value are as follows:



	Nine Months Ended September 30,
	2015			2014
	(in millions)
Balance at January 1	$	154		$	138
Transfer out	(46		)	—
Net realized and unrealized losses	(28		)	(97		)
Distribution-in-kind	—			110
Purchases, additions and settlements, net	102			2
Balance at September 30	$	182		$	153

Unrealized losses of $28 million and $97 million were included in earnings related to Level 3 investments still held as of September 30, 2015 and 2014, respectively, by our Gaming segment and Holding Company. Total realized and unrealized gains and losses recorded for Level 3 investments are reported in net (loss) gain from investment activities in our condensed consolidated statements of operations.

Our Gaming segment has certain debt securities that are classified as held-to-maturity since our Gaming segment has the ability and intent to hold these bonds to maturity. These debt securities are initially recorded at a discount to approximate fair value. After the initial determination of fair value, our Gaming segment analyzes recoverability of these bonds on a quarterly basis and record changes in fair value based on its historical collection experience and certain other information.

During the second quarter of 2015, the Holding Company made a certain available-for-sale investment of $100 million, which is considered a Level 3 investment due to unobservable market data. As of September 30, 2015, the fair value of this investment was $100 million and was based on the initial purchase price as there was little activity that could have potentially impacted its fair value after our initial investment. In future periods, we will determine the fair value of this investment using internally developed models and other valuation techniques.

During the second quarter of 2015, the Holding Company obtained control of, and consolidated, Ferrous Resources, which was previously considered a Level 3 investment due to unobservable market data. The fair value of our investment in Ferrous Resources immediately prior to obtaining control was $36 million, which was transferred out of Level 3 investment during the second quarter of 2015. See Note 2, "Operating Units - Mining," for further discussion. In addition, during the third quarter of 2015, our Gaming segment received $10 million as reimbursement for certain approved capital expenditures.

On June 30, 2014, the Investment Funds made a distribution-in-kind of a certain Level 3 corporate debt investment in the amount of $110 million to the Holding Company. In prior periods, in determining the fair value of this investment, we performed a yield analysis of comparable loans to which we applied a risk premium. As a result of the underlying company’s performance and bankruptcy filing in the third quarter of 2014, however, we determined that it was more appropriate to measure the fair value of our debt investment through an enterprise value analysis.

Adjustments of Assets to Fair Value

During each of the three and nine months ended September 30, 2015 and 2014 we had assets measured at fair value on a non-recurring basis that are considered Level 3 assets. Property, plant and equipment with an aggregate carrying value of $27 million was written down to an aggregate fair value of $17 million, resulting in an impairment charge of $6 million and $10 million in the condensed consolidated statements of operations for the three and nine months ended September 30, 2015, respectively. Property, plant and equipment with an aggregate carrying value of $17 million was written down to an aggregate fair value of $11 million, resulting in an impairment charge of $4 million and $6 million in the condensed consolidated statements of operations for the three and nine months ended September 30, 2014, respectively.

We determined the fair value of property, plant and equipment by applying probability weighted, expected present value techniques to the estimated future cash flows using assumptions a market participant would utilize.