Fair Value of Financial Instruments | Fair Value of Financial Instruments Based on the nature of the Company's business and its role as a "dealer" in the securities industry or as a manager of alternative asset management funds, the fair values of its financial instruments are determined internally. The Company's processes are designed to ensure that the fair values used for financial reporting are based on observable inputs wherever possible. In the event that observable inputs are not available, unobservable inputs are developed based on an evaluation of all relevant empirical market data, including prices evidenced by market transactions, interest rates, credit spreads, volatilities and correlations and other security-specific information. Valuation adjustments related to illiquidity or counterparty credit risk are also considered. In estimating fair value, the Company may utilize information provided by third party pricing vendors to corroborate internally-developed fair value estimates. The Company employs specific control processes to determine the reasonableness of the fair value of its financial instruments. The Company's processes are designed to ensure that the internally-estimated fair values are accurately recorded and that the data inputs and the valuation techniques used are appropriate, consistently applied, and that the assumptions are reasonable and consistent with the objective of determining fair value. Individuals outside of the trading departments perform independent pricing verification reviews as of each reporting date. The Company has established parameters which set forth when the fair value of securities are independently verified. The selection parameters are generally based upon the type of security, the level of estimation risk of a security, the materiality of the security to the Company's consolidated financial statements, changes in fair value from period to period, and other specific facts and circumstances of the Company's securities portfolio. In evaluating the initial internally-estimated fair values made by the Company's traders, the nature and complexity of securities involved (e.g., term, coupon, collateral, and other key drivers of value), level of market activity for securities, and availability of market data are considered. The independent price verification procedures include, but are not limited to, analysis of trade data (both internal and external where available), corroboration to the valuation of positions with similar characteristics, risks and components, or comparison to an alternative pricing source, such as a discounted cash flow model. The Company's valuation committee, comprised of members of senior management and risk management, provides oversight and overall responsibility for the internal control processes and procedures related to fair value measurements. The following is a description of the valuation techniques used to measure fair value. Cash Equivalents Cash equivalents include highly liquid investments with original maturities of 90 days or less. Actively traded money market funds are measured at their net asset value and classified as Level I. Financial Instruments and Other Inventory Positions Owned The Company records financial instruments and other inventory positions owned and financial instruments and other inventory positions sold, but not yet purchased at fair value on the consolidated statements of financial condition with unrealized gains and losses reflected on the consolidated statements of operations. Equity securities – Exchange traded equity securities are valued based on quoted prices from the exchange for identical assets or liabilities as of the period-end date. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized as Level I. Non-exchange traded equity securities (principally hybrid preferred securities) are measured primarily using broker quotations, prices observed for recently executed market transactions and internally-developed fair value estimates based on observable inputs and are categorized within Level II of the fair value hierarchy. Convertible securities – Convertible securities are valued based on observable trades, when available, and therefore are generally categorized as Level II. Corporate fixed income securities – Fixed income securities include corporate bonds which are valued based on recently executed market transactions of comparable size, internally-developed fair value estimates based on observable inputs, or broker quotations. Accordingly, these corporate bonds are categorized as Level II. Taxable municipal securities – Taxable municipal securities are valued using recently executed observable trades or market price quotations and therefore are generally categorized as Level II. Tax-exempt municipal securities – Tax-exempt municipal securities are valued using recently executed observable trades or market price quotations and therefore are generally categorized as Level II. Short-term municipal securities – Short-term municipal securities include variable rate demand notes and other short-term municipal securities. Variable rate demand notes and other short-term municipal securities are valued using recently executed observable trades or market price quotations and therefore are generally categorized as Level II. Mortgage-backed securities – Mortgage-backed securities collateralized by residential mortgages are valued using cash flow models that utilize unobservable inputs including credit default rates, prepayment rates, loss severity and valuation yields. As judgment is used to determine the range of these inputs, these mortgage-backed securities are categorized as Level III. U.S. government agency securities – U.S. government agency securities include agency debt bonds and mortgage bonds. Agency debt bonds are valued by using either direct price quotes or price quotes for comparable bond securities and are categorized as Level II. Mortgage bonds include bonds secured by mortgages, mortgage pass-through securities, agency collateralized mortgage-obligation ("CMO") securities and agency interest-only securities. Mortgage pass-through securities, CMO securities and interest-only securities are valued using recently executed observable trades or other observable inputs, such as prepayment speeds and therefore are generally categorized as Level II. Mortgage bonds are valued using observable market inputs, such as market yields on spreads over U.S. treasury securities, or models based upon prepayment expectations. These securities are categorized as Level II. U.S. government securities – U.S. government securities include highly liquid U.S. treasury securities which are generally valued using quoted market prices and therefore categorized as Level I. The Company does not transact in securities of countries other than the U.S. government. Derivative contracts – Derivative contracts include interest rate swaps, interest rate locks, U.S. treasury bond futures and options, and equity option contracts. These instruments derive their value from underlying assets, reference rates, indices or a combination of these factors. The Company's equity option derivative contracts are valued based on quoted prices from the exchange for identical assets or liabilities as of the period-end date. To the extent these contracts are actively traded and valuation adjustments are not applied, they are categorized as Level I. The majority of the Company's interest rate derivative contracts, including both interest rate swaps and interest rate locks, are valued using market standard pricing models based on the net present value of estimated future cash flows. The valuation models used do not involve material subjectivity as the methodologies do not entail significant judgment and the pricing inputs are market observable, including contractual terms, yield curves and measures of volatility. These instruments are classified as Level II within the fair value hierarchy. Certain interest rate locks transact in less active markets and were valued using valuation models that included the previously mentioned observable inputs and certain unobservable inputs that required significant judgment, such as the premium over the MMD curve. These instruments are classified as Level III. Investments The Company's investments valued at fair value include equity investments in private companies and partnerships. Investments in private companies are valued based on an assessment of each underlying security, considering rounds of financing, third party transactions and market-based information, including comparable company transactions, trading multiples (e.g., multiples of revenue and earnings before interest, taxes, depreciation and amortization ("EBITDA")) and changes in market outlook, among other factors. These securities are generally categorized as Level III. Fair Value Option – The fair value option permits the irrevocable fair value option election on an instrument-by-instrument basis at initial recognition of an asset or liability or upon an event that gives rise to a new basis of accounting for that instrument. The fair value option was elected for certain merchant banking and other investments at inception to reflect economic events in earnings on a timely basis. Merchant banking and other equity investments of $1.8 million and $2.1 million, included within investments on the consolidated statements of financial condition, were accounted for at fair value and were classified as Level III assets at September 30, 2020 and December 31, 2019, respectively. The realized and unrealized net impact from fair value changes included in earnings as a result of electing to apply the fair value option to certain financial assets were gains of $0.2 million and losses of $0.5 million for the nine months ended September 30, 2020 and 2019, respectively. The following table summarizes quantitative information about the significant unobservable inputs used in the fair value measurement of the Company's Level III financial instruments as of September 30, 2020: Valuation Weighted Technique Unobservable Input Range Average (1) Assets Financial instruments and other inventory positions owned: Derivative contracts: Interest rate locks Discounted cash flow Premium over the MMD curve in basis points ("bps") (2) 0 - 9 bps 7.5 bps Investments at fair value: Equity securities in private companies Market approach Revenue multiple (2) 3 - 5 times 4.1 times EBITDA multiple (2) 11 - 20 times 16.1 times Liabilities Financial instruments and other inventory positions sold, but not yet purchased: Derivative contracts: Interest rate locks Discounted cash flow Premium over the MMD curve in bps (3) 0 - 17 bps 6.5 bps Uncertainty of fair value measurements: (1) Unobservable inputs were weighted by the relative fair value of the financial instruments. (2) Significant increase/(decrease) in the unobservable input in isolation would have resulted in a significantly higher/(lower) fair value measurement. (3) Significant increase/(decrease) in the unobservable input in isolation would have resulted in a significantly lower/(higher) fair value measurement. The following table summarizes the valuation of the Company's financial instruments by pricing observability levels defined in FASB Accounting Standards Codification Topic 820, "Fair Value Measurement" ("ASC 820") as of September 30, 2020: Counterparty and Cash Collateral (Amounts in thousands) Level I Level II Level III Netting (1) Total Assets Financial instruments and other inventory positions owned: Corporate securities: Equity securities $ 1,061 $ 4,214 $ — $ — $ 5,275 Convertible securities — 144,181 — — 144,181 Fixed income securities — 19,689 — — 19,689 Municipal securities: Taxable securities — 14,222 — — 14,222 Tax-exempt securities — 80,311 — — 80,311 Short-term securities — 103,815 — — 103,815 Mortgage-backed securities — — 13 — 13 U.S. government agency securities — 55,860 — — 55,860 U.S. government securities 568 — — — 568 Derivative contracts — 252,306 374 (226,678) 26,002 Total financial instruments and other inventory positions owned 1,629 674,598 387 (226,678) 449,936 Cash equivalents 340,466 — — — 340,466 Investments at fair value 15,922 — 146,272 (2) — 162,194 Total assets $ 358,017 $ 674,598 $ 146,659 $ (226,678) $ 952,596 Liabilities Financial instruments and other inventory positions sold, but not yet purchased: Corporate securities: Equity securities $ 75,816 $ 492 $ — $ — $ 76,308 Fixed income securities — 17,988 — — 17,988 U.S. government agency securities — 1,344 — — 1,344 U.S. government securities 50,410 — — — 50,410 Derivative contracts 292 242,953 3,369 (240,474) 6,140 Total financial instruments and other inventory positions sold, but not yet purchased $ 126,518 $ 262,777 $ 3,369 $ (240,474) $ 152,190 (1) Represents cash collateral and the impact of netting on a counterparty basis. The Company had no securities posted as collateral to its counterparties. (2) Includes noncontrolling interests of $88.9 million primarily attributable to unrelated third party ownership in consolidated merchant banking funds. The following table summarizes the valuation of the Company's financial instruments by pricing observability levels defined in ASC 820 as of December 31, 2019: Counterparty and Cash Collateral (Amounts in thousands) Level I Level II Level III Netting (1) Total Assets Financial instruments and other inventory positions owned: Corporate securities: Equity securities $ 469 $ 2,577 $ — $ — $ 3,046 Convertible securities — 146,406 — — 146,406 Fixed income securities — 28,176 — — 28,176 Municipal securities: Taxable securities — 22,570 — — 22,570 Tax-exempt securities — 222,192 — — 222,192 Short-term securities — 67,901 — — 67,901 Mortgage-backed securities — — 13 — 13 U.S. government agency securities — 51,773 — — 51,773 U.S. government securities 77,303 — — — 77,303 Derivative contracts — 209,119 8 (188,745) 20,382 Total financial instruments and other inventory positions owned 77,772 750,714 21 (188,745) 639,762 Cash equivalents 226,744 — — — 226,744 Investments at fair value 17,658 — 132,329 (2) — 149,987 Total assets $ 322,174 $ 750,714 $ 132,350 $ (188,745) $ 1,016,493 Liabilities Financial instruments and other inventory positions sold, but not yet purchased: Corporate securities: Equity securities $ 88,794 $ 5,242 $ — $ — $ 94,036 Fixed income securities — 10,311 — — 10,311 U.S. government agency securities — 9,935 — — 9,935 U.S. government securities 67,090 — — — 67,090 Derivative contracts — 198,604 1,563 (196,114) 4,053 Total financial instruments and other inventory positions sold, but not yet purchased $ 155,884 $ 224,092 $ 1,563 $ (196,114) $ 185,425 (1) Represents cash collateral and the impact of netting on a counterparty basis. The Company had no securities posted as collateral to its counterparties. (2) Includes noncontrolling interests of $75.2 million primarily attributable to unrelated third party ownership in consolidated merchant banking funds. The Company's Level III assets were $146.7 million and $132.4 million, or 15.4 percent and 13.0 percent of financial instruments measured at fair value at September 30, 2020 and December 31, 2019, respectively. There were no significant transfers between levels for the nine months ended September 30, 2020. The following tables summarize the changes in fair value associated with Level III financial instruments held at the beginning or end of the periods presented: Unrealized gains/ (losses) for assets/ Balance at Realized Unrealized Balance at liabilities held at June 30, Transfers gains/ gains/ September 30, September 30, (Amounts in thousands) 2020 Purchases Sales out (losses) (losses) 2020 2020 Assets Financial instruments and other inventory positions owned: Mortgage-backed securities $ 13 $ — $ — $ — $ — $ — $ 13 $ — Derivative contracts 64 107 (310) — 203 310 374 374 Total financial instruments and other inventory positions owned 77 107 (310) — 203 310 387 374 Investments at fair value 120,615 15,850 (1,013) — 1,013 9,807 146,272 9,807 Total assets $ 120,692 $ 15,957 $ (1,323) $ — $ 1,216 $ 10,117 $ 146,659 $ 10,181 Liabilities Financial instruments and other inventory positions sold, but not yet purchased: Derivative contracts $ 3,212 $ (880) $ — $ — $ 880 $ 157 $ 3,369 $ 679 Total financial instruments and other inventory positions sold, but not yet purchased $ 3,212 $ (880) $ — $ — $ 880 $ 157 $ 3,369 $ 679 Unrealized gains/ (losses) for assets/ Balance at Realized Unrealized Balance at liabilities held at June 30, Transfers gains/ gains/ September 30, September 30, (Amounts in thousands) 2019 Purchases Sales out (losses) (losses) 2019 2019 Assets Financial instruments and other inventory positions owned: Mortgage-backed securities $ 13 $ — $ — $ — $ — $ — $ 13 $ — Derivative contracts — — — — — 482 482 482 Total financial instruments and other inventory positions owned 13 — — — — 482 495 482 Investments at fair value 132,556 15,623 (12,772) — 2,901 (6,486) 131,822 (3,585) Total assets $ 132,569 $ 15,623 $ (12,772) $ — $ 2,901 $ (6,004) $ 132,317 $ (3,103) Liabilities Financial instruments and other inventory positions sold, but not yet purchased: Derivative contracts $ 4,418 $ (3,576) $ — $ — $ 3,576 $ 487 $ 4,905 $ 1,860 Total financial instruments and other inventory positions sold, but not yet purchased $ 4,418 $ (3,576) $ — $ — $ 3,576 $ 487 $ 4,905 $ 1,860 Unrealized gains/ (losses) for assets/ Balance at Realized Unrealized Balance at liabilities held at December 31, Transfers gains/ gains/ September 30, September 30, (Amounts in thousands) 2019 Purchases Sales out (losses) (losses) 2020 2020 Assets Financial instruments and other inventory positions owned: Mortgage-backed securities $ 13 $ — $ — $ — $ — $ — $ 13 $ — Derivative contracts 8 857 (370) — (487) 366 374 374 Total financial instruments and other inventory positions owned 21 857 (370) — (487) 366 387 374 Investments at fair value 132,329 16,133 (1,178) (130) (4,490) 3,608 146,272 (1,893) Total assets $ 132,350 $ 16,990 $ (1,548) $ (130) $ (4,977) $ 3,974 $ 146,659 $ (1,519) Liabilities Financial instruments and other inventory positions sold, but not yet purchased: Derivative contracts $ 1,563 $ (13,627) $ 371 $ — $ 13,256 $ 1,806 $ 3,369 $ 3,358 Total financial instruments and other inventory positions sold, but not yet purchased $ 1,563 $ (13,627) $ 371 $ — $ 13,256 $ 1,806 $ 3,369 $ 3,358 Unrealized gains/ (losses) for assets/ Balance at Realized Unrealized Balance at liabilities held at December 31, Transfers gains/ gains/ September 30, September 30, (Amounts in thousands) 2018 Purchases Sales out (losses) (losses) 2019 2019 Assets Financial instruments and other inventory positions owned: Mortgage-backed securities $ 15 $ — $ (6) $ — $ (23) $ 27 $ 13 $ — Derivative contracts 229 — (336) — 336 253 482 482 Total financial instruments and other inventory positions owned 244 — (342) — 313 280 495 482 Investments at fair value 107,792 23,623 (12,772) (783) 2,901 11,061 131,822 13,473 Total assets $ 108,036 $ 23,623 $ (13,114) $ (783) $ 3,214 $ 11,341 $ 132,317 $ 13,955 Liabilities Financial instruments and other inventory positions sold, but not yet purchased: Derivative contracts $ 4,202 $ (12,398) $ — $ — $ 12,398 $ 703 $ 4,905 $ 4,905 Total financial instruments and other inventory positions sold, but not yet purchased $ 4,202 $ (12,398) $ — $ — $ 12,398 $ 703 $ 4,905 $ 4,905 Realized and unrealized gains/(losses) related to financial instruments, with the exception of customer matched-book derivatives, are reported in institutional brokerage on the consolidated statements of operations. Realized and unrealized gains/(losses) related to customer matched-book derivatives are reported in investment banking. Realized and unrealized gains/(losses) related to investments are reported in investment banking revenues or investment income on the consolidated statements of operations. The carrying values of the Company's cash, receivables and payables either from or to brokers, dealers and clearing organizations and short- and long-term financings approximate fair value due to either their liquid or short-term nature. |