FAIR VALUE | FAIR VALUE Fair Value of Financial Assets and Liabilities The short-term nature of cash and cash-equivalents, receivables and accounts payable causes each of their carrying values to approximate fair value. The fair value of short-term investments included in cash and cash-equivalents is a Level I valuation. The Company’s other financial assets and financial liabilities by fair-value hierarchy level are set forth below. Please see notes 9 and 16 for the fair value of the Company’s outstanding debt obligations and amounts due from/to affiliates, respectively. As of June 30, 2017 As of December 31, 2016 Level I Level II Level III Total Level I Level II Level III Total Assets U.S. Treasury and time deposit securities (1) $ 555,008 $ — $ — $ 555,008 $ 757,578 $ — $ — $ 757,578 Corporate investments — 27,852 77,657 105,509 — 27,551 74,663 102,214 Foreign-currency forward contracts (2) — 3,102 — 3,102 — 16,142 — 16,142 Total assets $ 555,008 $ 30,954 $ 77,657 $ 663,619 $ 757,578 $ 43,693 $ 74,663 $ 875,934 Liabilities Contingent consideration (3) $ — $ — $ (24,029 ) $ (24,029 ) $ — $ — $ (23,567 ) $ (23,567 ) Foreign-currency forward contracts (4) — (12,896 ) — (12,896 ) — (7,805 ) — (7,805 ) Interest-rate swaps (3) — — — — — (60 ) — (60 ) Total liabilities $ — $ (12,896 ) $ (24,029 ) $ (36,925 ) $ — $ (7,865 ) $ (23,567 ) $ (31,432 ) (1) Carrying value approximates fair value due to the short-term nature. (2) Amounts are included in other assets in the condensed consolidated statements of financial condition, except for $5,377 as of December 31, 2016, which is included within corporate investments in the condensed consolidated statements of financial condition. (3) Amounts are included in accounts payable, accrued expenses and other liabilities in the condensed consolidated statements of financial condition. (4) Amounts are included in accounts payable, accrued expenses and other liabilities in the condensed consolidated statements of financial condition, except for $6,120 as of June 30, 2017, which is included within corporate investments in the condensed consolidated statements of financial condition. There were no transfers between Level I and Level II positions for the six months ended June 30, 2017 and 2016. The table below sets forth a summary of changes in the fair value of Level III financial instruments: Three Months Ended June 30, 2017 2016 Corporate Investments Contingent Consideration Liability Corporate Investments Contingent Consideration Liability Beginning balance $ 75,441 $ (24,168 ) $ 25,624 $ (27,884 ) Contributions or additions 48 — — — Distributions (435 ) — — — Net gain (loss) included in earnings 2,603 139 957 2,889 Ending balance $ 77,657 $ (24,029 ) $ 26,581 $ (24,995 ) Net change in unrealized gains (losses) attributable to financial instruments still held at end of period $ 2,544 $ 139 $ 957 $ 2,889 Six Months Ended June 30, 2017 2016 Corporate Investments Contingent Consideration Liability Corporate Investments Contingent Consideration Liability Beginning balance $ 74,663 $ (23,567 ) $ 25,750 $ (28,494 ) Contributions or additions 204 — — — Distributions (3,570 ) — — — Net gain (loss) included in earnings 6,360 (462 ) 831 3,499 Ending balance $ 77,657 $ (24,029 ) $ 26,581 $ (24,995 ) Net change in unrealized gains (losses) attributable to financial instruments still held at end of period $ 4,027 $ (462 ) $ 831 $ 3,499 The table below sets forth a summary of the valuation techniques and quantitative information utilized in determining the fair value of the Company’s Level III financial instruments: Fair Value as of Significant Unobservable Input Financial Instrument June 30, 2017 December 31, 2016 Valuation Technique Range Weighted Average Corporate investment – Limited partnership interests $ 77,657 $ 74,663 Market approach Not applicable Not applicable Not applicable Contingent consideration liability 24,029 23,567 Discounted cash flow Assumed % of total potential contingent payments 0% – 100% 45% Fair Value of Financial Instruments Held By Consolidated Funds The short-term nature of cash and cash-equivalents held at the consolidated funds causes their carrying value to approximate fair value. The fair value of cash-equivalents is a Level I valuation. Derivatives may relate to a mix of Level I, II or III investments, and therefore their fair-value hierarchy level may not correspond to the fair-value hierarchy level of the economically hedged investment. The table below summarizes the investments and other financial instruments of the consolidated funds by fair-value hierarchy level: As of June 30, 2017 As of December 31, 2016 Level I Level II Level III Total Level I Level II Level III Total Assets Investments: Corporate debt – bank debt $ — $ 3,810,291 $ 151,229 $ 3,961,520 $ — $ 2,973,482 $ 208,868 $ 3,182,350 Corporate debt – all other — 498,064 43,469 541,533 — 460,975 28,793 489,768 Equities – common stock 227,106 49 7,287 234,442 129,362 61 6,693 136,116 Equities – preferred stock 1,777 414 — 2,191 — — — — Total investments 228,883 4,308,818 201,985 4,739,686 129,362 3,434,518 244,354 3,808,234 Derivatives: Foreign-currency forward contracts — 117 — 117 — 216 — 216 Swaps — 361 — 361 — 141 — 141 Total derivatives — 478 — 478 — 357 — 357 Total assets $ 228,883 $ 4,309,296 $ 201,985 $ 4,740,164 $ 129,362 $ 3,434,875 $ 244,354 $ 3,808,591 Liabilities CLO debt obligations: Senior secured notes (1) $ — $ (2,988,761 ) $ — $ (2,988,761 ) $ — $ (2,953,880 ) $ — $ (2,953,880 ) Subordinated notes (1) — (111,268 ) — (111,268 ) — (100,330 ) — (100,330 ) Total CLO debt obligations — (3,100,029 ) — (3,100,029 ) — (3,054,210 ) — (3,054,210 ) Securities sold short: Equity securities (81,086 ) — — (81,086 ) (41,016 ) — — (41,016 ) Derivatives: Foreign-currency forward contracts — (735 ) — (735 ) — (4 ) — (4 ) Swaps — (37 ) — (37 ) — (1,082 ) — (1,082 ) Total derivatives — (772 ) — (772 ) — (1,086 ) — (1,086 ) Total liabilities $ (81,086 ) $ (3,100,801 ) $ — $ (3,181,887 ) $ (41,016 ) $ (3,055,296 ) $ — $ (3,096,312 ) (1) The fair value of CLO liabilities is classified based on the more observable fair value of CLO assets. Please see notes 2 and 9 for more information. The following tables set forth a summary of changes in the fair value of Level III investments: Corporate Debt – Bank Debt Corporate Debt – All Other Equities – Common Stock Total Three Months Ended June 30, 2017 Beginning balance $ 179,080 $ 38,933 $ 6,645 $ 224,658 Transfers into Level III 2,344 1,978 — 4,322 Transfers out of Level III (7,651 ) — — (7,651 ) Purchases 8,309 10,919 136 19,364 Sales (31,071 ) (8,309 ) (523 ) (39,903 ) Realized gains (losses), net 107 116 — 223 Unrealized appreciation (depreciation), net 111 (168 ) 1,029 972 Ending balance $ 151,229 $ 43,469 $ 7,287 $ 201,985 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ 700 $ (65 ) $ 1,029 $ 1,664 Three Months Ended June 30, 2016 Beginning balance $ 200,811 $ 1,853 $ 4,326 $ 206,990 Transfers into Level III — — — — Transfers out of Level III (1,962 ) — — (1,962 ) Purchases 2,239 1 157 2,397 Sales (10,886 ) — (525 ) (11,411 ) Realized gains (losses), net 89 — — 89 Unrealized appreciation (depreciation), net (382 ) 36 16 (330 ) Ending balance $ 189,909 $ 1,890 $ 3,974 $ 195,773 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ (2,103 ) $ 36 $ 16 $ (2,051 ) Corporate Debt – Bank Debt Corporate Debt – All Other Equities – Common Stock Equities – Preferred Stock Real Estate Real Estate Loan Portfolios Swaps Total Six Months Ended June 30, 2017 Beginning balance $ 208,868 $ 28,793 $ 6,693 $ — $ — $ — $ — $ 244,354 Transfers into Level III 22,188 1,978 — — — — — 24,166 Transfers out of Level III (49,120 ) — — — — — — (49,120 ) Purchases 23,317 27,118 136 — — — — 50,571 Sales (55,205 ) (14,725 ) (639 ) — — — — (70,569 ) Realized gains (losses), net 211 311 87 — — — — 609 Unrealized appreciation (depreciation), net 970 (6 ) 1,010 — — — — 1,974 Ending balance $ 151,229 $ 43,469 $ 7,287 $ — $ — $ — $ — $ 201,985 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ 1,147 $ 97 $ 1,010 $ — $ — $ — $ — $ 2,254 Six Months Ended June 30, 2016 Beginning balance $ 1,871,375 $ 3,009,164 $ 8,729,202 $ 1,363,542 $ 9,655,270 $ 2,597,405 $ (8,251 ) $ 27,217,707 Cumulative-effect adjustment from adoption of accounting guidance (1,672,305 ) (3,007,287 ) (8,725,026 ) (1,363,542 ) (9,655,270 ) (2,597,405 ) 8,251 (27,012,584 ) Transfers into Level III 37,535 — 398 — — — — 37,933 Transfers out of Level III (42,670 ) — — — — — — (42,670 ) Purchases 9,378 2 157 — — — — 9,537 Sales (12,872 ) — (821 ) — — — — (13,693 ) Realized gains (losses), net 115 — — — — — — 115 Unrealized appreciation (depreciation), net (647 ) 11 64 — — — — (572 ) Ending balance $ 189,909 $ 1,890 $ 3,974 $ — $ — $ — $ — $ 195,773 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ (647 ) $ 11 $ 64 $ — $ — $ — $ — $ (572 ) Total realized and unrealized gains and losses recorded for Level III investments are included in net realized gain on consolidated funds’ investments or net change in unrealized appreciation (depreciation) on consolidated funds’ investments in the condensed consolidated statements of operations. Transfers between Level I and Level II positions for the six months ended June 30, 2017 included $0.4 million from Level I to Level II due to a decline in trading activity for one credit-oriented security, which was valued using quoted prices. There were no transfers between Level I and Level II positions for the six months ended June 30, 2016. Transfers out of Level III are generally attributable to certain investments that experienced a more significant level of market trading activity or completed an initial public offering during the respective period and thus were valued using observable inputs. Transfers into Level III typically reflect either investments that experienced a less significant level of market trading activity during the period or portfolio companies that undertook restructurings or bankruptcy proceedings and thus were valued in the absence of observable inputs. The following table sets forth a summary of the valuation techniques and quantitative information utilized in determining the fair value of the consolidated funds’ Level III investments as of June 30, 2017: Investment Type Fair Value Valuation Technique Significant Unobservable Inputs (1)(2) Range Weighted Average (3) Credit-oriented investments: Consumer $ 2,503 Discounted cash flow (4) Discount rate 11% – 15% 14% 42,617 Recent market information (5) Quoted prices Not applicable Not applicable Consumer Staples: 1,594 Discounted cash flow (4) Discount rate 11% – 13% 12% 12,657 Recent market information (5) Quoted prices Not applicable Not applicable Industrials: 14,607 Discounted cash flow (4) Discount rate 6% – 11% 7% 4,217 Market approach (6) Earnings multiple (7) 4x - 6x 5x 29,687 Recent market information (5) Quoted prices Not applicable Not applicable Information 4,933 Discounted cash flow (4) Discount rate 11% – 13% 12% 7,187 Recent market information (5) Quoted prices Not applicable Not applicable Materials: 1,209 Discounted cash flow (4) Discount rate 10% – 12% 11% 13,967 Recent market information (5) Quoted prices Not applicable Not applicable Real Estate: 3,346 Discounted cash flow (4) Discount rate 11% – 13% 12% 30,843 Recent market information (5) Quoted prices Not applicable Not applicable 336 Recent transaction price (8) Not applicable Not applicable Not applicable Other: 13,320 Discounted cash flow (4) Discount rate 8% – 15% 13% 11,675 Recent market information (5) Quoted prices Not applicable Not applicable Equity investments: 3,958 Market approach (6) Earnings multiple (7) 4x – 11x 7x 1,343 Discounted cash flow (4) Discount rate 11% – 30% 13% 1,986 Recent market information (5) Quoted prices Not applicable Not applicable Total Level III $ 201,985 The following table sets forth a summary of the valuation techniques and quantitative information utilized in determining the fair value of the consolidated funds’ Level III investments as of December 31, 2016: Investment Type Fair Value Valuation Technique Significant Unobservable Inputs (1)(2) Range Weighted Average (3) Credit-oriented investments: Consumer $ 7,658 Discounted cash flow (4) Discount rate 5% – 13% 7% 64,147 Recent market information (5) Quoted prices Not applicable Not applicable Consumer Staples: 7,356 Discounted cash flow (4) Discount rate 6% – 12% 7% 23,182 Recent market information (5) Quoted prices Not applicable Not applicable Energy: 12,758 Recent market information (5) Quoted prices Not applicable Not applicable Industrials: 10,574 Discounted cash flow (4) Discount rate 5% – 7% 6% 4,230 Market approach (6) Earnings multiple (7) 5x - 7x 6x 30,531 Recent market information (5) Quoted prices Not applicable Not applicable Information 11,681 Discounted cash flow (4) Discount rate 6% – 13% 9% 5,076 Recent market information (5) Quoted prices Not applicable Not applicable Materials: 1,206 Discounted cash flow (4) Discount rate 11% – 13% 12% 15,586 Recent market information (5) Quoted prices Not applicable Not applicable Other: 13,754 Discounted cash flow (4) Discount rate 8% – 16% 12% 9,137 Recent market information (5) Quoted prices Not applicable Not applicable 20,785 Recent transaction price (8) Not applicable Not applicable Not applicable Equity investments: 3,542 Market approach (6) Earnings multiple (7) 4x – 11x 8x 1,352 Discounted cash flow (4) Discount rate 11% – 33% 14% 1,799 Recent market information (5) Quoted prices Not applicable Not applicable Total Level III $ 244,354 (1) The discount rate is the significant unobservable input used in the fair-value measurement of performing credit-oriented investments in which the consolidated funds do not have a controlling interest in the underlying issuer, as well as certain equity investments and real estate loan portfolios. An increase (decrease) in the discount rate would result in a lower (higher) fair-value measurement. (2) Multiple of either earnings or underlying assets is the significant unobservable input used in the market approach for the fair-value measurement of distressed credit-oriented investments, credit-oriented investments in which the consolidated funds have a controlling interest in the underlying issuer, equity investments and certain real estate-oriented investments. An increase (decrease) in the multiple would result in a higher (lower) fair-value measurement. (3) The weighted average is based on the fair value of the investments included in the range. (4) A discounted cash-flow method is generally used to value performing credit-oriented investments in which the consolidated funds do not have a controlling interest in the underlying issuer, as well as certain equity investments, real estate-oriented investments and real estate loan portfolios. (5) Certain investments are valued using quoted prices for the subject or similar securities. Generally, investments valued in this manner are classified as Level III because the quoted prices may be indicative in nature for securities that are in an inactive market, may be for similar securities, or may require adjustment for investment-specific factors or restrictions. (6) A market approach is generally used to value distressed investments and investments in which the consolidated funds have a controlling interest in the underlying issuer. (7) Earnings multiples are based on comparable public companies and transactions with comparable companies. The Company typically utilizes multiples of EBITDA; however, in certain cases the Company may use other earnings multiples believed to be most relevant to the investment. The Company typically applies the multiple to trailing twelve-months’ EBITDA. However, in certain cases other earnings measures, such as pro forma EBITDA, may be utilized if deemed to be more relevant. (8) Certain investments are valued based on recent transactions, generally defined as investments purchased or sold within six months of the valuation date. The fair value may also be based on a pending transaction expected to close after the valuation date. A significant amount of judgment may be required when using unobservable inputs, including assessing the accuracy of source data and the results of pricing models. The Company assesses the accuracy and reliability of the sources it uses to develop unobservable inputs. These sources may include third-party vendors that the Company believes are reliable and commonly utilized by other marketplace participants. As described in note 2, other factors beyond the unobservable inputs described above may have a significant impact on investment valuations. During the six months ended June 30, 2017, there were no changes in the valuation techniques for Level III securities. During the six months ended June 30, 2016, the valuation technique for one Level III credit-oriented investment changed from a discounted cash flow to a market approach based on comparable companies due to the anticipated restructuring of the portfolio company. |