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 10 and 18 for the fair value of the Company’s outstanding debt obligations and amounts due from/to affiliates, respectively. As of September 30, 2019 As of December 31, 2018 Level I Level II Level III Total Level I Level II Level III Total Assets U.S. Treasury and other securities (1) $ 24,025 $ — $ — $ 24,025 $ 546,531 $ — $ — $ 546,531 Corporate investments — 4,663 45,636 50,299 — 29,476 45,426 74,902 Foreign-currency forward contracts (2) — 3,856 — 3,856 — 1,654 — 1,654 Cross-currency swap (2) — 13,074 — 13,074 — 2,384 — 2,384 Total assets $ 24,025 $ 21,593 $ 45,636 $ 91,254 $ 546,531 $ 33,514 $ 45,426 $ 625,471 Liabilities Contingent liability (3) $ — $ — $ (4,518 ) $ (4,518 ) $ — $ — $ (6,657 ) $ (6,657 ) Foreign-currency forward contracts (4) — (2,071 ) — (2,071 ) — (2,318 ) — (2,318 ) Total liabilities $ — $ (2,071 ) $ (4,518 ) $ (6,589 ) $ — $ (2,318 ) $ (6,657 ) $ (8,975 ) (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 $162 as of September 30, 2019 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 $3 as of December 31, 2018, which is included within corporate investments in the condensed consolidated statements of financial condition. The table below sets forth a summary of changes in the fair value of Level III financial instruments: Three months ended September 30, 2019 2018 Corporate Investments Contingent Liability Corporate Investments Contingent Liability Beginning balance $ 42,234 $ (6,737 ) $ 31,084 $ (9,129 ) Contributions or additions 883 — 10,258 — Distributions — — (290 ) — Net gain (loss) included in earnings 2,519 2,219 (453 ) 2,538 Ending balance $ 45,636 $ (4,518 ) $ 40,599 $ (6,591 ) Net change in unrealized gains (losses) attributable to financial instruments still held at end of period $ 2,519 $ 2,219 $ (557 ) $ 2,538 Nine months ended September 30, 2019 2018 Corporate Investments Contingent Liability Corporate Investments Contingent Liability Beginning balance $ 45,426 $ (6,657 ) $ 50,902 $ (18,778 ) Contributions or additions 937 — 16,668 — Distributions (7,181 ) — (31,145 ) — Net gain (loss) included in earnings 6,454 2,139 4,174 12,187 Ending balance $ 45,636 $ (4,518 ) $ 40,599 $ (6,591 ) Net change in unrealized gains (losses) attributable to financial instruments still held at end of period $ 6,454 $ 2,139 $ 3,102 $ 12,187 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 September 30, 2019 December 31, 2018 Valuation Technique Range Weighted Average Corporate investment – Limited partnership interests $ 45,636 $ 45,426 Market approach Not applicable Not applicable Not applicable Contingent liability (4,518 ) (6,657 ) Discounted cash flow Assumed % of total potential contingent payments 0% – 100% 24% 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 September 30, 2019 As of December 31, 2018 Level I Level II Level III Total Level I Level II Level III Total Assets Investments: Corporate debt – bank debt $ — $ 6,758,814 $ 156,110 $ 6,914,924 $ — $ 5,216,923 $ 136,055 $ 5,352,978 Corporate debt – all other — 896,826 42,732 939,558 634 963,423 185,378 1,149,435 Equities – common stock 3,022 — 196,224 199,246 24,483 — 3,063 27,546 Equities – preferred stock — 2,129 2,129 — — 1,426 1,426 Real estate — 49,098 161,844 210,942 — — — — Total investments 3,022 7,704,738 559,039 8,266,799 25,117 6,180,346 325,922 6,531,385 Derivatives: Foreign-currency forward contracts 116 2,331 — 2,447 — 2,275 — 2,275 Options and futures — — — — 189 — — 189 Total derivatives (1) 116 2,331 — 2,447 189 2,275 — 2,464 Total assets $ 3,138 $ 7,707,069 $ 559,039 $ 8,269,246 $ 25,306 $ 6,182,621 $ 325,922 $ 6,533,849 Liabilities CLO debt obligations: Senior secured notes $ — $ (5,354,638 ) $ — $ (5,354,638 ) $ — $ (3,976,602 ) $ — $ (3,976,602 ) Subordinated notes — (198,506 ) — (198,506 ) — (151,392 ) — (151,392 ) Total CLO debt obligations (2) — (5,553,144 ) — (5,553,144 ) — (4,127,994 ) — (4,127,994 ) Securities sold short: Equity securities — — — — (2,609 ) — — (2,609 ) Derivatives: Foreign-currency forward contracts — (1,536 ) — (1,536 ) — (643 ) — (643 ) Total derivatives (3) — (1,536 ) — (1,536 ) — (643 ) — (643 ) Total liabilities $ — $ (5,554,680 ) $ — $ (5,554,680 ) $ (2,609 ) $ (4,128,637 ) $ — $ (4,131,246 ) (1) Amounts are included in other assets under “assets of consolidated funds” in the condensed consolidated statements of financial condition. (2) The fair value of CLO liabilities is classified based on the more observable fair value of CLO assets. Please see notes 2 and 10 for more information. (3) Amounts are included in accounts payable, accrued expenses and other liabilities under “liabilities of consolidated funds” in the condensed consolidated statements of financial condition 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 Equities – Preferred Stock Real Estate Total Three Months Ended September 30, 2019 Beginning balance $ 101,494 $ 23,209 $ 42,972 $ 1,934 $ 57,080 $ 226,689 Deconsolidation of funds (5,441 ) (11,216 ) — — — (16,657 ) Transfers into Level III 9,853 6,490 29 — — 16,372 Transfers out of Level III — — — — — — Purchases 67,093 25,102 154,446 80 107,046 353,767 Sales (8,763 ) (71 ) (1,146 ) — — (9,980 ) Realized gains (losses), net (443 ) 26 587 — — 170 Unrealized appreciation (depreciation), net (7,683 ) (808 ) (664 ) 115 (2,282 ) (11,322 ) Ending balance $ 156,110 $ 42,732 $ 196,224 $ 2,129 $ 161,844 $ 559,039 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ (5,455 ) $ (389 ) $ (525 ) $ 115 $ (2,282 ) $ (8,536 ) Three Months Ended September 30, 2018 Beginning balance $ 83,529 $ 123,936 $ 54,934 $ 1,586 $ — $ 263,985 Transfers into Level III 7,698 — — — — 7,698 Transfers out of Level III (11,549 ) — — — — (11,549 ) Purchases 49,347 41,063 197 — — 90,607 Sales (22,253 ) (17,580 ) (76 ) — — (39,909 ) Realized gains (losses), net 144 65 59 — — 268 Unrealized appreciation (depreciation), net 975 (921 ) (273 ) (171 ) — (390 ) Ending balance $ 107,891 $ 146,563 $ 54,841 $ 1,415 $ — $ 310,710 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ 1,140 $ (508 ) $ (273 ) $ (171 ) $ — $ 188 Corporate Debt – Bank Debt Corporate Debt – All Other Equities – Common Stock Equities – Preferred Stock Real Estate Total Nine months Ended September 30, 2019 Beginning balance $ 136,055 $ 185,378 $ 3,063 $ 1,426 $ — $ 325,922 Deconsolidation of funds (54,895 ) (108,121 ) — — — (163,016 ) Transfers into Level III 32,711 89 2,379 — — 35,179 Transfers out of Level III (16,658 ) (51,770 ) — — — (68,428 ) Purchases 94,865 27,489 194,304 322 164,126 481,106 Sales (25,937 ) (10,452 ) (2,072 ) — — (38,461 ) Realized gains (losses), net (319 ) (100 ) 616 — — 197 Unrealized appreciation (depreciation), net (9,712 ) 219 (2,066 ) 381 (2,282 ) (13,460 ) Ending balance $ 156,110 $ 42,732 $ 196,224 $ 2,129 $ 161,844 $ 559,039 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ 21,502 $ (25 ) $ (1,528 ) $ 381 $ (2,282 ) $ 18,048 Nine Months Ended September 30, 2018 Beginning balance $ 86,999 $ 75,388 $ 3,427 $ — $ 121,588 $ 287,402 Deconsolidation of funds — — — — (121,087 ) (121,087 ) Transfers into Level III 36,627 899 490 — — 38,016 Transfers out of Level III (25,041 ) (490 ) (658 ) — — (26,189 ) Purchases 58,534 119,328 52,253 1,248 — 231,363 Sales (51,577 ) (47,628 ) (387 ) — (501 ) (100,093 ) Realized gains (losses), net 612 314 59 — — 985 Unrealized appreciation (depreciation), net 1,737 (1,248 ) (343 ) 167 — 313 Ending balance $ 107,891 $ 146,563 $ 54,841 $ 1,415 $ — $ 310,710 Net change in unrealized appreciation (depreciation) attributable to assets still held at end of period $ 1,566 $ (1,054 ) $ (343 ) $ 167 $ — $ 336 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 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 September 30, 2019: Investment Type Fair Value Valuation Technique Significant Unobservable (1)(2) Range Weighted Average (3) Credit-oriented investments: Consumer discretionary: $ 26,190 Recent market information (5) Quoted prices Not applicable Not applicable 4,340 Discounted cash flow (4) Discount rate 10% – 18% 13% Financials: 39,099 Recent market information (5) Quoted prices Not applicable Not applicable 4,415 Discounted cash flow (4) Discount rate 8% – 12% 11% Health care: 35,560 Recent market information (5) Quoted prices Not applicable Not applicable 666 Discounted cash flow (4) Discount rate 16% – 18% 17% Real estate: 20,572 Recent market information (5) Quoted prices Not applicable Not applicable 702 Discounted cash flow (4) Discount rate 17% – 19% 18% Other: 53,041 Recent market information (5) Quoted prices Not applicable Not applicable 14,257 Discounted cash flow (4) Discount rate 8% – 18% 13% Equity investments: 26,632 Recent transaction price (8) Quoted prices Not applicable Not applicable 131,778 Discounted cash flow (4) Discount rate 8% – 15% 11% 39,578 Market approach (6) Earnings multiple (7) 4x – 10x 6x 365 Market approach (6) Revenue multiple (9) 2x – 4x 3x Real estate investments: 146,208 Recent transaction price (8) Quoted prices Not applicable Not applicable 15,636 Discounted cash flow (4) Discount rate 5% – 7% 6% Total Level III $ 559,039 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, 2018: Investment Type Fair Value Valuation Technique Significant Unobservable (1)(2) Range Weighted Average (3) Credit-oriented investments: Communication services: $ 20,746 Recent market information (5) Quoted prices Not applicable Not applicable 2,416 Discounted cash flow (4) Discount rate 12% – 14% 13% Financials: 108,277 Recent market information (5) Quoted prices Not applicable Not applicable 3,608 Discounted cash flow (4) Discount rate 9% – 15% 14% Health care: 37,724 Recent market information (5) Quoted prices Not applicable Not applicable 2,550 Discounted cash flow (4) Discount rate 10% – 16% 14% Real estate: 79,562 Recent market information (5) Quoted prices Not applicable Not applicable 4,570 Discounted cash flow (4) Discount rate 12% – 23% 14% Other: 38,959 Recent market information (5) Quoted prices Not applicable Not applicable 17,943 Discounted cash flow (4) Discount rate 8% – 15% 13% 5,078 Recent transaction price (8) Not applicable Not applicable Not applicable Equity investments: 2,099 Discounted cash flow (4) Discount rate 10% – 30% 12% 2,390 Market approach (6) Earnings multiple (7) 4x – 10x 7x Total Level III $ 325,922 (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 vendor prices or broker quotes 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. (9) Revenue multiples are based on comparable public companies and transactions with comparable companies. The Company typically applies the multiple to trailing twelve-months’ revenue. However, in certain cases other revenue measures, such as pro forma revenue, may be utilized if deemed to be more relevant. 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 three months ended September 30, 2019 and September 30, 2018, there were no changes in the valuation techniques for Level III securities. |