FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2014 |
FAIR VALUE MEASUREMENTS | NOTE 13—FAIR VALUE MEASUREMENTS |
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We carry investments in life settlements, certain structured settlements, and the Revolving Credit Facility debt at fair value in the consolidated balance sheets. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. Fair value measurements are classified based on the following fair value hierarchy: |
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Level 1—Valuation is based on unadjusted quoted prices in active markets for identical assets and liabilities that are accessible at the reporting date. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment. |
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Level 2—Valuation is determined from pricing inputs that are other than quoted prices in active markets that are either directly or indirectly observable as of the reporting date. Observable inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and interest rates and yield curves that are observable at commonly quoted intervals. |
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Level 3—Valuation is based on inputs that are both significant to the fair value measurement and unobservable. Level 3 inputs include situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value generally require significant management judgment or estimation. |
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Assets and liabilities measured at fair value on a recurring basis |
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The balances of the Company’s assets measured at fair value on a recurring basis as of December 31, 2014, are as follows (in thousands): |
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| | Level 1 | | | Level 2 | | | Level 3 | | | Total Fair | |
Value |
Assets: | | | | | | | | | | | | | | | | |
Investment in life settlements | | $ | — | | | $ | — | | | $ | 388,886 | | | $ | 388,886 | |
Structured settlement receivables | | | — | | | | — | | | | 384 | | | | 384 | |
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| | $ | — | | | $ | — | | | $ | 389,270 | | | $ | 389,270 | |
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The balances of the Company’s liabilities measured at fair value on a recurring basis as of December 31, 2014, are as follows (in thousands): |
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| | Level 1 | | | Level 2 | | | Level 3 | | | Total Fair | |
Value |
Liabilities: | | | | | | | | | | | | | | | | |
Revolving Credit Facility debt | | $ | — | | | $ | — | | | $ | 145,831 | | | $ | 145,831 | |
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| | $ | — | | | $ | — | | | $ | 145,831 | | | $ | 145,831 | |
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The balances of the Company’s assets measured at fair value on a recurring basis as of December 31, 2013, are as follows (in thousands): |
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| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Fair Value |
Assets: | | | | | | | | | | | | | | | | |
Investment in life settlements | | $ | — | | | $ | — | | | $ | 302,961 | | | $ | 302,961 | |
Structured settlement receivables | | | — | | | | — | | | | 660 | | | | 660 | |
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| | $ | — | | | $ | — | | | $ | 303,621 | | | $ | 303,621 | |
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The balances of the Company’s liabilities measured at fair value on a recurring basis as of December 31, 2013, are as follows (in thousands): |
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| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Fair Value |
Liabilities: | | | | | | | | | | | | | | | | |
Revolving Credit Facility debt | | $ | — | | | $ | — | | | $ | 123,847 | | | $ | 123,847 | |
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| | $ | — | | | $ | — | | | $ | 123,847 | | | $ | 123,847 | |
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The Company values its investment in life settlement portfolio in two classes, non-premium financed and premium financed. In considering the categories, it is generally believed that market participants would require a lower risk premium for policies that were non-premium financed, while a higher risk premium would be required for policies that were premium financed although the Company believes that this risk premium has been declining. |
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($ in thousands) | | Quantitative Information about Level 3 Fair Value Measurements | | |
| | Fair Value | | | Aggregate | | | Valuation Technique (s) | | Unobservable Input | | Range | | |
at 12/31/14 | death benefit | (Weighted Average) | | |
| 12/31/14 | | | |
Non-premium financed | | $ | 59,505 | | | $ | 254,287 | | | Discounted cash flow | | Discount rate | | 14.80% - 20.80% | | |
| | | | | | | | | | | | Life expectancy evaluation | | (7.8 years) | | |
Premium financed | | $ | 329,381 | | | $ | 2,676,779 | | | Discounted cash flow | | Discount rate | | 16.05% - 25.80% | | |
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| | | | | | | | | | | | Life expectancy evaluation | | (11.0 years) | | |
Investment in life settlements | | $ | 388,886 | | | $ | 2,931,066 | | | Discounted cash flow | | Discount rate | | -17.77% | | |
| | | | | | | | | | | | Life expectancy evaluation | | (10.7 years) | | |
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Structured settlements receivables | | $ | 384 | | | | N/A | | | Discounted cash flow | | Facility sales discount rates | | 8.66% | | |
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| | | | | | | | | | | | Discount rate | | 23.89% | | |
Note payable | | $ | 145,831 | | | | N/A | | | Discounted cash flow | | Life expectancy evaluation | | (10.4 years) | | |
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Following is a description of the methodologies used to estimate the fair values of assets and liabilities measured at fair value on a recurring basis and within the fair value hierarchy. |
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Investment in life settlements—The Company has elected to account for the life settlement policies it acquires using the fair value method. The Company uses a present value technique to estimate the fair value of our investments in life settlements, which is a Level 3 fair value measurement as the significant inputs are unobservable and require significant management judgment or estimation. The Company currently uses a probabilistic method of valuing life insurance policies, which we believe to be the preferred valuation method in the industry. The most significant assumptions are the estimates of life expectancy of the insured and the discount rate. |
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The Company provides medical records for each insured to independent secondary market life expectancy providers (each, an “LE provider”). Each LE provider reviews and analyzes the medical records and identifies all medical conditions it feels are relevant to the life expectancy determination of the insured. Debits and credits are assigned by each LE provider to the individual’s health based on identified medical conditions. The debit or credit that an LE provider assigns to a medical condition is derived from the experience of mortality attributed to this condition in the portfolio of lives that the LE provider monitors. The health of the insured is summarized by the LE provider into a life assessment of the individual’s life expectancy expressed both in terms of months and in mortality factor. The mortality factor represents the degree to which the given life can be considered more or less impaired than a life having similar characteristics (e.g. gender, age, smoking, etc.). For example, a standard insured (the average life for the given mortality table) would carry a mortality rating of 100%. A similar but impaired life bearing a mortality rating of 200% would be considered to have twice the chance of dying earlier than the standard life relative to the LE provider’s population. Since each provider’s mortality factor is based on its own mortality table, the Company calculates its own factors to apply to the table selected by the Company. |
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Beginning in the quarter ended September 30, 2012, the Company began using the 2008 Valuation Basic Table (“2008 VBT”), a mortality table developed by the U.S. Society of Actuaries. The mortality table is created based on the expected rates of death among groups categorized by gender, age, and smoking status. Since the Company uses the 2008 VBT, the Company calculates its own mortality factor that, when applied to the 2008 VBT, produces the same life expectancy provided by each LE providers. The resulting mortality factors are then blended to determine a factor for each insured. |
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To generate best estimate probabilistic cash flow stream, a mortality curve is generated by calculating the probability of mortality for each period based on the calculated mortality factors and the death rates from the 2008 VBT. The company modifies the table by incorporating future mortality improvements to better reflect the curves used by the LE providers. |
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A discounted present value calculation is then used to determine the value of the policy. If the insured dies earlier than expected, the return will be higher than if the insured dies when expected or later than expected. |
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The calculation allows for the possibility that if the insured dies earlier than expected, the premiums needed to keep the policy in force will not have to be paid. Conversely, the calculation also considers the possibility that if the insured lives longer than expected, more premium payments will be necessary. Based on these considerations, each possible outcome is assigned a probability and the range of possible outcomes is then used to create a value for the policy. |
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The Company currently obtains its life expectancy reports from two life expectancy report providers, AVS Underwriting LLC (“AVS”) and 21st Services, LLC (“21st Services”). In the first quarter of 2013, 21st Services announced revisions to its underwriting methodology. According to 21st Services, these revisions have generally been understood to lengthen the average reported life expectancy furnished by this life expectancy provider by 19%. As of December 31, 2014, the Company received 477 updated life expectancy reports from 21st Services, of which 441 were used to calculate life expectancy extension. These life expectancies reported an average lengthening of life expectancies of 17.74% and, based on this sample, for the year ended December 31, 2014, the Company increased the life expectancies furnished by 21st Services by 17.74% on the rest of its portfolio of life settlements prior to blending them with the life expectancy reports furnished by AVS. The Company expects to continue to lengthen life expectancies furnished by 21st Services that have not been re-underwritten using their updated methodology. Since the Revolving Credit Facility necessitates that the Company procure updated life expectancies on a periodic basis, the number of policies that are lengthened by the Company in this manner will decrease over time and the fair value calculations in future periods will, accordingly, reflect the actual impact of the revised 21st Services methodology on a policy by policy basis as updated life expectancy reports are procured. |
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In August 2014, the U.S. Society of Actuaries released draft tables for the 2014 Valuation Basic Table (“2014 VBT”), which show a lengthening of average life expectancies. We currently use a modified version of the 2008 Valuation Basic Table (“2008 VBT”), the predecessor to the 2014 VBT, as an input to the estimation of fair value of our life settlements. The 2014 VBT is expected to be released some time in 2015 and we will continue to monitor the market reaction to the draft tables and to the 2014 VBT once it is released. Future changes in life expectancies could have a material adverse effect on the fair value of our investment in life settlements, which could have a material adverse effect on our business, financial condition and results of operations. |
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Life expectancy sensitivity analysis |
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If all of the insured lives in the Company’s life settlement portfolio live six months shorter or longer than the life expectancies provided by these third parties, the change in estimated fair value would be as follows (dollars in thousands): |
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Life Expectancy Months Adjustment | | Value | | | Change in | | | | | | | | | |
Value | | | | | | | | |
6 | | $ | 327,556 | | | $ | (61,330 | ) | | | | | | | | |
- | | $ | 388,886 | | | | — | | | | | | | | | |
-6 | | $ | 455,430 | | | $ | 66,544 | | | | | | | | | |
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Future changes in the life expectancies could have a material effect on the fair value of our investment in life settlements, which could have a material adverse effect on our business, financial condition and results of operations. |
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Discount rate |
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The discount rate incorporates current information about market interest rates, the credit exposure to the insurance company that issued the life insurance policy and our estimate of the risk premium an investor in the policy would require. |
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The Company re-evaluates its discount rates at the end of every reporting period in order to reflect the estimated discount rates that could reasonably be used in a market transaction involving the Company’s portfolio of life insurance policies. In doing so, the Company relies on management insight, engages third party consultants to corroborate its assessment, engages in discussions with other market participants and potential financing sources and extrapolates the discount rate underlying actual sales of policies. |
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Due to the Company’s association with the USAO Investigation and certain civil litigation involving the Company, the Company believes that, when given the choice to invest in a policy that was associated with the Company’s premium finance business and a similar policy without such an association, all else being equal, an investor would have generally opted to invest in the policy that was not associated with the Company’s premium finance business. However, since the Company entered into a non-prosecution agreement, investors have required less of a risk premium to transact in policies associated with the Company’s legacy premium finance business. In general, the Company believes that the risk premium an investor would require to transact in a policy that has been premium financed versus a policy without premium financing is lessening in the current market environment and further expects that, with the passage of time, investors will continue to require less of a risk premium to transact in policies associated with its legacy premium finance business. |
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Credit exposure of insurance company |
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The Company considers the financial standing of the issuer of each life insurance policy. Typically, we seek to hold policies issued by insurance companies that are rated investment grade by the top three credit rating agencies. At December 31, 2014, the Company had nineteen life insurance policies issued by two carriers that were rated non-investment grade as of that date. In order to compensate a market participant for the perceived credit and challenge risks associated with these policies, the Company applied an additional 300 basis point risk premium. |
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The following table provides information about the life insurance issuer concentrations that exceed 10% of total death benefit and 10% of total fair value of our investments in life settlements as of December 31, 2014: |
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Carrier | | Percentage of | | | Percentage of | | | Moody’s | | | S&P | |
Total Fair | Total Death | Rating | Rating |
Value | Benefit | | |
Lincoln National Life Insurance Company | | | 22.8 | % | | | 20.1 | % | | | A1 | | | | AA- | |
Transamerica Life Insurance Company | | | 22 | % | | | 20.5 | % | | | A1 | | | | AA- | |
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Estimated risk premium |
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As of December 31, 2014, the Company owned 607 policies with an aggregate investment in life settlements of $388.9 million. Of these 607 policies, 553 were premium financed and are valued using discount rates that range from 16.05% to 25.80%. The remaining 54 policies, which are non-premium financed, are valued using discount rates that range from 14.80% to 20.80%. As of December 31, 2014, the weighted average discount rate calculated based on death benefit used in valuing the policies in our life settlement portfolio was 17.77%. |
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The discount rate incorporates current information about market interest rates, the credit exposure to the insurance company that issued the life insurance policy and our estimate of the risk premium an investor in the policy would require. The extent to which the fair value could vary in the near term has been quantified by evaluating the effect of changes in the weighted average discount rate on the death benefit used to estimate the fair value. If the weighted average discount rate were increased or decreased by 1/2 of 1% and the other assumptions used to estimate fair value remained the same, the change in estimated fair value would be as follows (dollars in thousands): |
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Market interest rate sensitivity analysis |
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Weighted Average Rate Calculated Based on Death | | Rate Adjustment | | | Value | | | Change in Value | | | | | |
Benefit | | | | |
17.27% | | | -0.5 | % | | $ | 399,523 | | | $ | 10,637 | | | | | |
17.77% | | | — | | | $ | 388,886 | | | $ | — | | | | | |
18.27% | | | 0.5 | % | | $ | 378,709 | | | $ | (10,177 | ) | | | | |
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Future changes in the discount rates we use to value life insurance policies could have a material effect on our yield on life settlement transactions, which could have a material adverse effect on our business, financial condition and results of our operations. |
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At the end of each reporting period we re-value the life insurance policies using our valuation model in order to update our estimate of fair value for investments in policies held on our balance sheet. This includes reviewing our assumptions for discount rates and life expectancies as well as incorporating current information for premium payments and the passage of time. |
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Structured settlement receivables—All structured settlements that were acquired subsequent to July 1, 2010 were marked to fair value. We made this election because it was our intention to sell these assets within twelve months of acquisition. Structured settlements are purchased at effective yields that are fixed. Purchase discounts are accreted into interest income using the effective-interest method for those structured settlements marked to fair value. As December 31, 2014, the Company had 17 structured settlements with an estimated fair value of $384,000 and an average sales discount rate of 8.66%. |
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Revolving Credit Facility debt—In connection with the Revolving Credit Facility, 450 policies are pledged by White Eagle to serve as collateral for its obligations under the facility. Absent an event of default under the Revolving Credit Facility, ongoing borrowings will be used to pay the premiums on these policies and certain approved third party expenses. Proceeds from the policies pledged as collateral will be distributed pursuant to a waterfall. After premium payments and fees to service providers, 100% of the remaining proceeds will be directed to pay outstanding principal and interest on the loan. Generally, after payment of principal and interest, collections from policy proceeds are to be paid to White Eagle up to $76.1 million, then 50% of the remaining proceeds are to be directed to the lenders with the remainder paid to White Eagle. We have elected to account for this long-term debt, which includes the lender’s interest in policy proceeds, using the fair value method. The fair value of the debt is the amount the Company would have to pay to transfer the debt to a market participant in an orderly transaction. We calculated the fair value of the debt using a discounted cash flow model taking into account the stated interest rate of the Revolving Credit Facility and probabilistic cash flows from the pledged policies. Accordingly, our estimates are not necessarily indicative of the amounts that we, or holders of the instruments, could realize in a current market exchange. The most significant assumptions are the estimates of life expectancy of the insured and the discount rate. The use of different assumptions and/or estimation methodologies could have a material effect on the estimated fair values. |
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Life expectancy sensitivity analysis of Revolving Credit Facility debt |
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A considerable portion of the fair value of the Revolving Credit Facility debt is determined by the timing of receipt of future policy proceeds. Should life expectancies lengthen such that policy proceeds are collected further into the future, the fair value of this debt will decline. Conversely, should life expectancies shorten, the fair value of this debt will increase. Considerable judgment is required in interpreting market data to develop the estimates of fair value. |
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If all of the insured lives in the life settlement portfolio pledged under the Revolving Credit Facility live six months shorter or longer than the life expectancies used to calculate the estimated fair value of the Revolving Credit Facility debt, the change in estimated fair value would be as follows (dollars in thousands): |
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Life Expectancy Months Adjustment | | Fair Value of | | | Change in Value | | | | | | | | | |
Revolving Credit | | | | | | | | |
Facility debt | | | | | | | | |
6 | | $ | 124,054 | | | $ | (21,777 | ) | | | | | | | | |
- | | $ | 145,831 | | | | — | | | | | | | | | |
-6 | | $ | 168,975 | | | $ | 23,144 | | | | | | | | | |
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Future changes in the life expectancies could have a material effect on the fair value of our Revolving Credit Facility debt, which could have a material adverse effect on our business, financial condition and results of operations. |
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Discount rate of Revolving Credit Facility debt |
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The discount rate incorporates current information about market interest rates, credit exposure to insurance companies and our estimate of the return a lender lending against the policies would require. |
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Market interest rate sensitivity analysis of Revolving Credit Facility debt |
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The extent to which the fair value of the Revolving Credit Facility debt could vary in the near term has been quantified by evaluating the effect of changes in the weighted average discount. If the weighted average discount rate were increased or decreased by 1⁄2 of 1% and the other assumptions used to estimate fair value remained the same, the change in estimated fair value of the Revolving Credit Facility debt as of December 31, 2014 would be as follows (dollars in thousands): |
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Discount Rate | | Rate Adjustment | | | Fair Value of | | | Change in Value | | | | | |
Revolving Credit | | | | |
Facility debt | | | | |
23.39% | | | -0.5 | % | | $ | 148,613 | | | $ | 2,782 | | | | | |
23.89% | | | — | | | $ | 145,831 | | | $ | — | | | | | |
24.39% | | | 0.5 | % | | $ | 143,142 | | | $ | (2,689 | ) | | | | |
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Future changes in the discount rates could have a material effect on the fair value of our Revolving Credit Facility debt, which could have a material adverse effect on our business, financial condition and results of our operations. |
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At December 31, 2014, the fair value of the debt was $145.8 million and the outstanding principal was approximately $160.7 million. |
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Senior Unsecured Convertible Notes- The Company determined that an embedded conversion option in the Convertible Notes was required to be separately accounted for as a derivative under Accounting Standards Codification 815, Derivatives and Hedging (“ASC 815”). ASC 815 required the Company to bifurcate the embedded conversion option and record it as a liability at fair value and reduce the debt liability by a corresponding discount of an equivalent amount. The Company used a Black Scholes pricing model that incorporates present valuation techniques and reflect both the time value and the intrinsic value of the embedded conversion option to approximate the fair value of the conversion derivative liability at the end of each reporting period. This model required assumptions as to expected volatility, dividends, terms, and risk free rates. |
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In accordance with ASC 815, upon receipt of shareholder approval on June 5, 2014, the Company reclassified the embedded derivative to stockholders’ equity along with unamortized transaction costs proportionate to the allocation of the initial debt discount and the principal amount of the Convertible Notes. The Convertible Notes continue to be recorded at accreted value up to the par value of the Convertible Notes at maturity. See Note 11, “8.50% Senior Unsecured Convertible Notes.” Although we believe our valuation method is appropriate, the use of different methodologies or assumptions to determine the fair value could result in different fair values. |
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Changes in Fair Value |
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The following tables provide a roll-forward in the changes in fair value for the year ended December 31, 2014, for all assets and liabilities for which the Company determines fair value using a material level of unobservable (Level 3) inputs (in thousands): |
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Life Settlements: | | | | | | | | | | | | | | | | |
Balance, January 1, 2014 | | $ | 302,961 | | | | | | | | | | | | | |
Purchase of policies | | | 16,296 | | | | | | | | | | | | | |
Change in fair value | | | 44,128 | | | | | | | | | | | | | |
Matured/lapsed/sold polices | | | (29,957 | ) | | | | | | | | | | | | |
Premiums paid | | | 55,458 | | | | | | | | | | | | | |
Transfers into level 3 | | | — | | | | | | | | | | | | | |
Transfers out of level 3 | | | — | | | | | | | | | | | | | |
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Balance, December 31, 2014 | | $ | 388,886 | | | | | | | | | | | | | |
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Changes in fair value included in earnings for the period relating to assets held at December 31, 2014 | | $ | 22,597 | | | | | | | | | | | | | |
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The following tables provide a roll-forward in the changes in fair value for the year ended December 31, 2014, for all liabilities for which the Company determines fair value using a material level of unobservable (Level 3) inputs (in thousands): |
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Revolving Credit Facility debt: | | | | | | | | | | | | | | | | |
Balance, January 1, 2014 | | $ | 123,847 | | | | | | | | | | | | | |
Draws under the revolving credit facility | | | 57,233 | | | | | | | | | | | | | |
Payments on credit facility | | | (29,777 | ) | | | | | | | | | | | | |
Unrealized change in fair value | | | (5,472 | ) | | | | | | | | | | | | |
Transfers into level 3 | | | — | | | | | | | | | | | | | |
Transfer out of level 3 | | | — | | | | | | | | | | | | | |
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Balance, December 31, 2014 | | $ | 145,831 | | | | | | | | | | | | | |
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Changes in fair value included in earnings for the period relating to liabilities at December 31, 2014 | | $ | (5,472 | ) | | | | | | | | | | | | |
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The following tables provide a roll-forward in the changes in fair value for the year ended December 31, 2013, for all assets and liabilities for which the Company determines fair value using a material level of unobservable (Level 3) inputs (in thousands): |
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Life Settlements: | | | | | | | | | | | | | | | | |
Balance, January 1, 2013 | | $ | 113,441 | | | | | | | | | | | | | |
Purchase of policies | | | 55,500 | | | | | | | | | | | | | |
Acquired in foreclosure | | | 3,168 | | | | | | | | | | | | | |
Change in fair value | | | 88,686 | | | | | | | | | | | | | |
Matured/lapsed/sold polices | | | (22,955 | ) | | | | | | | | | | | | |
Premiums paid | | | 65,121 | | | | | | | | | | | | | |
Transfers into level 3 | | | — | | | | | | | | | | | | | |
Transfers out of level 3 | | | — | | | | | | | | | | | | | |
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Balance, December 31, 2013 | | $ | 302,961 | | | | | | | | | | | | | |
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Changes in fair value included in earnings for the period relating to assets held at December 31, 2013 | | $ | 75,673 | | | | | | | | | | | | | |
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The following tables provide a roll-forward in the changes in fair value for the year ended December 31, 2013, for all liabilities for which the Company determines fair value using a material level of unobservable (Level 3) inputs (in thousands): |
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Revolving Credit Facility debt: | | | | | | | | | | | | | | | | |
Balance, January 1, 2013 | | $ | — | | | | | | | | | | | | | |
Initial Advance under the revolving credit facility | | | 83,020 | | | | | | | | | | | | | |
Subsequent Draws under the revolving credit facility | | | 50,200 | | | | | | | | | | | | | |
Unrealized change in fair value | | | (9,373 | ) | | | | | | | | | | | | |
Transfers into level 3 | | | — | | | | | | | | | | | | | |
Transfer out of level 3 | | | — | | | | | | | | | | | | | |
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Balance, December 31, 2013 | | $ | 123,847 | | | | | | | | | | | | | |
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Changes in fair value included in earnings for the period relating to liabilities at December 31, 2013 | | $ | (9,373 | ) | | | | | | | | | | | | |
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There were no transfers of financial assets between levels of the fair value hierarchy during the years ended December 31, 2014 and 2013. |