Fair Value Measurements | 9 Months Ended |
Sep. 30, 2014 |
Fair Value Measurements | ' |
Fair Value Measurements | ' |
5. Fair Value Measurements |
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ASC 820, Fair Value Measurements and Disclosures (“ASC 820”), establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels are defined as follows: |
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· Level 1 — inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that are accessible at the measurement date. |
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· Level 2 — inputs to the valuation methodology include quoted prices in markets that are not active or quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. |
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· Level 3 — inputs to the valuation methodology are unobservable, reflecting the entity’s own assumptions about assumptions market participants would use in pricing the asset or liability. |
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A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Fair value is a market based measure considered from the perspective of a market participant who holds the asset or owes the liabilities rather than an entity specific measure. Therefore, even when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that market participants would use in pricing the assets or liabilities at the measurement date. The Company uses valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. The Company also evaluates various factors to determine whether certain transactions are orderly and may make adjustments to transactions or quoted prices when the volume and level of activity for an asset or liability have decreased significantly. |
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The above conditions could cause certain assets and liabilities to be reclassified from Level 1 to Level 2 or Level 3 or reclassified from Level 2 to Level 3. The inputs or methodology used for valuing the assets or liabilities are not necessarily an indication of the risk associated with the assets and liabilities. |
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The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value: |
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For assets and liabilities measured at fair value in the unaudited condensed consolidated financial statements: |
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Marketable securities — The estimated fair value of investments in marketable securities is based on quoted market prices. |
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VIE and other finance receivables and VIE long-term debt issued by securitization and permanent financing trusts, at fair market value — The estimated fair value of VIE and other finance receivables and VIE long- term debt issued by securitization and permanent financing trusts, at fair value is determined based on a discounted cash flow model using expected future collections discounted at a calculated rate as described below. |
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For guaranteed structured settlements and annuities, the Company allocates the projected cash flows based on the waterfall of the securitization and permanent financing trusts (collectivity the “Trusts”). The waterfall includes fees to operate the Trusts (servicing fees, admin fees, etc.), note holder principal and note holder interest. Many of the Trusts have various tranches of debt that have varying subordinations in the waterfall calculation (Note 10). The remaining cash flows, net of those obligations, are considered a residual interest which is projected to be paid to the Company’s retained interest holders. |
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The projected finance receivable cash flows used to pay the obligations of the Trusts are discounted using a calculated rate derived from the fair value interest rates of the debt in the Trusts. The fair value interest rate of the debt is derived using a swap curve and applying a calculated spread that is based on market indices that are highly correlated with the spreads from the Company’s previous securitizations. The calculated spread is adjusted for the specific attributes of the debt in the Trusts, such as years to maturity and credit grade. The debt’s fair value interest rates are applied to the projected future cash payments paid on the principal and interest to derive the debt’s fair value. The debt’s fair value interest rates are blended using the debt’s principal balance to obtain a weighted average fair value interest rate; this rate is used to determine the value of the finance receivables’ asset cash flows. In addition, the Company considers transformation cost and profit margin associated with its securitizations to derive the fair value of its finance receivables’ asset cash flows. The finance receivables’ residual cash flows remaining after the projected obligations of the Trusts are satisfied are discounted using a separate yield based on an assumed rating of the residual tranche (6.38% and 7.85% as of September 30, 2014 and December 31, 2013, respectively, with a weighted average life of 20 years as of both dates). |
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The residual cash flows are adjusted for a loss assumption of 0.25% over the life of the finance receivables in its fair value calculation. Finance receivable cash flows, including the residual asset cash flows, are included in VIE and other finance receivables, at fair market value in the Company’s condensed consolidated balance sheets. The associated debt’s projected future cash payments for principal and interest are included in VIE long-term debt issued by securitization and permanent financing trusts, at fair market value. |
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For finance receivables not yet securitized, the Company uses the calculated spreads based on market indices, while also considering transformation costs and profit margin to determine the fair value yield adjusting for expected losses and applying the residual yield for the cash flows the Company projects would make up the retained interest in a securitization. |
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For the Company’s Life Contingent Structured Settlements (“LCSS”) receivables and long-term debt issued by its related permanent financing trusts, the blended weighted average discount rate of the LCSS receivables at the time of borrowing (which occurs frequently throughout the year) is used to determine the fair value of the receivables’ cash flows. The residual cash flows relating to the LCSS receivables are discounted using a separate yield based on the assumed rating to the residual tranche reflecting the life contingent feature of these receivables. |
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Life settlement contracts, at fair market value — The fair values of life settlement contracts are determined by reference to the transfer price of similar life settlement contracts under a discounted cash flow calculation that takes into account the net death benefit under the policy, estimated future premium payments and the life expectancy of the insured, as well as other qualitative factors regarding market participants’ assumptions. Life expectancy is determined on a policy-by-policy basis using the results of medical underwriting performed by independent agencies. |
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Notes receivable, at fair market value — The fair values of notes receivable were determined based on the discounted present value of future expected cash flows using management’s best estimates of the key assumptions regarding credit losses and discount rates determined to be commensurate with the risks involved. The notes receivable was repaid in June 2014. As of December 31, 2013, the amortized cost and fair value of the notes receivable was $6.2 million and $5.6 million, respectively. |
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VIE derivative liabilities, at fair value — The fair value of interest rate swaps is based on pricing models which consider current interest rates, and the amount and timing of cash flows (Note 12). |
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Assets and liabilities for which fair value is only disclosed: |
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VIE and other finance receivables, net of allowance for losses — The fair value of structured settlement, annuity, and lottery receivables was estimated based on the present value of future expected cash flows using discount rates commensurate with the risks involved. The fair value of pre-settlement funding transactions and attorney cost financing was based on expected losses and historical loss experience associated with the respective receivables using management’s best estimates of the key assumptions regarding credit losses. |
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Other receivables, net of allowance for losses — The estimated fair value of advances receivable and certain other receivables, which are generally recovered in less than three months, is equal to the carrying amount. The carrying value of other receivables which have expected recoverability of greater than three months, which consist primarily of a note receivable, have been estimated based on the present value of future expected cash flows using management’s best estimate of the key assumptions, including discount rates commensurate with the risks involved. |
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Installment obligations payable — Installment obligations payable are reported at contract value determined based on changes in the measuring indices selected by the obligees under the terms of the obligations over the lives of the obligations. The fair value of installment obligations payable is estimated to be equal to carrying value. |
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Term loan payable — The estimated fair value of the term loan payable is based on recently executed transactions and market price quotations obtained from third-parties (Note 11). |
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VIE borrowings under revolving credit facilities and other similar borrowings — The estimated fair value of borrowings under revolving credit facilities and other similar borrowings is based on the borrowing rates currently available to the Company for debt with similar terms and remaining maturities. |
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VIE long-term debt — The estimated fair value of VIE long-term debt is based on fair value borrowing rates available to the Company based on recently executed transactions with similar underlying collateral characteristics, reflecting the specific terms and conditions of the debt. |
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The following table sets forth the Company’s assets and liabilities that are carried at fair value on the Company’s condensed consolidated balance sheets as of September 30, 2014 and December 31, 2013: |
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| | Quoted Prices in Active | | Significant Other | | Significant | | | |
| | Markets for Identical Assets | | Observable Inputs | | Unobservable Inputs | | Total at | |
| | Level 1 | | Level 2 | | Level 3 | | Fair Value | |
| | (In thousands) | |
September 30, 2014: | | | | | | | | | |
Assets | | | | | | | | | |
Marketable Securities: | | | | | | | | | |
Equity securities | | | | | | | | | |
US large cap | | $ | 37,394 | | $ | — | | $ | — | | $ | 37,394 | |
US mid cap | | 7,665 | | — | | — | | 7,665 | |
US small cap | | 7,680 | | — | | — | | 7,680 | |
International | | 18,140 | | — | | — | | 18,140 | |
Other equity | | 1,161 | | — | | — | | 1,161 | |
Total equity securities | | 72,040 | | — | | — | | 72,040 | |
Fixed income securities | | | | | | | | | |
US fixed income | | 21,432 | | — | | — | | 21,432 | |
International fixed income | | 4,146 | | — | | — | | 4,146 | |
Other fixed income | | 26 | | — | | — | | 26 | |
Total fixed income securities | | 25,604 | | — | | — | | 25,604 | |
Other securities | | | | | | | | | |
Cash & cash equivalents | | 4,300 | | — | | — | | 4,300 | |
Alternative investments | | 2,089 | | — | | — | | 2,089 | |
Annuities | | 2,457 | | — | | — | | 2,457 | |
Total other securities | | 8,846 | | — | | — | | 8,846 | |
Total marketable securities | | 106,490 | | — | | — | | 106,490 | |
VIE and other finance receivables at fair market value | | — | | — | | 4,356,458 | | 4,356,458 | |
Notes receivable at fair market value | | — | | — | | — | | — | |
Life settlements contracts, at fair market value (1) | | — | | — | | — | | — | |
Total Assets | | $ | 106,490 | | $ | — | | $ | 4,356,458 | | $ | 4,462,948 | |
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Liabilities | | | | | | | | | |
VIE long-term debt issued by securitization and permanent financing trusts, at fair market value | | $ | — | | $ | — | | $ | 3,836,856 | | $ | 3,836,856 | |
VIE derivative liabilities, at fair market value | | — | | 70,016 | | — | | 70,016 | |
Total Liabilities | | $ | — | | $ | 70,016 | | $ | 3,836,856 | | 3,906,872 | |
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(1) Included in other assets on the Company’s unaudited condensed consolidated balance sheet. |
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| | Quoted Prices in Active | | Significant Other | | Significant | | | |
| | Markets for Identical Assets | | Observable Inputs | | Unobservable Inputs | | Total at | |
| | Level 1 | | Level 2 | | Level 3 | | Fair Value | |
| | (In thousands) | |
December 31, 2013: | | | | | | | | | |
Assets | | | | | | | | | |
Marketable Securities: | | | | | | | | | |
Equity securities | | | | | | | | | |
US large cap | | $ | 41,821 | | $ | — | | $ | — | | $ | 41,821 | |
US mid cap | | 9,769 | | — | | — | | 9,769 | |
US small cap | | 10,212 | | — | | — | | 10,212 | |
International | | 19,938 | | — | | — | | 19,938 | |
Other equity | | 936 | | — | | — | | 936 | |
Total equity securities | | 82,676 | | — | | — | | 82,676 | |
Fixed income securities | | | | | | | | | |
US fixed income | | 26,713 | | — | | — | | 26,713 | |
International fixed income | | 4,089 | | — | | — | | 4,089 | |
Other fixed income | | 29 | | — | | — | | 29 | |
Total fixed income securities | | 30,831 | | — | | — | | 30,831 | |
Other securities | | | | | | | | | |
Cash & cash equivalents | | 5,534 | | — | | — | | 5,534 | |
Alternative investments | | 705 | | — | | — | | 705 | |
Annuities | | 2,208 | | — | | — | | 2,208 | |
Total other securities | | 8,447 | | — | | — | | 8,447 | |
Total marketable securities | | 121,954 | | — | | — | | 121,954 | |
VIE and other finance receivables at fair market value | | — | | — | | 3,870,649 | | 3,870,649 | |
Notes receivable at fair market value | | — | | — | | 5,610 | | 5,610 | |
Life settlements contracts, at fair market value (1) | | — | | — | | — | | — | |
Total Assets | | $ | 121,954 | | $ | — | | $ | 3,876,259 | | $ | 3,998,213 | |
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Liabilities | | | | | | | | | |
VIE long-term debt issued by securitization and permanent financing trusts, at fair market value | | $ | — | | $ | — | | $ | 3,431,283 | | $ | 3,431,283 | |
VIE derivative liabilities, at fair market value | | — | | 70,296 | | — | | 70,296 | |
Total Liabilities | | $ | — | | $ | 70,296 | | $ | 3,431,283 | | 3,501,579 | |
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(1) Included in other assets on the Company’s condensed consolidated balance sheet. |
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The following table sets forth the Company’s quantitative information about its Level 3 fair value measurements as of September 30, 2014 and December 31, 2013, respectively: |
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| | | | | | | | Range | | | | |
| | Fair Value | | Valuation Technique | | Unobservable Input | | (Weighted Average) | | | | |
| | (Dollars in thousands) | | | | | | | | | | |
September 30, 2014: | | | | | | | | | | | | |
Assets | | | | | | | | | | | | |
VIE and other finance receivables, at fair market value | | $ | 4,356,458 | | Discounted cash flow | | Discount rate | | 2.56% - 12.82% (3.68%) | | | | |
Life settlement contracts, at fair market value | | — | | Model actuarial pricing | | Life expectancy | | 5 to 241 months (139) | | | | |
Discount rate | 18.50% (18.50%) | | | |
Total Assets | | $ | 4,356,458 | | | | | | | | | | |
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Liabilities | | | | | | | | | | | | |
VIE long-term debt issued by securitization and permanent financing trusts, at fair market value | | 3,836,856 | | Discounted cash flow | | Discount rate | | 0.68% - 12.82% (3.39%) | | | | |
Total Liabilities | | $ | 3,836,856 | | | | | | | | | | |
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| | | | | | | | Range | | | | |
| | Fair Value | | Valuation Technique | | Unobservable Input | | (Weighted Average) | | | | |
| | (Dollars in thousands) | | | | | | | | | | |
December 31, 2013: | | | | | | | | | | | | |
Assets | | | | | | | | | | | | |
VIE and other finance receivables, at fair market value | | $ | 3,870,649 | | Discounted cash flow | | Discount rate | | 2.79% - 13.69% (4.33%) | | | | |
Notes receivable, at fair market value | | 5,610 | | Discounted cash flow | | Discount rate | | 7.85% (7.85%) | | | | |
Life settlement contracts, at fair market value | | — | | Model actuarial pricing | | Life expectancy | | 14 to 250 months (148) | | | | |
Discount rate | 18.50% (18.50%) | | | |
Total Assets | | $ | 3,876,259 | | | | | | | | | | |
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Liabilities | | | | | | | | | | | | |
VIE long-term debt issued by securitization and permanent financing trusts, at fair market value | | 3,431,283 | | Discounted cash flow | | Discount rate | | 0.73% - 12.70% (3.94%) | | | | |
Total Liabilities | | $ | 3,431,283 | | | | | | | | | | |
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A significant unobservable input used in the fair value measurement of all of the Company’s assets and liabilities measured at fair value using unobservable inputs (Level 3) is the discount rate. Significant increases (decreases) in the discount rate used to estimate fair value in isolation would result in a significantly lower (higher) fair value measurement of the corresponding asset or liability. An additional significant unobservable input used in the fair value measurement of the life settlement contracts, at fair value, is life expectancy. Significant increases (decreases) in the life expectancy used to estimate the fair value of life settlement contracts in isolation would result in a significantly lower (higher) fair value measurement. |
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The changes in assets measured at fair value using significant unobservable inputs (Level 3) during the nine months ended September 30, 2014 and 2013 were as follows: |
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| | VIE and other | | Life settlement | | Notes receivable, at | | Total | |
finance receivables, | contracts, at fair | fair market value |
at fair market value | market value | |
| | (In thousands) | |
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Balance as of December 31, 2013 | | $ | 3,870,649 | | $ | — | | $ | 5,610 | | $ | 3,876,259 | |
Total gains (losses): | | | | | | | | | |
Included in earnings / losses | | 398,987 | | (116 | ) | 2,098 | | 400,969 | |
Included in other comprehensive gain | | — | | — | | (1,615 | ) | (1,615 | ) |
Purchases of finance receivables | | 320,485 | | — | | — | | 320,485 | |
Life insurance premiums paid | | — | | 116 | | — | | 116 | |
Interest accreted | | 123,140 | | — | | — | | 123,140 | |
Payments received | | (356,803 | ) | — | | (6,093 | ) | (362,896 | ) |
Maturities | | — | | — | | — | | — | |
Asset distribution | | — | | — | | — | | — | |
Transfers in and/or out of Level 3 | | — | | — | | — | | — | |
Balance as of September 30, 2014 | | $ | 4,356,458 | | $ | — | | $ | — | | $ | 4,356,458 | |
The amount of net gains (losses) for the period included in revenues attributable to the change in unrealized gains or losses relating to assets still held as of: | | | | | | | | | |
September 30, 2014 | | $ | 398,987 | | $ | (116 | ) | $ | — | | $ | 398,871 | |
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Balance as of December 31, 2012 | | $ | 3,615,188 | | $ | 1,724 | | $ | 8,074 | | $ | 3,624,986 | |
Total gains (losses): | | | | | | | | | |
Included in earnings / losses | | 197,429 | | (22 | ) | 1,862 | | 199,269 | |
Included in other comprehensive gain | | — | | — | | (1,360 | ) | (1,360 | ) |
Purchases of finance receivables | | 300,452 | | — | | — | | 300,452 | |
Life insurance premiums paid | | — | | 241 | | — | | 241 | |
Interest accreted | | 107,784 | | — | | — | | 107,784 | |
Payments received | | (322,345 | ) | — | | (2,338 | ) | (324,683 | ) |
Maturities | | — | | (51 | ) | — | | (51 | ) |
Asset distribution | | (9,615 | ) | (1,892 | ) | — | | (11,507 | ) |
Transfers in and/or out of Level 3 | | — | | — | | — | | — | |
Balance as of September 30, 2013 | | $ | 3,888,893 | | $ | — | | $ | 6,238 | | $ | 3,895,131 | |
The amount of net gains (losses) for the period included in revenues attributable to the change in unrealized gains or losses relating to assets still held as of: | | | | | | | | | |
September 30, 2013 | | $ | 197,429 | | $ | 31 | | $ | — | | $ | 197,460 | |
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The changes in liabilities measured at fair value using significant unobservable inputs (Level 3) during the nine months ended September 30, 2014 and 2013 were as follows: |
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| | VIE long-term debt issued | | | | | | | | | | |
by securitizations and | | | | | | | | | |
permanent financing | | | | | | | | | |
trusts | | | | | | | | | |
| | (In thousands) | | | | | | | | | | |
Balance as of December 31, 2013 | | $ | 3,431,283 | | | | | | | | | | |
Net (gains) losses: | | | | | | | | | | | | |
Included in earnings / losses | | 177,420 | | | | | | | | | | |
Issuances | | 473,782 | | | | | | | | | | |
Interest accreted | | (28,944 | ) | | | | | | | | | |
Repayments | | (216,685 | ) | | | | | | | | | |
Transfers in and/or out of Level 3 | | — | | | | | | | | | | |
Balance as of September 30, 2014 | | $ | 3,836,856 | | | | | | | | | | |
The amount of net (gains) losses for the period included in revenues attributable to the change in unrealized gains or losses relating to long-term debt still held as of: | | | | | | | | | | | | |
September 30, 2014 | | $ | 177,667 | | | | | | | | | | |
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Balance as of December 31, 2012 | | $ | 3,229,591 | | | | | | | | | | |
Net (gains) losses: | | | | | | | | | | | | |
Included in earnings / losses | | 23,769 | | | | | | | | | | |
Issuances | | 406,240 | | | | | | | | | | |
Interest accreted | | (35,863 | ) | | | | | | | | | |
Repayments | | (185,876 | ) | | | | | | | | | |
Transfers in and/or out of Level 3 | | — | | | | | | | | | | |
Balance as of September 30, 2013 | | $ | 3,437,861 | | | | | | | | | | |
The amount of net (gains) losses for the period included in revenues attributable to the change in unrealized gains or losses relating to long-term debt still held as of: | | | | | | | | | | | | |
September 30, 2013 | | $ | 23,769 | | | | | | | | | | |
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Realized and unrealized gains and losses included in revenues in the accompanying unaudited condensed consolidated statements of operations for the three and nine months ended September 30, 2014 and 2013 are reported in the following revenue categories: |
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| | VIE and other finance | | Life settlement | | | | | | | |
receivables and long- | contracts income | | | | | | |
term debt | | | | | | | |
| | (In thousands) | | | | | | | |
Net gains (losses) included in revenues in the three months ended September 30, 2014 | | $ | 59,467 | | $ | — | | | | | | | |
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Unrealized gains (losses) for the three months ended September 30, 2014 relating to assets still held as of September 30, 2014 | | $ | 59,197 | | $ | — | | | | | | | |
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Net gains (losses) included in revenues in the nine months ended September 30, 2014 | | $ | 221,567 | | $ | (116 | ) | | | | | | |
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Unrealized gains (losses) for the nine months ended September 30, 2014 relating to assets still held as of September 30, 2014 | | $ | 221,320 | | $ | (116 | ) | | | | | | |
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Net gains (losses) included in revenues in the three months ended September 30, 2013 | | $ | 46,020 | | $ | 51 | | | | | | | |
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Unrealized gains (losses) for the three months ended September 30, 2013 relating to assets still held as of September 30, 2013 | | $ | 46,020 | | $ | 51 | | | | | | | |
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Net gains (losses) included in revenues in the nine months ended September 30, 2013 | | $ | 173,660 | | $ | (22 | ) | | | | | | |
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Unrealized gains (losses) for the nine months ended September 30, 2013 relating to assets still held as of September 30, 2013 | | $ | 173,660 | | $ | 31 | | | | | | | |
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The Company discloses fair value information about financial instruments, whether or not recognized at fair value in the Company’s condensed consolidated balance sheets, for which it is practicable to estimate that value. As such, the estimated fair values of the Company’s financial instruments are as follows: |
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| | September 30, | | December 31, | |
| | 2014 | | 2013 | |
| | (In thousands) | |
| | Estimated | | | | Estimated | | | |
| | Fair | | Carrying | | Fair | | Carrying | |
| | Value | | Amount | | Value | | Amount | |
Financial assets | | | | | | | | | |
Marketable securities | | $ | 106,490 | | $ | 106,490 | | $ | 121,954 | | $ | 121,954 | |
VIE and other finance receivables, at fair market value | | 4,356,458 | | 4,356,458 | | 3,870,649 | | 3,870,649 | |
VIE and other finance receivables, net of allowance for losses (1) | | 125,495 | | 132,888 | | 126,502 | | 132,992 | |
Notes receivable, at fair market value | | — | | — | | 5,610 | | 5,610 | |
Other receivables, net of allowance for losses (1) | | 12,281 | | 12,281 | | 13,529 | | 13,529 | |
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Financial liabilities | | | | | | | | | |
VIE derivative liabilities, at fair market value | | 70,016 | | 70,016 | | 70,296 | | 70,296 | |
VIE borrowings under revolving credit facilities and other similar borrowings (1) | | 27,367 | | 25,358 | | 42,275 | | 41,274 | |
VIE long-term debt (1) | | 178,145 | | 183,310 | | 147,112 | | 150,802 | |
VIE long-term debt issued by securitization and permanent financing trusts, at fair market value | | 3,836,856 | | 3,836,856 | | 3,431,283 | | 3,431,283 | |
Installment obligations payable (1) | | 106,490 | | 106,490 | | 121,954 | | 121,954 | |
Term loan payable (1) | | 436,433 | | 436,433 | | 434,184 | | 434,184 | |
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(1) These represent financial instruments not recorded in the condensed consolidated balance sheets at fair value. Such financial instruments would be classified as Level 3 within the fair value hierarchy. |