Financial Assets and Liabilities | 9. Financial Assets and Liabilities At June 30, 2017 and December 31, 2016, substantially all of Company’s financial assets and liabilities, except for the long-term borrowings, short-term borrowings, securities borrowed and loaned, and certain exchange memberships, which would all be categorized as Level 2, were carried at fair value based on published market prices and are marked to market daily or were short-term in nature and were carried at amounts that approximate fair value. The Company determined that the carrying value of the Company’s long-term borrowings approximates fair value as of June 30, 2017 and December 31, 2016 based on the recent transaction date of the SBI Bonds and the quoted over-the-counter market prices provided by the issuer of the senior secured credit facility, and would be categorized as Level 2. As of March 31, 2017, the Company began pricing certain financial instruments held for trading at fair value based on theoretical prices which can differ from quoted market prices. The theoretical prices reflect price adjustments primarily caused by the fact that the Company continuously prices its financial instruments based on all available information. This information includes prices for identical and near-identical positions, as well as the prices for securities underlying the Company’s positions, on other exchanges that are open after the exchange on which the financial instruments is traded closes. The Company’s middle office department validates that all price adjustments can be substantiated with market inputs and checks the theoretical prices independently. Consequently, such financial instruments are classified as Level 2. The Company concluded that this is a change in accounting estimate and no retrospective adjustments were necessary. The fair value of equities, U.S. government obligations and exchange traded notes is estimated using recently executed transactions and market price quotations in active markets and are categorized as Level 1 with the exception of inactively traded equities and certain financial instruments noted in the preceding paragraph which are categorized as Level 2. Fair value of the Company’s derivative contracts is based on the indicative prices obtained from broadly distributed bank and broker dealers, as well as management’s own analyses. The indicative prices have been independently validated through the Company’s risk management systems, which are designed to check prices with information independently obtained from exchanges and venues where such financial instruments are listed or to compare prices of similar instruments with similar maturities for listed financial futures in foreign exchange. At June 30, 2017 and December 31, 2016, the Company’s derivative contracts and non-U.S. government obligations have been categorized as Level 2. As described later in this footnote, the Company has a minority investment in SBI Japannext Co., Ltd, a proprietary trading system based in Tokyo (“SBI Japannext”). The Company elected the fair value option to account for this equity investment because it believes that fair value is the most relevant measurement attribute for this investment, as well as to reduce operational and accounting complexity. This investment has been categorized as Level 3. The valuation process involved for Level 3 measurements is completed on a quarterly basis. The Company employs two valuation methodologies when determining the fair value of investments categorized as Level 3, market comparable analysis and discounted cash flow analysis. The market comparable analysis considers key financial inputs, recent public and private transactions and other available measures. The discounted cash flow analysis incorporates significant assumptions and judgments and the estimates of key inputs used in this methodology include the discount rate for the investment and assumed inputs used to calculate terminal values, such as price/earnings multiples. Upon completion of the valuations conducted using these methodologies, a weighting is ascribed to each method and the ultimate fair value recorded for a particular investment will generally be within a range suggested by the two methodologies. When determining the weighting ascribed to each valuation methodology, the Company considers, among other factors, the availability of direct market comparables, the applicability of a discounted cash flow analysis and the expected holding period. There were no transfers of financial instruments between levels during the three months and six months ended June 30, 2017 and 2016. Fair value measurements for those items measured on a recurring basis are summarized below as of June 30, 2017: June 30, 2017 Quoted Prices Significant in Active Other Significant Counterparty Markets for Observable Unobservable and Cash Identical Assets Inputs Inputs Collateral Total Fair (in thousands) (Level 1) (Level 2) (Level 3) Netting Value Assets Financial instruments owned, at fair value: Equity securities $ 252,485 $ 943,194 $ — $ — $ 1,195,679 Non-U.S. government obligations — 5,121 — — 5,121 Exchange traded notes — 36,931 — — 36,931 Currency forwards — 2,513,850 — (2,513,273) 577 Options — 101 — — 101 $ 252,485 $ 3,499,197 $ — $ (2,513,273) $ 1,238,409 Financial instruments owned, pledged as collateral: Equity securities $ 12,821 $ 136,952 $ — $ — $ 149,773 Exchange traded notes — 2,405 — — 2,405 $ 12,821 $ 139,357 $ — $ — $ 152,178 Other Assets Equity investment $ — $ — $ 37,297 $ — $ 37,297 Exchange stock 473 — — — 473 $ 473 $ — $ 37,297 $ — $ 37,770 Liabilities Financial instruments sold, not yet purchased, at fair value: Equity securities $ 312,110 $ 773,496 $ — $ — $ 1,085,606 U.S. and Non-U.S. government obligations — 2,873 — — 2,873 Exchange traded notes — 20,399 — — 20,399 Currency forwards — 2,508,096 — (2,508,096) — Options — 132 — — 132 $ 312,110 $ 3,304,996 $ — $ (2,508,096) $ 1,109,010 Fair value measurements for those items measured on a recurring basis are summarized below as of December 31, 2016: December 31, 2016 Quoted Prices in Active Significant Markets for Other Significant Counterparty Identical Observable Unobservable and Cash Assets Inputs Inputs Collateral Total Fair (in thousands) (Level 1) (Level 2) (Level 3) Netting Value Assets Financial instruments owned, at fair value: Equity securities $ 1,597,049 $ 31,988 $ — $ — $ 1,629,037 Non-U.S. government obligations — 10,765 — — 10,765 Exchange traded notes 37,034 — — — 37,034 Currency forwards — 1,147,261 — (1,140,239) 7,022 Options — 141 — — 141 $ 1,634,083 $ 1,190,155 $ — $ (1,140,239) $ 1,683,999 Financial instruments owned, pledged as collateral: Equity securities $ 128,202 $ — $ — $ — $ 128,202 Exchange traded notes 15,681 — — — 15,681 $ 143,883 $ — $ — $ — $ 143,883 Other Assets Equity investment $ — $ — $ 36,031 $ — $ 36,031 Exchange stock 449 — — — 449 $ 449 $ — $ 36,031 $ — $ 36,480 Liabilities Financial instruments sold, not yet purchased, at fair value: Equity securities $ 1,323,693 $ 6,638 $ — $ — $ 1,330,331 Exchange traded notes 18,744 — — — 18,744 Currency forwards — 1,009,038 — (1,009,038) — Options — 80 — — 80 $ 1,342,437 $ 1,015,756 $ — $ (1,009,038) $ 1,349,155 Investment in SBI Japannext Co., Ltd. On July 27, 2016, the Company purchased an additional minority interest (29.4%) in SBI Japannext for $38.8 million in cash (“SBI Investment”). In connection with the SBI Investment, VFH issued bonds to certain affiliates of SBI Japannext and used the proceeds to finance the transaction (Note 8). As of June 30, 2017, the Company determined the fair value of the SBI Investment using the discounted cash flow method, an income approach, with the discount rate of 15.9% applied to the cash flow forecasts. The Company also used a market approach based on 19x average price/earnings multiples of comparable companies to corroborate the income approach. The fair value of the SBI Investment at December 31, 2016 was determined to approximate the purchase price paid for the SBI Investment, adjusted for the changes in the Japanese Yen currency rate, given the proximity to the transaction date and lack of significant events subsequent to the transaction date. The fair value measurement is highly sensitive to significant changes in the unobservable inputs and significant increases (decreases) in discount rate or decreases (increases) in price/earnings multiples would result in a significantly lower (higher) fair value measurement. Changes in the fair value of the SBI Investment are reflected in other, net in the condensed consolidated statements of comprehensive income. The following presents the changes in Level 3 financial instruments measured at fair value on a recurring basis: Six Months Ended June 30, 2017 Change in Net Unrealized Gains / (Losses) on Investments Balance at Total Realized Net Transfers Balance at still held at December 31, and Unrealized into (out of) June 30, June 30, (in thousands) 2016 Purchases Gains / (Losses) Level 3 2017 2017 Assets Other assets: Equity investment $ 36,031 $ — $ 1,266 $ — $ 37,297 $ 1,266 Total $ 36,031 $ — $ 1,266 $ — $ 37,297 $ 1,266 Offsetting of Financial Assets and Liabilities The Company does not net securities borrowed and securities loaned, or securities purchased under agreements to resell and securities sold under agreements to repurchase. These financial instruments are presented on a gross basis in the condensed consolidated statements of financial condition. In the tables below, the amounts of financial instruments owned that are not offset in the condensed consolidated statements of financial condition, but could be netted against financial liabilities with specific counterparties under legally enforceable master netting agreements in the event of default, are presented to provide financial statement readers with the Company’s estimate of its net exposure to counterparties for these financial instruments. The following tables set forth the gross and net presentation of certain financial assets and financial liabilities as of June 30, 2017 and December 31, 2016. June 30, 2017 Net Amounts of Gross Amounts Assets Presented Offset in the in the Gross Amounts Not Offset In the Gross Amounts Consolidated Consolidated Statement of Financial Condition of Recognized Statement of Statement of Financial Cash Collateral (in thousands) Assets Financial Condition Financial Condition Instruments Received Net Amount Offsetting of Financial Assets: Securities borrowed $ 285,219 $ — $ 285,219 $ (277,231) $ (1,199) $ 6,789 Trading assets, at fair value: Currency forwards 2,513,850 (2,513,273) 577 — — 577 Options 101 — 101 (94) (1) 6 Total $ 2,799,170 $ (2,513,273) $ 285,897 $ (277,325) $ (1,200) $ 7,372 Net Amounts of Gross Amounts Liabilities Presented Offset in the in the Gross Amounts Not Offset In the Gross Amounts Consolidated Consolidated Statement of Financial Condition of Recognized Statement of Statement of Financial Cash Collateral Liabilities Financial Condition Financial Condition Instruments Pledged Net Amount Offsetting of Financial Liabilities: Securities loaned $ 345,184 $ — $ 345,184 $ (344,508) $ — $ 676 Trading liabilities, at fair value: Currency forwards 2,508,096 (2,508,096) — — — — Options 132 — 132 (94) — 38 Total $ 2,853,412 $ (2,508,096) $ 345,316 $ (344,602) $ — $ 714 December 31, 2016 Net Amounts of Gross Amounts Assets Presented Offset in the in the Gross Amounts Not Offset In the Gross Amounts Consolidated Consolidated Statement of Financial Condition of Recognized Statement of Statement of Financial Cash Collateral (in thousands) Assets Financial Condition Financial Condition Instruments Received Net Amount Offsetting of Financial Assets: Securities borrowed $ 220,005 $ — $ 220,005 $ (216,778) $ (248) $ 2,979 Trading assets, at fair value: Currency forwards 1,147,261 (1,140,239) 7,022 — — 7,022 Options 141 — 141 (80) (13) 48 Total $ 1,367,407 $ (1,140,239) $ 227,168 $ (216,858) $ (261) $ 10,049 Net Amounts of Liabilities Gross Amounts Presented Gross Amounts Not Offset In the Offset in the in the Consolidated Condensed Condensed Condensed Consolidated Gross Amounts Consolidated Consolidated Statement of Financial Condition of Recognized Statement of Statement of Financial Cash Collateral (in thousands) Liabilities Financial Condition Financial Condition Instruments Pledged Net Amount Offsetting of Financial Liabilities: Securities loaned $ 222,203 $ — $ 222,203 $ (221,792) $ — $ 411 Trading liabilities, at fair value: Currency forwards 1,009,038 (1,009,038) — — — — Options 80 — 80 (80) — — Total $ 1,231,321 $ (1,009,038) $ 222,283 $ (221,872) $ — $ 411 Excluded from the fair value and offsetting tables above is net unsettled fair value on long and short futures contracts in the amounts of $(24.9) million and $18.0 million, which are included within receivables from broker-dealers and clearing organizations as of June 30, 2017 and December 31, 2016, respectively, and $0.1 million and $(3.5) million, which are included within payables to broker-dealers and clearing organizations as of June 30, 2017 and December 31, 2016, respectively, and would be categorized as Level 1. The following table presents gross obligations for securities lending transactions by remaining contractual maturity and the class of collateral pledged. June 30, 2017 Remaining Contractual Maturity Overnight and Less than 30 - 90 Over 90 (in thousands) Continuous 30 days days Days Total Securities lending transactions: Equity securities $ 345,184 $ — $ — $ — $ 345,184 Total $ 345,184 $ — $ — $ — $ 345,184 |