Note 5. Investment Partnerships | Note 5. Investment Partnerships The Company reports on the limited partnership interests in investment partnerships under the equity method of accounting. We record our proportional share of equity in the investment partnerships but exclude Company common stock held by said partnerships. The Company’s pro-rata share of its common stock held by the investment partnerships is recorded as treasury stock even though they are legally outstanding. The Company records gains/losses from investment partnerships (inclusive of the investment partnerships’ unrealized gains and losses on their securities) in the consolidated statements of earnings based on our carrying value of these partnerships. The fair value is calculated net of the general partner’s accrued incentive fees. Gains and losses on Company common stock included in the earnings of these partnerships are eliminated because they are recorded as treasury stock. Biglari Capital Corp. (“Biglari Capital”) is the general partner of the investment partnerships and is an entity solely owned by Mr. Biglari. The fair value and adjustment for Company common stock held by the investment partnerships to determine the carrying value of our partnership interest is presented below. Fair Value Company Common Stock Carrying Value Partnership interest at December 31, 2019 $ 666,123 $ 160,581 $ 505,542 Investment partnership gains (losses) (123,524 ) (34,248 ) (89,276 ) Distributions (net of contributions) to investment partnerships (28,000 ) - (28,000 ) Increase in proportionate share of Company stock held - 4,596 (4,596 ) Partnership interest at September 30, 2020 $ 514,599 $ 130,929 $ 383,670 Fair Value Company Common Stock Carrying Value Partnership interest at December 31, 2018 $ 715,102 $ 157,622 $ 557,480 Investment partnership gains (losses) 63,419 (6,382 ) 69,801 Distributions (net of contributions) to investment partnerships (64,329 ) - (64,329 ) Increase in proportionate share of Company stock held - 1,473 (1,473 ) Partnership interest at September 30, 2019 $ 714,192 $ 152,713 $ 561,479 The carrying value of the investment partnerships net of deferred taxes is presented below. September 30, December 31, 2019 Carrying value of investment partnerships $ 383,670 $ 505,542 Deferred tax liability related to investment partnerships (38,313 ) (56,518 ) Carrying value of investment partnerships net of deferred taxes $ 345,357 $ 449,024 The Company’s proportionate share of Company stock held by investment partnerships at cost is $379,453 and $374,857 at September 30, 2020 and December 31, 2019, respectively, and is recorded as treasury stock. The carrying value of the partnership interest approximates fair value adjusted by the value of held Company stock. Fair value is according to our proportional ownership interest of the fair value of investments held by the investment partnerships. The fair value measurement is classified as level 3 within the fair value hierarchy. Gains/losses from investment partnerships recorded in the Company’s consolidated statements of earnings are presented below. Third Quarter First Nine Months 2020 2019 2020 2019 Gains (losses) on investment partnership $ 27,218 $ 1,449 $ (89,276 ) $ 69,801 Tax expense (benefit) 6,163 49 (21,337 ) 15,910 Net earnings (loss) $ 21,055 $ 1,400 $ (67,939 ) $ 53,891 On December 31 of each year, the general partner of the investment partnerships, Biglari Capital, will earn an incentive reallocation fee for the Company’s investments equal to 25% of the net profits above an annual hurdle rate of 6% over the previous high-water mark. Our policy is to accrue an estimated incentive fee throughout the year. The total incentive reallocation from Biglari Holdings to Biglari Capital includes gains on the Company’s common stock. Gains and losses on the Company’s common stock and the related incentive reallocations are eliminated in our financial statements. Our investments in these partnerships are committed on a rolling 5-year basis. There were no incentive reallocations from Biglari Holdings to Biglari Capital during the first nine months of 2020 and 2019. Summarized financial information for The Lion Fund, L.P. and The Lion Fund II, L.P. is presented below. Equity in Investment Partnerships Lion Fund Lion Fund II Total assets as of September 30, 2020 $ 98,041 $ 497,761 Total liabilities as of September 30, 2020 $ 120 $ 27,768 Revenue for the first nine months of 2020 $ (18,941 ) $ (119,644 ) Earnings for the first nine months of 2020 $ (18,992 ) $ (120,849 ) Biglari Holdings' ownership interest as of September 30, 2020 66.20 % 95.30 % Total assets as of December 31, 2019 $ 117,135 $ 758,663 Total liabilities as of December 31, 2019 $ 158 $ 114,639 Revenue for the first nine months of 2019 $ 3,332 $ 71,578 Earnings for the first nine months of 2019 $ 3,278 $ 65,637 Biglari Holdings' ownership interest as of September 30, 2019 66.10 % 93.50 % Revenue in the above summarized financial information of the investment partnerships includes investment income and unrealized gains and losses on investments. |