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. The fair value and adjustment for Company common stock held by the investment partnerships to determine carrying value of our partnership interest is presented below. Fair Value Company Common Stock Carrying Value Partnership interest at December 31, 2015 ......................................... $ 734,668 $ 262,979 $ 471,689 Investment partnership gains ................................................................ 114,088 92,180 21,908 Contributions (net of distributions) to investment partnerships ..... (10,896) (10,896) Increase in proportionate share of Company stock held ................... 19,807 (19,807) Partnership interest at September 30, 2016 ........................................ $ 837,860 $ 374,966 $ 462,894 Fair Value Company Common Stock Carrying Value Partnership interest at December 31, 2014 ............................................... $ 776,899 $ 78,917 $ 697,982 Investment partnership gains .................................................................... (16,313) (39,023) 22,710 Contributions (net of distributions) to investment partnerships .............. 73,500 73,500 Increase in proportionate share of Company stock held .......................... 255,272 (255,272) Partnership interest at September 30, 2015 .............................................. $ 834,086 $ 295,166 $ 538,920 The fair value of the investment partnerships net of deferred taxes is presented below. September 30, December 31, 2015 Fair value of investment partnerships ...................................................................................... $ 837,860 $ 734,668 Deferred tax liability related to investment partnerships ......................................................... (116,097) (115,952) Fair value of investment partnerships net of deferred taxes ..................................................... $ 721,763 $ 618,716 The Company’s proportionate share of Company stock held by investment partnerships at cost is $352,634 and $332,827 at September 30, 2016 and December 31, 2015, respectively, and is recorded as treasury stock. The carrying value of the partnership interest approximates fair value adjusted by changes in 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 from investment partnerships recorded in the Company’s consolidated statements of earnings are presented below. Third Quarter First Nine Months 2016 2015 2016 2015 Investment partnership gains (losses) ....................................... $ (108,614) $ 5,302 $ 21,908 $ 22,710 Loss on contribution of securities to investment partnership ... - - (306) - Investment partnership gains (losses) ...................................... (108,614) 5,302 21,602 22,710 Tax expense (benefit) .............................................................. (44,383) (1,688) 2,373 3,163 Contribution to net earnings (loss) ........................................... $ (64,231) $ 6,990 $ 19,229 $ 19,547 Non-cash investments were $1,219 (net of non-cash distributions) for the first nine months of 2016. As the general partner of the investment partnerships, Biglari Capital Corp. (“Biglari Capital”) on December 31 of each year will earn an incentive reallocation fee for the Company’s investments equal to 25% of the net profits over an annual hurdle rate of 6% above the previous high-water mark. Our policy is to accrue an estimated incentive fee throughout the year; however, no fees are reallocated until the end of the calendar year. As of September 30, 2016 and 2015, the Company accrued incentive fees for Biglari Capital of $191 and $413, respectively. Our investments in these partnerships are committed on a rolling 5-year basis. Mr. Biglari is the sole owner of Biglari Capital. 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, 2016 ............................................................................ $ 203,507 $ 917,197 Total liabilities as of September 30, 2016 ...................................................................... $ 710 $ 174,601 Revenue for the first nine months ending September 30, 2016 .................................. $ 23,926 $ 112,715 Earnings for the first nine months ending September 30, 2016 ................................. $ 23,792 $ 108,327 Biglari Holdings’ Ownership Interest ............................................................................ 64.9% 95.2% Total assets as of December 31, 2015.................................................................................. $ 165,996 $ 819,323 Total liabilities as of December 31, 2015............................................................................. $ 409 $ 141,274 Revenue for the first nine months ending September 30, 2015............................................ $ (14,112) $ (6,634) Earnings for the first nine months ending September 30, 2015 ........................................... $ (14,199) $ (8,389) Biglari Holdings’ Ownership Interest .................................................................................. 60.9% 93.5% Revenue in the above summarized financial information of the investment partnerships includes investment income and unrealized gains and losses on investments. The investments held by the investment partnerships are largely concentrated in the common stock of one investee, Cracker Barrel Old Country Store, Inc. |