Fair Value

12 Months Ended

Dec. 31, 2022

See Note 15, Consolidated Company-Sponsored Investment Funds, for disclosure of fair value of our consolidated company-sponsored investment funds.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the “exit price”) in an orderly transaction between market participants at the measurement date. The three broad levels of fair value hierarchy are as follows:

•Level 1—Quoted prices in active markets are available for identical assets or liabilities as of the reported date.

•Level 2—Quoted prices in markets that are not active or other pricing inputs that are either directly or indirectly observable as of the reported date.

•Level 3—Prices or valuation techniques that are both significant to the fair value measurement and unobservable as of the reported date. These financial instruments do not have two-way markets and are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require significant management judgment or estimation.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Valuation of our financial instruments by pricing observability levels as of December 31, 2022 and 2021 was as follows (in thousands):


	Level 1			Level 2			Level 3			NAV Expedient(2)			Other			Total
December 31, 2022(1):
Money markets		$	95,521		$	—		$	—		$	—		$	—		$	95,521
Securities segregated (U.S. Treasury Bills)		—			1,521,705			—			—			—			1,521,705
Derivatives		1,768			22,944			—			—			—			24,712
Investments:

Equity securities		129,655			27,799			129			1,484			—			159,067

Limited partnership hedge funds(3)		—			—			—			—			42,526			42,526

Time deposits(4)		—			—			—			—			7,750			7,750


Other investments		6,689			—			—			—			1,486			8,175
Total investments		136,344			27,799			129			1,484			51,762			217,518
Total assets measured at fair value		$	233,633		$	1,572,448		$	129		$	1,484		$	51,762		$	1,859,456



Derivatives		162			13,550			—			—			—			13,712
Contingent payment arrangements		—			—			247,309			—			—			247,309
Total liabilities measured at fair value		$	162		$	13,550		$	247,309		$	—		$	—		$	261,021

December 31, 2021:
Money markets		$	151,156		$	—		$	—		$	—		$	—		$	151,156
Securities segregated (U.S. Treasury Bills)		—			1,503,828			—			—			—			1,503,828
Derivatives		392			15,030			—			—			—			15,422
Investments:

Equity securities		144,917			39,284			126			145			—			184,472
Long exchange-traded options		1,893			—			—			—			—			1,893
Limited partnership hedge funds(3)		—			—			—			—			50,920			50,920

Time deposits(4)		—			—			—			—			21,024			21,024


Other investments		9,094			—			—			—			6,015			15,109
Total investments		155,904			39,284			126			145			77,959			273,418
Total assets measured at fair value		$	307,452		$	1,558,142		$	126		$	145		$	77,959		$	1,943,824
Securities sold not yet purchased:
Short equities – corporate		$	1,054		$	—		$	—		$	—		$	—		$	1,054
Short exchange-traded options		2,774			—			—			—			—			2,774
Derivatives		1,186			15,737			—			—			—			16,923
Contingent payment arrangements		—			—			38,260			—			—			38,260
Total liabilities measured at fair value		$	5,014		$	15,737		$	38,260		$	—		$	—		$	59,011

(1)Certain amounts have been classified as held for sale on the consolidated statement of financial position as of December 31, 2022. For further discussion, see Note 24 Acquisitions and Divestitures.

(2)Investments measured at fair value using NAV (or its equivalent) as a practical expedient.

(3)Investments in equity method investees that are not measured at fair value in accordance with GAAP.

(4)Investments carried at amortized cost that are not measured at fair value in accordance with GAAP.

Other investments included in Level 1 of the fair value hierarchy include our investment in a mutual fund measured at fair value ($6.7 million and $9.1 million as of December 31, 2022 and 2021, respectively). Other investments not measured at fair value include (i) investments in start-up companies that do not have a readily available fair value (these investments were $0.3 million as of December 31, 2022 and 2021), (ii) investments in equity method investees that are not measured at fair value in accordance with GAAP (during the third quarter of 2022, we sold this investment and the balance was reduced to zero, as compared to $2.9 million as of December 31, 2021), and (iii) broker-dealer exchange memberships that are not measured at fair value in accordance with GAAP ($1.2 million and $2.8 million as of December 31, 2022 and 2021, respectively).

We provide below a description of the fair value methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy:

•Money markets: We invest excess cash in various money market funds that are valued based on quoted prices in active markets; these are included in Level 1 of the valuation hierarchy.

•Treasury Bills: We hold U.S. Treasury Bills, which are primarily segregated in a special reserve bank custody account as required by Rule 15c3-3 of the Exchange Act. These securities are valued based on quoted yields in secondary markets and are included in Level 2 of the valuation hierarchy.

•Equity securities: Our equity securities consist principally of company-sponsored mutual funds with NAVs and various separately managed portfolios consisting primarily of equity and fixed income mutual funds with quoted prices in active markets, which are included in Level 1 of the valuation hierarchy. In addition, some securities are valued based on observable inputs from recognized pricing vendors, which are included in Level 2 of the valuation hierarchy.

•Derivatives: We hold exchange-traded futures with counterparties that are included in Level 1 of the valuation hierarchy. In addition, we also hold currency forward contracts, interest rate swaps, credit default swaps, option swaps and total return swaps with counterparties that are valued based on observable inputs from recognized pricing vendors, which are included in Level 2 of the valuation hierarchy.

•Options: We hold exchange-traded options that are included in Level 1 of the valuation hierarchy.

•Securities sold not yet purchased: Securities sold not yet purchased, primarily reflecting short positions in equities and exchange-traded options, are included in Level 1 of the valuation hierarchy. As of December 31, 2022 these securities have been classified as held for sale on the consolidated statement of financial position.

•Contingent payment arrangements: Contingent payment arrangements relate to contingent payment liabilities associated with various acquisitions. At each reporting date, we estimate the fair values of the contingent consideration expected to be paid upon probability-weighted AUM and revenue projections, using unobservable market data inputs, which are included in Level 3 of the valuation hierarchy.

During the years ended December 31, 2022 and 2021, there were no transfers between Level 2 and Level 3 securities.

The change in carrying value associated with Level 3 financial instruments carried at fair value, classified as equity securities, is as follows:


	December 31
	2022			2021
	(in thousands)
Balance as of beginning of period		$	126		$	125
Purchases		—			—
Sales		—			—
Realized gains (losses), net		—			—
Unrealized gains (losses), net		3			1
Balance as of end of period		$	129		$	126

Realized and unrealized gains and losses on Level 3 financial instruments are recorded in investment gains and losses in the consolidated statements of income.

Our acquisitions may include contingent consideration arrangements as part of the purchase price. The change in carrying value associated with Level 3 financial instruments carried at fair value, classified as contingent payment arrangements, is as follows:


	December 31
	2022			2021
	(in thousands)
Balance as of beginning of period		$	38,260		$	27,750
Addition		231,385			7,800
Accretion		6,563			3,310
Changes in estimates		—			(600)

Held for sale reclassification		(28,899)			—
Balance as of end of period		$	247,309		$	38,260

In the third quarter of 2022, we acquired CarVal and recorded a contingent consideration liability of $228.9 million (see Note 24 Acquisitions and Divestitures). The liability, ranging from zero to $650.0 million, is based on CarVal achieving certain performance objectives over a six-year period ending December 31, 2027. The liability was valued using a forecast of future cash flows attributable to the performance objectives that are discounted to present value using a risk-adjusted discount rate. The expected revenue growth rates range from 3.9% to 31.5%, with a weighted average of 14.1%, calculated using cumulative revenues and range of revenue growth rates. The discount rates range from 4.1% to 4.6%, with a weighted average of 4.2%, calculated using total contingent liabilities and range of discount rates.

As of December 31, 2022, including the CarVal acquisition, the expected revenue growth rates range from 2.0% to 83.9%, with a weighted average of 11.5%, calculated using cumulative revenues and range of revenue growth rates (excluding revenue growth from additional AUM contributed in year of acquisition). The discount rates ranged from 1.9% to 10.4%, with a weighted average of 4.5%, calculated using total contingent liabilities and range of discount rates. As of December 31, 2021, the expected revenue growth rates range from 2.0% to 83.9%, with a weighted average of 11.9%, calculated using cumulative revenues and range of revenue growth rates (excluding revenue growth from additional AUM contributed in year of acquisition). The discount rates ranged from 1.9% to 10.4%, with a weighted average of 7.0%, calculated using total contingent liabilities and range of discount rates.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

We did not have any material assets or liabilities that were measured at fair value for impairment on a nonrecurring basis during the years ended December 31, 2022 or 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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