XML 132 R10.htm IDEA: XBRL DOCUMENT v3.20.1
Note 4 - Fair Value Measurements
12 Months Ended
Dec. 31, 2019
Notes to Financial Statements  
Fair Value Disclosures [Text Block]
4
.
Fair Value
Measurement
s
 
The following tables provide fair value information related to the Company
’s financial instruments at
December 31, 2019
and
2018
:
 
   
December 31, 2019
 
(In thousands)
 
Carrying Value
   
Fair Value
 
     
 
 
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Assets:
     
 
     
 
     
 
     
 
     
 
Cash and cash equivalents
  $
49,630
    $
49,630
    $
-
    $
-
    $
49,630
 
Restricted cash and deposits
   
1,287
     
1,287
     
-
     
-
     
1,287
 
Marketable securities owned
   
73,101
     
15,245
     
-
     
57,856
     
73,101
 
Other investments
   
3,956
     
-
     
-
     
3,956
     
3,956
 
Other investments measured at net asset value (1)
   
10,250
     
-
     
-
     
-
     
-
 
Loans held for sale    
2,412
     
-
     
-
     
2,476
     
2,476
 
Loans held for investment, net of allowance for loan losses
   
1,210
     
-
     
-
     
1,087
     
1,087
 
Total assets:
  $
141,846
    $
66,162
    $
-
    $
65,375
    $
131,537
 
                                         
Liabilities:
     
 
     
 
     
 
     
 
     
 
Marketable securities sold, but not yet purchased
  $
3,855
    $
3,855
    $
-
    $
-
    $
3,855
 
Notes payable
   
6,812
     
-
     
5,983
     
829
     
6,812
 
Bond payable
   
82,584
     
-
     
84,821
     
-
     
84,821
 
Total liabilities:
  $
93,251
    $
3,855
    $
90,804
    $
829
    $
95,488
 
                                         
 
 
(
1
)
In accordance with ASC
820
-
10,
certain investments that are measured at fair value using the net asset value per share (or its equivalent) have
not
been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position. The carrying values of these lines reconciles to the parenthetical disclosure of other investments on the Consolidated Statements of Financial Condition.
 
 
   
December 31, 2018
 
(In thousands)
 
Carrying Value
   
Fair Value
 
     
 
 
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Assets:
     
 
     
 
     
 
     
 
     
 
Cash and cash equivalents
  $
70,927
    $
70,927
    $
-
    $
-
    $
70,927
 
Restricted cash and deposits
   
61,881
     
61,881
     
-
     
-
     
61,881
 
Marketable securities owned
   
18,874
     
18,874
     
-
     
-
     
18,874
 
Other investments
   
490
     
-
     
490
     
-
     
490
 
Other investments measured at net asset value (1)
   
9,423
     
-
     
-
     
-
     
-
 
Loans held for investment, net of allowance for loan losses
   
29,608
     
-
     
26,188
     
2,576
     
28,764
 
Loans collateralizing asset-backed securities issued, net of allowance for loan losses
   
1,161,463
     
-
     
1,125,310
     
1,173
     
1,126,483
 
Total assets:
  $
1,352,666
    $
151,682
    $
1,151,988
    $
3,749
    $
1,307,419
 
                                         
Liabilities:
     
 
     
 
     
 
     
 
     
 
Marketable securities sold, but not yet purchased
  $
4,626
    $
4,626
    $
-
    $
-
    $
4,626
 
Notes payable    
829
     
-
     
-
     
829
     
829
 
Asset-backed securities issued, net of debt issuance costs
   
1,112,342
     
-
     
1,091,677
     
-
     
1,091,677
 
Bond payable
   
83,497
     
-
     
78,642
     
-
     
78,642
 
CLO VI warehouse credit facility
   
22,500
     
-
     
22,500
     
-
     
22,500
 
Total liabilities:
  $
1,223,794
    $
4,626
    $
1,192,819
    $
829
    $
1,198,274
 
                                         
 
 
(
1
)
In accordance with ASC
820
-
10,
certain investments that are measured at fair value using the net asset value per share (or its equivalent) have
not
been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position. The carrying values of these lines reconciles to the parenthetical disclosure of other investments on the Consolidated Statements of Financial Condition.
 
Recurring Fair Value Measurement
 
The following tables provide information related to the Company
’s assets and liabilities carried at fair value on a recurring basis at
December 31, 2019
and
2018
:
 
(In thousands)
   
 
 
 
December 31, 2019
 
   
Carrying Value
   
Level 1
   
Level 2
   
Level 3
   
Total
 
                                         
Marketable securities owned
  $
73,101
    $
15,245
    $
-
    $
57,856
    $
73,101
 
Other investments:
                                       
Equity investments
   
3,956
     
-
     
-
     
3,956
     
3,956
 
Investments in other funds managed by the Company (1)
   
5,188
     
-
     
-
     
-
     
-
 
Limited partnership in investments in private equity/ real estate funds (1)
   
5,062
     
-
     
-
     
-
     
-
 
Total other investments
   
14,206
     
-
     
-
     
3,956
     
3,956
 
Total assets:
  $
87,307
    $
15,245
    $
-
    $
61,812
    $
77,057
 
                                         
Marketable securities sold, but not yet purchased
  $
3,855
    $
3,855
    $
-
    $
-
    $
3,855
 
                                         
Total liabilities:
  $
3,855
    $
3,855
    $
-
    $
-
    $
3,855
 
                                         
 
 
(
1
)
In accordance with ASC
820
-
10,
certain investments that are measured at fair value using the net asset value per share (or its equivalent) have
not
been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position. The carrying values of these lines reconciles to the parenthetical disclosure of other investments on the Consolidated Statements of Financial Condition.
 
(In thousands)
   
 
 
 
December 31, 2018
 
   
Carrying Value
   
Level 1
   
Level 2
   
Level 3
   
Total
 
                                         
Marketable securities owned
  $
18,874
    $
18,874
    $
-
    $
-
    $
18,874
 
Other investments:
                                       
Investments in hedge funds managed by the Company
   
490
     
-
     
490
     
-
     
490
 
Investments in other funds managed by the Company (1)
   
5,503
     
-
     
-
     
-
     
-
 
Limited partnership in investments in private equity/ real estate funds (1)
   
3,920
     
-
     
-
     
-
     
-
 
Total other investments
   
9,913
     
-
     
490
     
-
     
490
 
Total assets:
  $
28,787
    $
18,874
    $
490
    $
-
    $
19,364
 
                                         
Marketable securities sold, but not yet purchased
  $
4,626
    $
4,626
    $
-
    $
-
    $
4,626
 
                                         
Total liabilities:
  $
4,626
    $
4,626
    $
-
    $
-
    $
4,626
 
                                         
 
 
(
1
)
In accordance with ASC
820
-
10,
certain investments that are measured at fair value using the net asset value per share (or its equivalent) have
not
been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position. The carrying values of these lines reconciles to the parenthetical disclosure of other investments on the Consolidated Statements of Financial Condition.
 
As of
December 31, 2019,
marketable securities sold but
not
yet purchased were primarily comprised of U.S. listed securities. As of
December 31, 2019,
marketable securities was comprised of U.S. listed equity securities and CLO debt securities. As of
December 31, 2018,
both marketable securities owned and marketable securities sold, but
not
yet purchased, were primarily comprised of U.S. listed equity securities.
 
Transfers between levels of the fair value hierarchy result from changes in the observability of fair value inputs used in determining fair values for different types of financial assets and are recognized at the beginning of the reporting period in which the event or change in circumstances that caused the transfer occurs.
 
The Company
’s policy is to recognize the fair value of transfers among Levels
1,
2
and
3
as of the end of the reporting period. For recurring fair value measurements, there were
no
transfers between Levels
1,
2
and
3
for the years ended
December 31, 2019
and
2018
.
 
The Company’s Level
2
assets held in other investments as of
December 31, 2018 
consist of investments in hedge funds managed by HCS. The carrying value of investments in hedge funds are calculated using the equity method and approximates fair value. Earnings or losses attributable to these investments are recorded in principal transactions. These assets are considered Level
2
as the underlying hedge funds are mainly invested in publicly traded stocks whose value is based on quoted market prices. The Company’s proportionate share of those investments is included in the tables above.
 
The investments in private equity funds managed by HCS and JMPAM are recognized using the fair value option. The Company uses the reported net asset value per share as a practical expedient to estimate the fair value of the funds. The risks associated with these investments are limited to the amounts of invested capital, remaining capital commitment and any management and incentive fees receivable.
 
The Company determined the fair value of short-term debt, which includes notes payable and CLO warehouse credit facilities, to approximate their carrying values. This was determined as the debt has either (
1
) a variable interest rate tied to LIBOR and therefore reflects market conditions, or (
2
) a term less than
one
year and there have been
no
observable changes in the credit quality of the Company since the issuance of the debt. Based on the fair value methodology, the Company has identified short-term debt as Level
2
liabilities.
 
The Company's Level
3
assets in other investments is comprised of investments in equity securities of private companies. The Company determines the fair value of the investments either through (
1
) using the discounted cash flow approach or (
2
) using a market multiples approach. As of
December 31, 2019,
one
investment accounted for most of the Level
3
assets in other investments. For this investment, the fair value was determined using the discounted cash flows approach; the Company has a put option on this investment that is exercisable at
three
times the management fee revenue of the entity for the prior
twelve
months as of the effective date of the put option. The put option
may
be elected beginning
March 31, 2022.
The significant unobservable inputs under this approach are the estimated
twelve
months of revenues, the credit factor and the discount rate. For this investment, the Company elected the fair value option as the Company determined that the fair value of its option to put the equity securities was the best representation of the fair value of the investment. 
 
The Company’s Level
3
assets held in marketable securities consist of investments in CLO debt securities. The fair value of the CLO debt securities is determined using the discounted cash flow approach. The significant unobservable inputs used in the fair value measurement under this approach are the risk adjusted discount factors. The Company also uses performance and covenant compliance information provided by the CLO manager along with other risk factors including default risk, prepayment rates, interest rate risk, and credit spread risk when valuing this investment. During the year ended
December 31, 2019,
the expected future cash flows of the Company's investment in CLO debt securities declined primarily due to an increase in estimated credit risks and the CLO debt securities were determined to be impaired and we recorded a
$4.2
million impairment charge which was included in principal transaction revenues on the Consolidated Statements of Operations. 
 
For the year ended
December 31, 2019,
the changes in Level
3
assets measured at fair value on a recurring basis were as follows:
 
(In thousands)
 
CLO junior subordinated notes
   
CLO senior subordinated notes
   
Equity Investment
   
Total
 
Balance as of December 31, 2018
  $
-
    $
-
    $
57
    $
57
 
Fair value at recognition date
   
67,589
     
9,289
     
3,568
     
80,446
 
Purchases
   
-
     
-
     
182
     
182
 
Investment distributions    
(6,102
)    
(883
)    
-
     
(6,985
)
Accrued interest
   
7,094
     
103
     
-
     
7,197
 
Unrealized gains on investments, recognized in earnings    
-
     
-
     
305
     
305
 
Unrealized losses on investments, recognized in earnings    
(4,204
)    
-
     
-
     
(4,204
)
Unrealized gains on investments, recognized in OCI    
918
     
-
     
-
     
918
 
Unrealized losses on investments, recognized in OCI
   
(7,439
)    
-
     
-
     
(7,439
)
Realized losses on sales, recognized in earnings    
-
     
(112
)    
(156
)    
(268
)
Sales    
-
     
(8,397
)    
-
     
(8,397
)
Balance as of December 31, 2019
  $
57,856
    $
-
    $
3,956
    $
61,812
 
 
For assets classified in the Level
3
hierarchy, any changes to any of the inputs to the fair value measurement could result in a significant increase or decrease in the fair value measurement. For CLO debt securities, a significant increase (decrease) in the discount rate, default rate, and severity rate would result in a significant decrease (increase) in the fair value of the instruments. For the equity investments, a significant increase (decrease) in the credit factor or the discount rate would result in a significantly lower (higher) fair value measurement or a significant increase (decrease) in the EBITDA multiple would result in a significant higher (lower) fair value measurement. For Level
3
assets measured at fair value on a recurring basis as of
December 31, 2019
and
December 31, 2018,
the significant unobservable inputs used in the fair value measurements were as follows: 
 
 
 
 
Significant Unobservable Inputs
     
 
     
 
 
(In thousands)
 
 
Range (Weighted-average)
   
Fair value
 
 
Valuation Technique
 
Description
 
December 31, 2019
   
December 31, 2018
   
December 31, 2019
   
December 31, 2018
 
CLO debt security
Discounted cash flows
 
Risk adjusted discounting factor
   
17.5%
     
N/A
     
$ 57,856
     
$ -
 
 
 
 
Default rate
   
2.00%
     
N/A
     
 
     
 
 
 
 
 
Severity rate
   
25.0%
     
N/A
     
 
     
 
 
 
 
 
Prepay rate
 
25 CPR
     
N/A
     
 
     
 
 
 
 
 
Collateral liquidation price
   
98%-99%
     
N/A
     
 
     
 
 
Equity investments
Discounted cash flows
 
Credit factor
   
20.0%
     
N/A
     
$ 3,550
     
$ -
 
 
 
 
Risk adjusted discounting factor
   
17.7%
     
N/A
     
 
     
 
 
                                     
 
The Company determined the fair value of loans collateralizing ABS issued and loans held for investment identified as Level
2
assets primarily using the average market bid and ask quotation obtained from a loan pricing service. The valuations are received from a pricing service to which the Company subscribes. The pricing service's analysis incorporates comparable loans traded in the marketplace, the obligors industry, future business prospects, capital structure, and expected credit losses. Significant declines in the performance of the obligor would result in decrease to the fair value measurement. The fair value of loans held for investment identified as Level
3
assets are determined using the discounted cash flow model using the treasury rate, loan interest rate, and an internally generated risk rate.
 
The Company determined the fair value of ABS issued based upon pricing from published market research for equivalent-rated CLO notes. Based on the fair value methodology, the Company has identified the asset-backed securities issued as Level
2
liabilities.
 
As of 
December 31, 2019 
and
December 31, 2018,
$10.3
million and
$9.4
 million of assets were measured using the net asset value as a practical expedient. Investments for which fair value was estimated using net asset value as a practical expedient were as follows:
 
 
 
   
 
 
 
Fair Value at
   
Unfunded Commitments
 
(In thousands )
Redemption Frequency
 
Redemption Notice Period
   
December 31, 2019
   
December 31, 2018
   
December 31, 2019
   
December 31, 2018
 
                                           
Limited partner investments in private equity/ real estate funds
Nonredeemable
   
N/A
    $
5,062
    $
3,920
    $
2,123
    $
68
 
Investment in other funds managed by the Company
Nonredeemable
   
N/A
    $
5,188
    $
5,503
    $
1,677
    $
1,945
 
                                           
 
Non
-
recurring Fair Value Measurements
 
The Company's assets that are measured at fair value on a non-recurring basis result from the application of lower of cost or market accounting or write-downs of individual assets. The Company held loans measured at fair value on a non-recurring basis of
$0.1
million and 
$1.3
 million as of
December 31, 2019
and
December 31, 2018,
respectively.