XML 24 R10.htm IDEA: XBRL DOCUMENT v3.8.0.1
Fair Values of Assets and Liabilities
6 Months Ended
Sep. 30, 2017
Fair Value Disclosures [Abstract]  
Fair Values of Assets and Liabilities
4. Investments and Fair Values of Assets and Liabilities

The disclosures below include details of Legg Mason's financial assets and financial liabilities that are measured at fair value and NAV, excluding the financial assets and financial liabilities of CIVs. See Note 13, Variable Interest Entities and Consolidation of Investment Vehicles, for information related to the assets and liabilities of CIVs that are measured at fair value.

The fair values of financial assets and (liabilities) of the Company were determined using the following categories of inputs:
 
 
As of September 30, 2017
 
 
Quoted prices in active markets
(Level 1)
 
Significant other observable inputs
(Level 2)
 
Significant unobservable inputs
(Level 3)
 
Investments measured at NAV
 
Total
Assets:
 
 
 
 
 
 
 
 
 
 
Cash equivalents:(1)
 
 
 
 
 
 
 
 
 
 
Money market funds
 
$
322,454

 
$

 
$

 
$

 
$
322,454

Time deposits and other
 

 
12,179

 

 

 
12,179

Total cash equivalents
 
322,454

 
12,179

 

 

 
334,633

Trading investments of proprietary fund products and other trading investments:(2)
 
 
 
 
 
 
 
 
 
 

Seed capital investments
 
110,637

 
69,475

 

 
4,166

 
184,278

Other(3)
 
19,434

 
2,581

 

 
11

 
22,026

Trading investments relating to long-term incentive compensation plans(4)
 
179,821

 

 

 
103

 
179,924

Equity method investments relating to long-term incentive compensation plans(5)
 

 

 
1,393

 
7,208

 
8,601

Total current investments(6)
 
309,892

 
72,056

 
1,393

 
11,488

 
394,829

Equity method investments in partnerships and LLCs:(5)(7)
 
 
 
 
 
 
 
 
 
 
Seed capital investments(6)
 

 

 
851

 
22,646

 
23,497

Seed capital investments in real estate funds
 

 

 
27,382

 

 
27,382

Other
 

 

 

 
13,598

 
13,598

Investments in partnerships and LLCs:(7)
 
 
 
 
 
 
 
 
 


Seed capital investments
 

 

 

 
3,371

 
3,371

Investments related to long-term incentive compensation plans
 

 

 
9,367

 

 
9,367

Other
 

 
99

 
485

 

 
584

Derivative assets(7)(8)
 
5,109

 

 

 

 
5,109

Other investments(7)
 

 

 
114

 

 
114

Total
 
$
637,455

 
$
84,334

 
$
39,592

 
$
51,103

 
$
812,484

Liabilities:
 
 
 
 
 
 
 
 
 
 
Contingent consideration liabilities(9)
 
$

 
$

 
$
(21,162
)
 
$

 
$
(21,162
)
Derivative liabilities(8)
 
(3,167
)
 

 

 

 
(3,167
)
Total
 
$
(3,167
)
 
$

 
$
(21,162
)
 
$

 
$
(24,329
)
 
 
As of March 31, 2017
 
 
Quoted prices in active markets
(Level 1)
 
Significant other observable inputs
(Level 2)
 
Significant unobservable inputs
(Level 3)
 
Investments measured at NAV
 
Total
Assets:
 
 
 
 
 
 
 
 
 
 
Cash equivalents:(1)
 
 
 
 
 
 
 
 
 
 
Money market funds
 
$
403,585

 
$

 
$

 
$

 
$
403,585

Time deposits and other
 

 
35,835

 

 

 
35,835

Total cash equivalents
 
403,585

 
35,835

 

 

 
439,420

Trading investments of proprietary fund products and other trading investments:(2)
 
 
 
 
 
 
 
 
 
 
Seed capital investments
 
141,025

 
75,275

 

 
4,373

 
220,673

Other(3)
 
39,177

 
2,724

 

 
11

 
41,912

Trading investments relating to long-term incentive compensation plans(4)
 
150,576

 

 

 
327

 
150,903

Equity method investments relating to proprietary fund products and long-term incentive compensation plans:(5)
 
 
 
 
 
 
 
 
 


Seed capital investments
 

 
2,502

 

 

 
2,502

Investments related to long-term incentive compensation plans
 

 

 
1,337

 
6,292

 
7,629

Total current investments(6)
 
330,778


80,501

 
1,337

 
11,003

 
423,619

Equity method investments in partnerships and LLCs:(5)(7)
 
 
 
 
 
 
 
 
 
 
Seed capital investments(6)
 

 

 
752

 
22,712

 
23,464

Seed capital investments in real estate funds
 

 

 
26,909

 

 
26,909

Other
 

 

 
1,646

 
15,617

 
17,263

Investments in partnerships and LLCs:(7)
 
 
 
 
 
 
 
 
 
 
Seed capital investments
 

 

 

 
3,440

 
3,440

Investments related to long-term incentive compensation plans
 

 

 
9,315

 

 
9,315

Other
 

 
99

 
1,825

 

 
1,924

Derivative assets(7)(8)
 
2,718

 

 

 

 
2,718

Other investments(7)
 

 

 
113

 

 
113

Total
 
$
737,081

 
$
116,435

 
$
41,897

 
$
52,772

 
$
948,185

Liabilities:
 
 
 
 
 
 
 
 
 
 
Contingent consideration liabilities(9)
 
$

 
$

 
$
(36,810
)
 
$

 
$
(36,810
)
Derivative liabilities(8)
 
(4,522
)
 

 

 

 
(4,522
)
Total
 
$
(4,522
)
 
$

 
$
(36,810
)
 
$

 
$
(41,332
)

(1)
Cash equivalents include highly liquid investments with original maturities of 90 days or less. Cash investments in actively traded money market funds are classified as Level 1.  Cash investments in time deposits and other are measured at amortized cost, which approximates fair value because of the short time between purchase of the instrument and its expected realization, and are classified as Level 2.
(2)
Trading investments of proprietary fund products and other trading investments consist of approximately 72% and 28% equity and debt securities, respectively, as of September 30, 2017, and approximately 79% and 21% equity and debt securities, respectively, as of March 31, 2017.
(3)
Includes $6,753 and $26,854 in noncontrolling interests associated with consolidated seed investment products as of September 30, 2017 and March 31, 2017, respectively.
(4)
Primarily mutual funds where there is minimal market risk to the Company as any change in value is primarily offset by an adjustment to compensation expense and related deferred compensation liability.
(5)
Certain of Legg Mason's equity method investments are investment companies that record underlying investments at fair value. Therefore, the fair value of these investments is measured using Legg Mason's share of the investee's underlying net income or loss, which is predominately representative of fair value adjustments in the investments held by the equity method investee. Other equity method investments not measured at fair value on a recurring basis are excluded from the tables above.
(6)
Excludes $40,775 and $28,300 of seed capital as of September 30, 2017, and March 31, 2017, respectively, which is related to Legg Mason's investments in CIVs. See Note 13.
(7)
Amounts are included in Other non-current assets in the Consolidated Balance Sheets for each of the periods presented.
(8)
See Note 12.
(9)
See Note 3 and Note 9.

Proprietary fund products include seed capital investments made by Legg Mason to fund new investment strategies and products. Legg Mason had seed capital investments in proprietary fund products, which totaled $279,303 and $305,288, as of September 30, 2017 and March 31, 2017, respectively, which are substantially comprised of investments in 54 funds and 57 funds, respectively, that are individually greater than $1,000, and together comprise over 90% of the total seed capital investments at each period end.

As further discussed in Notes 2, 12, and 13, on July 26, 2017, Legg Mason entered into four total return swap arrangements with financial intermediaries with respect to one Legg Mason sponsored ETF for an aggregate notional amount of $23,096 which resulted in the investment in the ETF by each of these financial intermediaries. Similarly, on June 6, 2017, Legg Mason entered into four total return swap arrangements with financial intermediaries with respect to another Legg Mason sponsored ETF for an aggregate notional amount of $20,253 which resulted in the investment in that ETF by each of those financial intermediaries. Under the terms of the total return swap arrangements, Legg Mason receives all the investment gains and losses on the underlying investments and therefore is required to consolidate each of the sponsored investment funds, which were designated as CIVs.

See Notes 2 for information regarding the determination of whether investments in proprietary fund products represent VIEs and consolidation.
The net realized and unrealized gain for investment securities classified as trading was $12,633, and $15,765 for the three months ended September 30, 2017 and 2016, respectively, and $22,802, and $25,352 for the six months ended September 30, 2017 and 2016, respectively.
The net unrealized gains relating to trading investments still held as of the reporting dates were $8,072 and $13,017 for the three months ended September 30, 2017 and 2016, respectively, and $10,140 and $17,156 for the six months ended September 30, 2017 and 2016, respectively.
The changes in financial assets and (liabilities) measured at fair value using significant unobservable inputs (Level 3) for three and the six months ended September 30, 2017 and 2016, are presented in the tables below:
 
 
Balance as of June 30, 2017
 
Purchases
 
Sales
 
Redemptions/ Settlements/ Other
 
Transfers
 
Realized and unrealized gains/(losses), net
 
Balance as of September 30, 2017
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity method investments relating to long-term incentive compensation plans
 
$
1,349

 
$
11

 
$

 
$
(11
)
 
$

 
$
44

 
$
1,393

Equity method investments in partnerships and LLCs:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Seed capital investments
 
813

 

 

 

 

 
38

 
851

Seed capital investments in real estate funds
 
27,182

 
1,756

 

 
(2,131
)
 

 
575

 
27,382

Other proprietary fund products
 
1,646

 

 

 
(1,646
)
 

 

 

Investments in partnerships and LLCs:
 
 
 
 
 
 
 
 
 
 
 
 
 


Investments related to long-term incentive compensation plans
 
9,367

 

 

 

 

 

 
9,367

Other proprietary fund products
 
1,818

 

 

 
(1,398
)
 

 
65

 
485

Other investments
 
112

 

 

 

 

 
2

 
114

 
 
$
42,287

 
$
1,767

 
$

 
$
(5,186
)
 
$

 
$
724

 
$
39,592

Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration liabilities
 
$
(20,697
)
 
$

 
n/a

 
$

 
n/a

 
$
(465
)
 
$
(21,162
)
n/a - not applicable

 
 
Balance as of June 30, 2016
 
Purchases
 
Sales
 
Redemptions/ Settlements/ Other
 
Transfers
 
Realized and unrealized gains/(losses), net
 
Balance as of September 30, 2016
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity method investments relating to long-term incentive compensation plans
 
$
2,587

 
$
406

 
$

 
$
(406
)
 
$

 
$
66

 
$
2,653

Equity method investments in partnerships and LLCs:
 


 


 


 


 


 


 


Seed capital investments
 
644

 

 

 

 

 
(92
)
 
552

Seed capital investments in real estate funds
 
24,513

 
1,036

 

 
(307
)
 

 
480

 
25,722

Investments in partnerships and LLCs:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investments related to long-term incentive compensation plans
 
7,501

 

 

 

 

 

 
7,501

Other proprietary fund products
 
3,810

 

 

 

 

 
17

 
3,827

Other investments
 
90

 

 

 

 

 
155

 
245

 
 
$
39,145

 
$
1,442

 
$

 
$
(713
)
 
$

 
$
626

 
$
40,500

Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration liabilities
 
$
(62,923
)
 
$
(2,000
)
 
n/a

 
$
6,587

 
n/a

 
$
6,283

 
$
(52,053
)
n/a - not applicable

 
 
Balance as of March 31, 2017
 
Purchases
 
Sales
 
Redemptions/ Settlements/ Other
 
Transfers
 
Realized and unrealized gains/(losses), net
 
Balance as of September 30,
 2017
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity method investments relating to long-term incentive compensation plans
 
$
1,337

 
$
22

 
$

 
$
(22
)
 
$

 
$
56

 
$
1,393

Equity method investments in partnerships and LLCs:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Seed capital investments
 
752

 

 

 

 

 
99

 
851

Seed capital investments in real estate funds
 
26,909

 
2,195

 

 
(2,750
)
 

 
1,028

 
27,382

Other proprietary fund products
 
1,646

 

 

 
(1,646
)
 

 

 

Investments in partnerships and LLCs:
 
 
 
 
 
 
 
 
 
 
 
 
 


Investments related to long-term incentive compensation plans
 
9,315

 
52

 

 

 

 

 
9,367

Other proprietary fund products
 
1,825

 

 

 
(1,405
)
 

 
65

 
485

Other investments
 
113

 

 

 

 

 
1

 
114

 
 
$
41,897


$
2,269


$


$
(5,823
)

$


$
1,249

 
$
39,592

Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration liabilities
 
$
(36,810
)
 
$

 
n/a

 
$

 
n/a

 
$
15,648

 
$
(21,162
)
n/a - not applicable

 
 
Balance as of March 31, 2016
 
Purchases
 
Sales
 
Redemptions/Settlements/ Other
 
Transfers
 
Realized and unrealized gains/(losses), net
 
Balance as of September 30,
 2016
Assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trading investments of seed capital investments in proprietary fund products
 
$
3

 
$

 
$

 
$
(3
)
 
$

 
$

 
$

Equity method investments relating to long-term incentive compensation plans
 

 
2,959

 

 
(428
)
 

 
122

 
2,653

Equity method investments in partnerships and LLCs:
 
 
 
 
 
 
 
 
 
 
 
 
 


Seed capital investments
 
627

 

 

 

 

 
(75
)
 
552

Seed capital investments in real estate funds
 

 
25,299

 

 
(439
)
 

 
862

 
25,722

Investments in partnerships and LLCs:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Investments related to long-term incentive compensation plans
 
7,501

 

 

 

 

 

 
7,501

Other proprietary fund products
 
4,807

 

 

 
(1,000
)
 

 
20

 
3,827

Other investments
 
83

 

 

 

 

 
162

 
245

 
 
$
13,021

 
$
28,258

 
$

 
$
(1,870
)
 
$

 
$
1,091

 
$
40,500

Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Contingent consideration liabilities
 
$
(84,585
)
 
$
(2,000
)
 
n/a

 
$
6,587

 
n/a

 
$
27,945

 
$
(52,053
)
n/a - not applicable

Realized and unrealized gains and losses recorded for Level 3 investments are primarily included in Other non-operating income (expense), net, in the Consolidated Statements of Income. The change in unrealized gains for Level 3 investments and liabilities still held at the reporting date was $259 and $7,062 for the three months ended September 30, 2017, and 2016, respectively, and $16,897, and $29,188 for the six months ended September 30, 2017, and 2016, respectively.

There were no significant transfers between Level 1 and Level 2 during the three and six months ended September 30, 2017 and 2016.

As a practical expedient, Legg Mason relies on the NAV of certain investments as their fair value.  The NAVs that have been provided by the investees have been derived from the fair values of the underlying investments as of the respective reporting dates.  The following table summarizes, as of September 30, 2017 and March 31, 2017, the nature of these investments and any related liquidation restrictions or other factors which may impact the ultimate value realized:
 
 
 
 
Fair Value Determined Using NAV
 
As of September 30, 2017
Category of Investment
 
Investment Strategy
 
September 30, 2017
 
March 31, 2017
 
Unfunded Commitments
 
Remaining Term
Funds-of-hedge funds
 
Global macro, fixed income, long/short equity, natural resources, systematic, emerging market, European hedge
 
$
17,738

(1)
$
18,537

 
n/a

 
n/a
Hedge funds
 
Fixed income - developed market, event driven, fixed income - hedge, relative value arbitrage, European hedge
 
10,215

 
10,107

 
$
20,000

 
n/a
Private equity funds
 
Long/short equity
 
15,799

(2)
17,612

 
6,899

 
Up to 12 years
Equity method
 
Long/short fixed income
 
7,208

 
6,292

 
n/a

 
n/a
Other
 
Various
 
143

 
224

 
n/a

 
Various (3)
Total
 
 
 
$
51,103

 
$
52,772

 
$
26,899

 
 
n/a - not applicable
(1)
Liquidation restrictions: 1% daily redemption, 12% monthly redemption, 9% quarterly redemption, and 78% are not subject to redemption or are not currently redeemable.
(2)
Liquidations are expected over the remaining term.
(3)
Of this balance, 32% has a remaining term of less than one year and 68% has a remaining term of 15 years.

There are no current plans to sell any of these investments held as of September 30, 2017.