v2.4.0.8

FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS

9 Months Ended

Sep. 30, 2014

FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS

8. FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS

The following tables summarize the valuation of the Partnership’s financial assets and liabilities by the fair value hierarchy:

		September 30, 2014
		Level I				Level II				Level III				Total
Assets
Investments of Consolidated Blackstone Funds (a)
Investment Funds		$	—			$	—			$	1,091,151			$	1,091,151
Equity Securities			94,774				91,948				179,807				366,529
Partnership and LLC Interests			—				222,488				1,265,940				1,488,428
Debt Instruments			1,614				1,531,371				122,775				1,655,760
Assets of Consolidated CLO Vehicles
Corporate Loans			—				5,332,759				537,874				5,870,633
Corporate Bonds			—				196,703				—				196,703
Freestanding Derivatives — Foreign Currency Contracts			—				11,921				—				11,921
Freestanding Derivatives — Interest Rate Contracts			—				2,772				—				2,772
Other			14				23,356				26,086				49,456
Total Investments of Consolidated Blackstone Funds			96,402				7,413,318				3,223,633				10,733,353
Blackstone’s Treasury Cash Management Strategies			338,131				1,274,175				81,067				1,693,373
Money Market Funds			256,415				—				—				256,415
Freestanding Derivatives
Interest Rate Contracts			394				860				—				1,254
Foreign Currency Contracts			—				5,200				—				5,200
Loans and Receivables			—				—				69,794				69,794
Other Investments			17,044				7,199				114,134				138,377
		$	708,386			$	8,700,752			$	3,488,628			$	12,897,766
Liabilities
Liabilities of Consolidated Blackstone Funds (a)
Freestanding Derivatives — Credit Default Swaps		$	—			$	5,179			$	—			$	5,179
Liabilities of Consolidated CLO Vehicles
Senior Secured Notes			—				—				5,322,648				5,322,648
Subordinated Notes			—				—				360,272				360,272
Freestanding Derivatives — Foreign Currency Contracts			—				22,620				—				22,620
Total Liabilities of Consolidated Blackstone Funds			—				27,799				5,682,920				5,710,719
Freestanding Derivatives
Interest Rate Contracts			1,184				809				—				1,993
Foreign Currency Contracts			—				831				—				831
Credit Default Swaps			—				1,835				—				1,835
Securities Sold, Not Yet Purchased			—				188,363				—				188,363
		$	1,184			$	219,637			$	5,682,920			$	5,903,741

		December 31, 2013
		Level I				Level II				Level III				Total
Assets
Investments of Consolidated Blackstone Funds (a)
Investment Funds		$	—			$	—			$	897,843			$	897,843
Equity Securities			51,147				130,816				193,699				375,662
Partnership and LLC Interests			—				88,555				1,254,903				1,343,458
Debt Instruments			—				1,154,902				45,495				1,200,397
Assets of Consolidated CLO Vehicles
Corporate Loans			—				7,537,661				929,228				8,466,889
Corporate Bonds			—				161,382				—				161,382
Freestanding Derivatives — Foreign Currency Contracts			—				30,830				—				30,830
Freestanding Derivatives — Interest Rate Contracts			—				3,726				—				3,726
Other			3,477				—				37,584				41,061
Total Investments of Consolidated Blackstone Funds			54,624				9,107,872				3,358,752				12,521,248
Blackstone’s Treasury Cash Management Strategies			19,629				1,041,039				44,132				1,104,800
Money Market Funds			173,781				—				—				173,781
Freestanding Derivatives
Interest Rate Contracts			7,423				1,098				—				8,521
Foreign Currency Contracts			—				1,480				—				1,480
Total Return Swaps			—				342				—				342
Loans and Receivables			—				—				137,788				137,788
Other Investments			87,068				17,270				14,466				118,804
		$	342,525			$	10,169,101			$	3,555,138			$	14,066,764
Liabilities
Liabilities of Consolidated CLO Vehicles (a)
Senior Secured Notes		$	—			$	—			$	8,302,572			$	8,302,572
Subordinated Notes			—				—				610,435				610,435
Freestanding Derivatives — Foreign Currency Contracts			—				10,018				—				10,018
Freestanding Derivatives
Interest Rate Contracts			2,484				192				—				2,676
Foreign Currency Contracts			—				1,015				—				1,015
Credit Default Swaps			—				591				—				591
Securities Sold, Not Yet Purchased			—				76,195				—				76,195
		$	2,484			$	88,011			$	8,913,007			$	9,003,502

(a) Pursuant to GAAP consolidation guidance, the Partnership is required to consolidate all VIEs in which it has been identified as the primary beneficiary, including certain CLO vehicles, and other funds in which a consolidated entity of the Partnership, as the general partner of the fund, is presumed to have control. While the Partnership is required to consolidate certain funds, including CLO vehicles, for GAAP purposes, the Partnership has no ability to utilize the assets of these funds and there is no recourse to the Partnership for their liabilities since these are client assets and liabilities.

The following table summarizes the fair value transfers between Level I and Level II for positions that existed as of September 30, 2014 and 2013, respectively:

		Three Months Ended September 30,								Nine Months Ended September 30,
		2014				2013				2014				2013
Transfers from Level I into Level II (a)		$	—			$	—			$	—			$	31
Transfers from Level II into Level I (b)		$	—			$	41,155			$	67,327			$	1,308

(a) Transfers out of Level I represent those financial instruments for which restrictions exist and adjustments were made to an otherwise observable price to reflect fair value at the reporting date.

(b) Transfers into Level I represent those financial instruments for which an unadjusted quoted price in an active market became available for the identical asset.

The following table summarizes the quantitative inputs and assumptions used for items categorized in Level III of the fair value hierarchy as of September 30, 2014:

Fair Value

Valuation Techniques

Unobservable Inputs

Ranges

Weighted- Average (a)

Financial Assets

Investments of Consolidated Blackstone Funds

Investment Funds

$

1,091,151

NAV as Fair Value

N/A

N/A

N/A

Equity Securities

89,259

Discounted Cash Flows

Discount Rate

7.1% - 25.2%

12.2%

Revenue CAGR

1.9% - 27.6%

6.6%

Exit Multiple - EBITDA

5.0x - 17.0x

8.0x

Exit Multiple - P/E

9.5x - 15.0x

10.7x

85,955

Transaction Price

N/A

N/A

N/A

162

Market Comparable Companies

EBITDA Multiple

6.5x - 7.3x

6.7x

48

Third Party Pricing

N/A

N/A

N/A

4,383

Other

N/A

N/A

N/A

Partnership and LLC Interests

504,092

Discounted Cash Flows

Discount Rate

5.0% - 21.5%

9.0%

Revenue CAGR

-18.8% - 22.4%

6.1%

Exit Multiple - EBITDA

0.0x - 23.3x

10.3x

Exit Capitalization Rate

4.0% - 13.5%

7.4%

740,513

Transaction Price

N/A

N/A

N/A

12,967

Third Party Pricing

N/A

N/A

N/A

8,368

Other

N/A

N/A

N/A

Debt Instruments

18,627

Discounted Cash Flows

Discount Rate

9.0% - 23.0%

17.6%

Revenue CAGR

5.3% - 6.5%

5.3%

Exit Multiple - EBITDA

5.7x - 10.4x

10.2x

Exit Capitalization Rate

1.0% - 7.5%

6.6%

Default Rate

2.0%

N/A

Recovery Rate

70.0%

N/A

Recovery Lag

12 months

N/A

Pre-payment Rate

20.0%

N/A

Reinvestment Rate

LIBOR + 400 bps

N/A

103,959

Third Party Pricing

N/A

N/A

N/A

189

Market Comparable Companies

EBITDA Multiple

6.3x - 7.8x

6.3x

Assets of Consolidated CLO Vehicles

275,167

Third Party Pricing

N/A

N/A

N/A

284,848

Market Comparable Companies

EBITDA Multiple

3.5x - 15.0x

6.9x

3,945

Discounted Cash Flows

Discount Rate

8.5%

N/A

Total Investments of Consolidated Blackstone Funds

3,223,633

Blackstone’s Treasury Cash Management Strategies

$

26,031

Discounted Cash Flows

Default Rate

2.0%

N/A

Recovery Rate

70.0%

N/A

Recovery Lag

12 months

N/A

Pre-payment Rate

20.0%

N/A

Reinvestment Rate

LIBOR + 400 bps

N/A

Discount Rate

5.9% - 9.3%

6.8%

44,087

Third Party Pricing

N/A

N/A

N/A

981

Transaction Price

N/A

N/A

N/A

9,968

NAV as Fair Value

N/A

N/A

N/A

Loans and Receivables

69,794

Discounted Cash Flows

Discount Rate

8.8% - 12.9%

10.8%

Other Investments

12,986

Transaction Price

N/A

N/A

N/A

98,293

Discounted Cash Flows

Discount Rate

1.4% - 12.5%

3.0%

Default Rate

2.0%

N/A

Recovery Rate

70.0%

N/A

Recovery Lag

12 months

N/A

Pre-payment Rate

20.0%

N/A

Reinvestment Rate

LIBOR + 400 bps

N/A

2,855

NAV as Fair Value

N/A

N/A

N/A

Total

$

3,488,628

Financial Liabilities

Liabilities of Consolidated CLO Vehicles

$

5,682,920

Discounted Cash Flows

Default Rate

2.0% - 3.0%

2.1%

Recovery Rate

70.0%

N/A

Recovery Lag

12 months

N/A

Pre-payment Rate

20.0%

N/A

Discount Rate

0.8% - 26.7%

2.5%

Reinvestment Rate

LIBOR + 400 bps

N/A

The following table summarizes the quantitative inputs and assumptions used for items categorized in Level III of the fair value hierarchy as of December 31, 2013:

Fair Value

Valuation Techniques

Unobservable Inputs

Ranges

Weighted- Average (a)

Financial Assets

Investments of Consolidated Blackstone Funds

Investment Funds

$

897,843

NAV as Fair Value

N/A

N/A

N/A

Equity Securities

112,117

Discounted Cash Flows

Discount Rate

9.2% - 26.3%

12.4%

Revenue CAGR

0.9% - 46.2%

6.8%

Exit Multiple - EBITDA

5.0x - 14.0x

8.9x

Exit Multiple - P/E

8.5x - 17.0x

9.8x

78,154

Transaction Price

N/A

N/A

N/A

275

Market Comparable Companies

EBITDA Multiple

6.3x - 7.5x

6.9x

50

Third Party Pricing

N/A

N/A

N/A

3,103

Other

N/A

N/A

N/A

Partnership and LLC Interests

557,534

Discounted Cash Flows

Discount Rate

5.0% - 22.5%

9.0%

Revenue CAGR

-0.7% - 17.7%

5.5%

Exit Multiple - EBITDA

3.0x - 23.3x

9.4x

Exit Capitalization Rate

4.3% - 10.5%

7.0%

687,246

Transaction Price

N/A

N/A

N/A

9,181

Third Party Pricing

N/A

N/A

N/A

942

Other

N/A

N/A

N/A

Debt Instruments

11,814

Discounted Cash Flows

Discount Rate

10.7% - 21.0%

19.2%

Revenue CAGR

4.8% - 5.5%

4.8%

Exit Multiple - EBITDA

5.8x - 11.1x

10.8x

Exit Capitalization Rate

6.4% - 7.5%

6.7%

Default Rate

2.0%

N/A

Recovery Rate

67.0%

N/A

Recovery Lag

12 months

N/A

Pre-payment Rate

20.0%

N/A

Reinvestment Rate

LIBOR + 400 bps

N/A

31,675

Third Party Pricing

N/A

N/A

N/A

1,772

Transaction Price

N/A

N/A

N/A

234

Market Comparable Companies

EBITDA Multiple

6.2x - 8.0x

6.2x

Assets of Consolidated CLO Vehicles

615,414

Third Party Pricing

N/A

N/A

N/A

293,382

Market Comparable Companies

EBITDA Multiple

3.5x - 11.3x

7.3x

57,936

Discounted Cash Flows

Discount Rate

7.0% - 14.0%

7.8%

Revenue CAGR

4.2%

N/A

Exit Multiple - EBITDA

8.0x

N/A

80

Transaction Price

N/A

N/A

N/A

Total Investments of Consolidated Blackstone Funds

3,358,752

Blackstone’s Treasury Cash Management Strategies

$

17,040

Discounted Cash Flows

Default Rate

2.0%

N/A

Recovery Rate

30.0% - 70.0%

66.0%

Recovery Lag

12 months

N/A

Pre-payment Rate

20.0%

N/A

Reinvestment Rate

LIBOR + 400 bps

N/A

Discount Rate

6.0% - 8.6%

6.6%

16,993

Third Party Pricing

N/A

N/A

N/A

10,099

NAV as Fair Value

N/A

N/A

N/A

Loans and Receivables

137,788

Discounted Cash Flows

Discount Rate

11.0% - 14.8%

12.6%

Other Investments

7,927

Transaction Price

N/A

N/A

N/A

3,725

NAV as Fair Value

N/A

N/A

N/A

2,814

Discounted Cash Flows

Discount Rate

12.5%

N/A

Total

$

3,555,138

Financial Liabilities

Liabilities of Consolidated CLO Vehicles

$

8,913,007

Discounted Cash Flows

Default Rate

2.0% - 3.0%

2.1%

Recovery Rate

30.0% - 70.0%

66.0%

Recovery Lag

12 months

N/A

Pre-payment Rate

5.0% - 20.0%

18.0%

Discount Rate

0.4% - 24.2%

2.6%

Reinvestment Rate

LIBOR + 400 bps

N/A

N/A Not applicable.

CAGR Compound annual growth rate.

EBITDA Earnings before interest, taxes, depreciation and amortization.

Exit Multiple Ranges include the last twelve months EBITDA, forward EBITDA and price/earnings (“P/E”) exit multiples.

(a) Unobservable inputs were weighted based on the fair value of the investments included in the range.

The significant unobservable inputs used in the fair value measurement of the Blackstone’s Treasury Cash Management Strategies, debt instruments, other investments and liabilities of consolidated CLO vehicles are discount rates, default rates, recovery rates, recovery lag, pre-payment rates and reinvestment rates. Increases (decreases) in any of the discount rates, default rates, recovery lag and pre-payment rates in isolation would result in a lower (higher) fair value measurement. Increases (decreases) in any of the recovery rates and reinvestment rates in isolation would result in a higher (lower) fair value measurement. Generally, a change in the assumption used for default rates may be accompanied by a directionally similar change in the assumption used for recovery lag and a directionally opposite change in the assumption used for recovery rates and pre-payment rates.

The significant unobservable inputs used in the fair value measurement of equity securities, partnership and LLC interests, debt instruments, assets of consolidated CLO vehicles and loans and receivables are discount rates, exit capitalization rates, exit multiples, EBITDA multiples and revenue compound annual growth rates. Increases (decreases) in any of discount rates and exit capitalization rates in isolation can result in a lower (higher) fair value measurement. Increases (decreases) in any of exit multiples and revenue compound annual growth rates in isolation can result in a higher (lower) fair value measurement.

Since December 31, 2013, there have been no changes in valuation techniques within Level II and Level III that have had a material impact on the valuation of financial instruments.

The following tables summarize the changes in financial assets and liabilities measured at fair value for which the Partnership has used Level III inputs to determine fair value and does not include gains or losses that were reported in Level III in prior years or for instruments that were transferred out of Level III prior to the end of the respective reporting period. Total realized and unrealized gains and losses recorded for Level III investments are reported in Investment Income and Net Gains from Fund Investment Activities in the Condensed Consolidated Statements of Operations.

		Level III Financial Assets at Fair Value Three Months Ended September 30,
		2014																2013
		Investments of Consolidated Funds				Loans and Receivables				Other Investments (c)				Total				Investments of Consolidated Funds				Loans and Receivables				Other Investments (c)				Total
Balance, Beginning of Period		$	3,245,040			$	42,725			$	180,657			$	3,468,422			$	2,890,319			$	107,731			$	47,914			$	3,045,964
Transfer Out Due to Deconsolidation			(64,634	)			—				—				(64,634	)			(96	)			—				—				(96	)
Transfer In to Level III (b)			161,332				—				20,452				181,784				226,144				—				8,868				235,012
Transfer Out of Level III (b)			(212,108	)			—				(9,913	)			(222,021	)			(270,059	)			—				(3,180	)			(273,239	)
Purchases			303,044				69,255				19,914				392,213				349,209				127,370				23,225				499,804
Sales			(201,346	)			(42,261	)			(7,102	)			(250,709	)			(154,446	)			(138,937	)			(15,038	)			(308,421	)
Settlements			—				(526	)			(123	)			(649	)			—				2,293				(253	)			2,040
Realized Gains (Losses), Net			21,344				—				5				21,349				13,861				—				(157	)			13,704
Changes in Unrealized Gains (Losses) Included in Earnings Related to Investments Still Held at the Reporting Date			(29,039	)			601				(8,689	)			(37,127	)			67,127				(380	)			(56	)			66,691
Balance, End of Period		$	3,223,633			$	69,794			$	195,201			$	3,488,628			$	3,122,059			$	98,077			$	61,323			$	3,281,459

		Level III Financial Assets at Fair Value Nine Months Ended September 30,
		2014																2013
		Investments of Consolidated Funds				Loans and Receivables				Other Investments (c)				Total				Investments of Consolidated Funds				Loans and Receivables				Other Investments (c)				Total
Balance, Beginning of Period		$	3,358,752			$	137,788			$	58,598			$	3,555,138			$	3,017,699			$	30,663			$	28,104			$	3,076,466
Transfer In Due to Consolidation and Acquisition (a)			276,806				—				—				276,806				—				—				11,960				11,960
Transfer Out Due to Deconsolidation			(335,357	)			—				—				(335,357	)			(152,823	)			—				—				(152,823	)
Transfer In to Level III (b)			273,934				—				28,424				302,358				684,621				—				8,868				693,489
Transfer Out of Level III (b)			(315,067	)			—				(20,657	)			(335,724	)			(377,527	)			—				(4,894	)			(382,421	)
Purchases			561,043				162,899				153,344				877,286				673,179				233,890				129,259				1,036,328
Sales			(700,970	)			(230,324	)			(15,340	)			(946,634	)			(959,115	)			(168,399	)			(110,767	)			(1,238,281	)
Settlements			—				(1,170	)			(424	)			(1,594	)			—				2,312				(1,822	)			490
Realized Gains (Losses), Net			10,344				—				(544	)			9,800				(4,913	)			43				14,472				9,602
Changes in Unrealized Gains (Losses) Included in Earnings Related to Investments Still Held at the Reporting Date			94,148				601				(8,200	)			86,549				240,938				(432	)			(13,857	)			226,649
Balance, End of Period		$	3,223,633			$	69,794			$	195,201			$	3,488,628			$	3,122,059			$	98,077			$	61,323			$	3,281,459

		Level III Financial Liabilities at Fair Value Three Months Ended September 30,
		2014												2013
		Collateralized Loan Obligations Senior Notes				Collateralized Loan Obligations Subordinated Notes				Total				Collateralized Loan Obligations Senior Notes				Collateralized Loan Obligations Subordinated Notes				Total
Balance, Beginning of Period		$	6,407,838			$	474,757			$	6,882,595			$	9,189,948			$	618,682			$	9,808,630
Transfer In Due to Consolidation and Acquisition (a)			495,610				29,828				525,438				—				—				—
Transfer Out to Deconsolidation			(778,461	)			(104,049	)			(882,510	)			—				—				—
Issuances			—				—				—				1,503				922				2,425
Settlements			(570,785	)			—				(570,785	)			(787,918	)			(180	)			(788,098	)
Realized Losses, Net			1,822				—				1,822				2,833				—				2,833
Changes in Unrealized (Gains) Losses Included in Earnings Related to Liabilities Still Held at the Reporting Date			(233,376	)			(40,264	)			(273,640	)			235,141				(14,044	)			221,097
Balance, End of Period		$	5,322,648			$	360,272			$	5,682,920			$	8,641,507			$	605,380			$	9,246,887

		Level III Financial Liabilities at Fair Value Nine Months Ended September 30,
		2014												2013
		Collateralized Loan Obligations Senior Notes				Collateralized Loan Obligations Subordinated Notes				Total				Collateralized Loan Obligations Senior Notes				Collateralized Loan Obligations Subordinated Notes				Total
Balance, Beginning of Period		$	8,302,572			$	610,435			$	8,913,007			$	10,695,136			$	846,471			$	11,541,607
Transfer In Due to Consolidation and Acquisition (a)			967,629				116,009				1,083,638				—				—				—
Transfer Out Due to Deconsolidation			(2,231,853	)			(277,301	)			(2,509,154	)			(1,100,842	)			(150,925	)			(1,251,767	)
Issuances			32,197				10,000				42,197				2,558				1,697				4,255
Settlements			(1,569,416	)			(110	)			(1,569,526	)			(1,492,295	)			(526	)			(1,492,821	)
Realized Losses, Net			5,914				—				5,914				2,833				—				2,833
Changes in Unrealized (Gains) Losses Included in Earnings Related to Liabilities Still Held at the Reporting Date			(184,395	)			(98,761	)			(283,156	)			534,117				(91,337	)			442,780
Balance, End of Period		$	5,322,648			$	360,272			$	5,682,920			$	8,641,507			$	605,380			$	9,246,887

(a) Represents the transfer into Level III of financial assets and liabilities as a result of the consolidation of certain fund entities.

(b) Transfers in and out of Level III financial assets and liabilities were due to changes in the observability of inputs used in the valuation of such assets and liabilities.

(c) Represents Blackstone’s Treasury Cash Management Strategies and Other Investments.

X

- 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.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 21

-URI http://asc.fasb.org/extlink&oid=35750535&loc=d3e13537-108611



Reference 2: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 10

-URI http://asc.fasb.org/extlink&oid=35750535&loc=d3e13433-108611



Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 28

-URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14064-108612



Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 820

-SubTopic 10

-Section 50

-Paragraph 2

-URI http://asc.fasb.org/extlink&oid=36462937&loc=d3e19207-110258



Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 30

-URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14172-108612



Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 16

-URI http://asc.fasb.org/extlink&oid=35750535&loc=d3e13504-108611

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