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Fair Value Measurements | 9 Months Ended
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Sep. 30, 2020
Fair Value Disclosures [Abstract] |
Fair Value Measurements |
6. | Fair Value Measurements
Topic 820 of the FASB Accounting Standards Codification (ASC) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Topic 820 also establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:
| • | Level 1 – Quoted prices in active markets for identical assets or liabilities.
| • | Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
| • | Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
There have been no significant changes to the valuation techniques and inputs used to develop the recurring fair value measurements from those disclosed in our 2019 Annual Report. For a portion of our investments in unconsolidated subsidiaries reported at fair value, we estimate fair value using the net asset value (NAV) per share (or its equivalent) our investees provide. These investments are considered investment companies, or are the equivalent of investment companies, as they carry all investments at fair value, with unrealized gains and losses resulting from changes in fair value reflected in earnings. Accordingly, we effectively carry our investments at an amount that is equivalent to our proportionate share of the net assets of each investment that would be allocated to us if each investment was liquidated at the net asset value as of the measurement date. As of September 30, 2020, and December 31, 2019, investments in unconsolidated subsidiaries at fair value using NAV were $59.0 million and $45.2 million, respectively. These investments fall under practical expedient rules that do not require them to be included in the fair value hierarchy and as a result have been excluded from the tables below. The following tables present the fair value of assets and liabilities measured at fair value on a recurring basis as of September 30, 2020 and December 31, 2019 (dollars in thousands):
|  | As of September 30, 2020 |
|  | Fair Value Measured and Recorded Using |  |  |  |  |
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Available for sale securities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Debt securities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U.S. treasury securities |  | $ | 7,325 |  |  | $ | — |  |  | $ | — |  |  | $ | 7,325 |
Debt securities issued by U.S. federal agencies |  |  | — |  |  |  | 10,944 |  |  |  | — |  |  |  | 10,944 |
Corporate debt securities |  |  | — |  |  |  | 47,173 |  |  |  | — |  |  |  | 47,173 |
Asset-backed securities |  |  | — |  |  |  | 2,973 |  |  |  | — |  |  |  | 2,973 |
Collateralized mortgage obligations |  |  | — |  |  |  | 1,357 |  |  |  | — |  |  |  | 1,357 |
Total available for sale debt securities |  |  | 7,325 |  |  |  | 62,447 |  |  |  | — |  |  |  | 69,772 |
Equity securities |  |  | 40,089 |  |  |  | — |  |  |  | — |  |  |  | 40,089 |
Warehouse receivables |  |  | — |  |  |  | 1,211,886 |  |  |  | — |  |  |  | 1,211,886 |
Total assets at fair value |  | $ | 47,414 |  |  | $ | 1,274,333 |  |  | $ | — |  |  | $ | 1,321,747 |
|  | As of December 31, 2019 |
|  | Fair Value Measured and Recorded Using |  |  |  |  |
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Available for sale securities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Debt securities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
U.S. treasury securities |  | $ | 6,998 |  |  | $ | — |  |  | $ | — |  |  | $ | 6,998 |
Debt securities issued by U.S. federal agencies |  |  | — |  |  |  | 10,639 |  |  |  | — |  |  |  | 10,639 |
Corporate debt securities |  |  | — |  |  |  | 29,098 |  |  |  | — |  |  |  | 29,098 |
Asset-backed securities |  |  | — |  |  |  | 5,152 |  |  |  | — |  |  |  | 5,152 |
Collateralized mortgage obligations |  |  | — |  |  |  | 2,222 |  |  |  | — |  |  |  | 2,222 |
Total available for sale debt securities |  |  | 6,998 |  |  |  | 47,111 |  |  |  | — |  |  |  | 54,109 |
Equity securities |  |  | 51,399 |  |  |  | — |  |  |  | — |  |  |  | 51,399 |
Warehouse receivables |  |  | — |  |  |  | 993,058 |  |  |  | — |  |  |  | 993,058 |
Total assets at fair value |  | $ | 58,397 |  |  | $ | 1,040,169 |  |  | $ | — |  |  | $ | 1,098,566 |
There were no significant non-recurring fair value measurements recorded during the three months ended September 30, 2020 and 2019. The following non-recurring fair value measurements were recorded for the nine months ended September 30, 2020 (dollars in thousands):
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | Total |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | Impairment Charges |
| Net Carrying Value |  |  | Fair Value Measured and |  |  | for the |
| as of |  |  | Recorded Using |  |  | Nine Months Ended |
| September 30, 2020 |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | September 30, 2020 |
Property and equipment | $ | 9,565 |  |  | $ | — |  |  | $ | — |  |  | $ | 9,565 |  |  | $ | 21,663 |
Goodwill |  | 431,389 |  |  |  | — |  |  |  | — |  |  |  | 431,389 |  |  |  | 25,000 |
Other intangible assets |  | 12,842 |  |  |  | — |  |  |  | — |  |  |  | 12,842 |  |  |  | 28,508 |
Total | $ | 453,796 |  |  | $ | — |  |  | $ | — |  |  | $ | 453,796 |  |  | $ | 75,171 |
The following non-recurring fair value measurements were recorded for the nine months ended September 30, 2019 (dollars in thousands):
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | Total |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  | Impairment Charges |
| Net Carrying Value |  |  | Fair Value Measured and |  |  | for the |
| as of |  |  | Recorded Using |  |  | Nine Months Ended |
| September 30, 2019 |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | September 30, 2019 |
Other intangible assets | $ | 16,000 |  |  | $ | — |  |  | $ | — |  |  | $ | 16,000 |  |  | $ | 89,037 |
During the nine months ended September 30, 2020, we recorded $50.2 million of non-cash asset impairment charges in our Global Workplace Solutions segment and a non-cash goodwill impairment charge of $25.0 million in our Real Estate Investments segment. As a result of the recent global economic disruption and uncertainty due to COVID‑19, we deemed there to be triggering events in the first quarter of 2020 that required testing of certain assets for impairment at that time. Based on these tests, we recorded the aforementioned non-cash impairment charges, which were driven by lower anticipated cash flows in certain businesses directly resulting from a downturn in forecasts as well as increased forecast risk due to COVID‑19. During the nine months ended September 30, 2019, we recorded an intangible asset impairment charge of $89.0 million in our Real Estate Investments segment. This non-cash write-off resulted from a review of the anticipated cash flows and a decrease in assets under management in our public securities business driven in part by continued industry-wide shift in investor preference for passive investment programs. All the above-mentioned asset impairment charges were included within the line item “Asset impairments” in the accompanying consolidated statements of operations. The fair value measurements employed for our impairment evaluations were based on a discounted cash flow approach. Inputs used in these evaluations included risk-free rates of return, estimated risk premiums, terminal growth rates, working capital assumptions, income tax rates as well as other economic variables. FASB ASC Topic 825, “Financial Instruments” requires disclosure of fair value information about financial instruments, whether or not recognized in the accompanying consolidated balance sheets. Our financial instruments are as follows:
| • | Cash and Cash Equivalents and Restricted Cash – These balances include cash and cash equivalents as well as restricted cash with maturities of less than three months. The carrying amount approximates fair value due to the short-term maturities of these instruments.
| • | Receivables, less Allowance for Doubtful Accounts – Due to their short-term nature, fair value approximates carrying value.
| • | Warehouse Receivables – These balances are carried at fair value. The primary source of value is either a contractual purchase commitment from Freddie Mac or a confirmed forward trade commitment for the issuance and purchase of a Fannie Mae or Ginnie Mae MBS (see Note 4).
| • | Investments in Unconsolidated Subsidiaries – A portion of these investments are carried at fair value. At September 30, 2020, we did not classify any investments as Level 1 in the fair value hierarchy. For investments in unconsolidated subsidiaries that are carried at fair value, we estimate the fair value of each investment using the NAV per share (or its equivalent).
| • | Available for Sale Debt Securities – These investments are carried at their fair value.
| • | Equity Securities – These investments are carried at their fair value.
| • | Short-Term Borrowings – The majority of this balance represents outstanding amounts under our warehouse lines of credit of our wholly-owned subsidiary, CBRE Capital Markets, and our revolving credit facility. Due to the short-term nature and variable interest rates of these instruments, fair value approximates carrying value (see Notes 4 and 8).
| • | Senior Term Loans – Based upon information from third-party banks (which falls within Level 2 of the fair value hierarchy), the estimated fair value of our senior term loans was approximately $752.7 million at September 30, 2020 and $745.5 million at December 31, 2019. Their actual carrying value, net of unamortized debt issuance costs, totaled $765.7 million and $744.6 million at September 30, 2020 and December 31, 2019, respectively (see Note 8).
| • | Senior Notes – Based on dealers’ quotes (which falls within Level 2 of the fair value hierarchy), the estimated fair values of our 4.875% senior notes and 5.25% senior notes were $697.4 million and $482.6 million, respectively, at September 30, 2020 and $670.7 million and $478.3 million, respectively, at December 31, 2019. The actual carrying value of our 4.875% senior notes and 5.25% senior notes, net of unamortized debt issuance costs as well as unamortized discount or premium, if applicable, totaled $594.3 million and $423.2 million, respectively, at September 30, 2020 and $593.6 million and $423.0 million, respectively, at December 31, 2019.

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- 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/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258 + Details
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