Financial Instruments

12 Months Ended

Dec. 31, 2019

The following table presents the carrying amounts and estimated fair values of our other financial instruments by hierarchy level as of December 31, 2019 and 2018.



	December 31, 2019
			Hierarchy Level (Fair Value)
	Carrying Amount		Level 1		Level 2		Level 3
Liabilities
Acquisition-related contingent consideration, including current portion ^{(1) (2)}	$	14,826	$	—	$	—	$	14,826
Long-term debt ⁽³⁾	275,609		—		398,016		—
Total	$	290,435	$	—	$	398,016	$	14,826



	December 31, 2018
			Hierarchy Level (Fair Value)
	Carrying Amount		Level 1		Level 2		Level 3
Liabilities
Acquisition-related contingent consideration, including current portion ⁽¹⁾	$	3,698	$	—	$	—	$	3,698
Long-term debt ⁽³⁾	265,571		—		291,837		—
Total	$	269,269	$	—	$	291,837	$	3,698


⁽¹⁾	The short-term portion is included in “Accounts payable, accrued expenses and other,” and the long-term portion is included in “Other liabilities” on the Consolidated Balance Sheets.


⁽²⁾	During the year ended December 31, 2019, we acquired a restructuring business that was assigned to the Corporate Finance segment.


⁽³⁾	The carrying values include unamortized deferred debt issue costs and debt discount.

The fair value of financial instruments not included in this table are estimated to be equal to their carrying value as of December 31, 2019 and 2018.

We estimate the fair value of our 2023 Convertible Notes based on their last actively traded prices. The fair value of our debt is classified within Level 2 of the fair value hierarchy because it is traded in less active markets.

We estimate the fair value of acquisition-related contingent consideration using either a probability-weighted discounted cash flow model or a Monte Carlo simulation. These fair value estimates represent Level 3 measurements as they are based on significant inputs not observed in the market and reflect our own assumptions. We have multiple valuation models that use different inputs and assumptions based on the timing of the acquisitions. As a result, the significant unobservable inputs used in these models vary. The acquisition-related contingent consideration subject to the probability-weighted discounted cash flow model was valued using significant unobservable inputs including a discount rate of 13.5% and future cash flows. The acquisition-related contingent consideration subject to the Monte Carlo simulation was valued using significant unobservable inputs including a volatility rate of 30.0% and a discount rate of 13.6%, which reflects the weighted average of our cost of debt and adjusted cost of equity of the acquired company. Significant increases (decreases) in these unobservable inputs in isolation would result in a significantly lower (higher) fair value. We reassess the fair value of our acquisition-related contingent consideration at each reporting period based on additional information as it becomes available.

The change in our liability for acquisition-related contingent consideration for our Level 3 financial instruments is as follows:



	Liability for Acquisition-Related Contingent Consideration
Balance at December 31, 2016	$	5,692
Additions ⁽¹⁾	3,426
Accretion for time value of money ⁽²⁾	1,589
Remeasurement gain ⁽³⁾	702
Payments	(5,161		)
Transfer out	(2,498		)
Balance at December 31, 2017	$	3,750
Accretion for time value of money ⁽²⁾	479
Payments	(531		)
Balance at December 31, 2018	$	3,698
Additions ⁽¹⁾	9,746
Accretion for time value of money ⁽²⁾	2,372
Payments	(1,000		)
Foreign currency translation adjustment ⁽⁴⁾	10
Balance at December 31, 2019	$	14,826


⁽¹⁾	We acquired restructuring businesses that were assigned to the Corporate Finance segment during the years ended December 31, 2017 and 2019.


⁽²⁾	Accretion for the time value of money is included in "Selling, general and administrative expenses" on the Consolidated Statements of Comprehensive Income.


⁽³⁾	Remeasurement gain or loss resulting from a change in the fair value of an acquisition's contingent consideration liability is recorded in “Selling, general and administrative expenses” on the Consolidated Statements of Comprehensive Income.

⁽⁴⁾

Foreign currency translation adjustments are included in "Other comprehensive income (loss), net of tax" on the Consolidated Statements of Comprehensive Income.

- 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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