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FAIR VALUE MEASUREMENTS | 9 Months Ended
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Sep. 30, 2024
Fair Value Disclosures [Abstract] |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS ASC 820, Fair Value Measurements, defines fair value, establishes a framework for measuring fair value and requires disclosures regarding certain fair value measurements. ASC 820 establishes a three-tier hierarchy for measuring fair value, as follows: •Level 1 – quoted market prices in active markets for identical assets •Level 2 – inputs other than quoted prices that are directly or indirectly observable •Level 3 – significant unobservable inputs where there is little or no market activity Our strategic investments in InvestCloud, Vista and the Texas Stock Exchange, discussed in Note 6 “Investments,” are excluded from the recurring fair value table shown below because we have elected to apply the measurement alternative for those investments. The following table summarizes the values of our investments measured at fair value on a recurring basis within the fair value hierarchy as of the dates indicated (in thousands):
| Level 1 |  | Level 2 |  | Level 3 |  | Investments Measured at NAV (1) |  | Total
As of September 30, 2024: |  |  |  |  |  |  |  |  |
Investments in trading securities | $ | 25,522 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 25,522 |
Private investment funds | — |  |  | — |  |  | — |  |  | 1,919 |  |  | 1,919 |
Total assets measured at fair value | $ | 25,522 |  |  | $ | — |  |  | $ | — |  |  | $ | 1,919 |  |  | $ | 27,441 |
Salient Acquisition contingent consideration | — |  |  | — |  |  | 12,000 |  |  | — |  |  | 12,000 |
Total liabilities measured at fair value | $ | — |  |  | $ | — |  |  | $ | 12,000 |  |  | $ | — |  |  | $ | 12,000 |
As of December 31, 2023: |  |  |  |  |  |  |  |  |
Investments in trading securities | $ | 32,674 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 32,674 |
Private investment fund | — |  |  | — |  |  | — |  |  | 241 |  |  | 241 |
Total assets measured at fair value | $ | 32,674 |  |  | $ | — |  |  | $ | — |  |  | $ | 241 |  |  | $ | 32,915 |
Salient Acquisition contingent consideration | — |  |  | — |  |  | 10,133 |  |  | — |  |  | 10,133 |
Total liabilities measured at fair value | $ | — |  |  | $ | — |  |  | $ | 10,133 |  |  | $ | — |  |  | $ | 10,133 |
(1) Comprised of certain investments measured at fair value using NAV as a practical expedient. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented on our Condensed Consolidated Balance Sheets.
Prior to our exchange of Charis shares for shares in Vista in 2023, our investment in Charis was included within Level 3 of the fair value hierarchy as we valued it utilizing inputs not observable in the market. Historically, our investment was measured at fair value on a recurring basis using a market approach based on either a price to tangible book value multiple range determined to be reasonable in the current environment, or on market transactions. On April 3, 2023, Charis was acquired by Vista in a transaction in which the Company exchanged its shares in Charis for shares in Vista. The following table summarizes the changes in Level 3 investments measured at fair value on a recurring basis for the periods presented (in thousands):
|  |  | Fair Value using Significant Unobservable Inputs (Level 3)
|  |  | Three Months Ended September 30, 2023 |  |  |  | Nine Months Ended September 30, 2023
Beginning balance |  |  | $ | — |  |  |  |  | $ | 2,792 |
Exchange of shares |  |  | — |  |  |  |  | (2,792) |
Ending balance |  |  | $ | — |  |  |  |  | $ | — |
The following table summarizes the changes in Level 3 liabilities measured at fair value on a recurring basis for the periods presented (in thousands):
| Fair Value using Significant Unobservable Inputs (Level 3)
| Three Months Ended September 30, |  | Nine Months Ended September 30,
| 2024 |  | 2023 |  | 2024 |  | 2023
Beginning balance | $ | 10,176 |  |  | $ | 7,763 |  |  | $ | 10,133 |  |  | $ | 12,901 |
Payments | — |  |  | — |  |  | $ | (1,815) |  |  | — |
Total (gains) losses included in earnings | 1,824 |  |  | 2,483 |  |  | 3,682 |  |  | (2,655) |
Ending balance | $ | 12,000 |  |  | $ | 10,246 |  |  | $ | 12,000 |  |  | $ | 10,246 |

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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 -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482106/820-10-50-2 + Details
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