Form 10-Q
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2012
or
¨ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from
to |
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Commission File Number: 001-14965
The Goldman Sachs Group, Inc.
(Exact name of registrant as specified in its charter)
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Delaware |
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13-4019460 |
(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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200 West Street, New York, N.Y. |
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10282 |
(Address of principal executive offices) |
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(Zip Code) |
(212) 902-1000
(Registrants telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
x Yes ¨ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any,
every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post
such files).
x Yes ¨ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
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Large accelerated filer x
Accelerated filer ¨ |
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Non-accelerated filer ¨ (Do not check if a smaller reporting
company) Smaller reporting company ¨ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
¨ Yes
x No
APPLICABLE ONLY TO CORPORATE ISSUERS
As of October 26, 2012, there were 469,943,620 shares of the registrants common stock outstanding.
THE GOLDMAN SACHS GROUP, INC.
QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2012
INDEX
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Form 10-Q Item Number |
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Page No. |
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PART I |
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FINANCIAL INFORMATION |
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2 |
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Item 1 |
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Financial Statements (Unaudited) |
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2 |
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Condensed Consolidated Statements of Earnings for the three and nine
months ended September 30, 2012 and September 30, 2011 |
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2 |
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Condensed Consolidated Statements of Comprehensive Income for the three
and nine months ended September 30, 2012 and September 30, 2011 |
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3 |
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Condensed Consolidated Statements of Financial Condition as of September 30, 2012
and December 31, 2011 |
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4 |
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Condensed Consolidated Statements of Changes in Shareholders Equity
for the nine months ended September 30, 2012 and year ended December 31, 2011 |
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5 |
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Condensed Consolidated Statements of Cash Flows for the nine months ended
September 30, 2012 and September 30, 2011 |
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6 |
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Notes to Condensed Consolidated Financial Statements |
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7 |
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Note 1.
Description of Business |
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7 |
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Note 2.
Basis of Presentation |
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7 |
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Note 3.
Significant Accounting Policies |
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8 |
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Note 4. Financial
Instruments Owned, at Fair Value and Financial Instruments Sold, But Not Yet Purchased, at Fair Value |
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12 |
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Note 5.
Fair Value Measurements |
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13 |
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Note 6.
Cash Instruments |
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15 |
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Note 7.
Derivatives and Hedging Activities |
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25 |
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Note 8.
Fair Value Option |
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41 |
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Note 9.
Collateralized Agreements and Financings |
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51 |
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Note 10. Securitization
Activities |
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54 |
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Note 11.
Variable Interest Entities |
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57 |
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Note 12. Other
Assets |
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62 |
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Note 13.
Goodwill and Identifiable Intangible Assets |
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63 |
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Note 14. Deposits |
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65 |
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Note 15. Short-Term
Borrowings |
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66 |
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Note 16. Long-Term
Borrowings |
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67 |
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Note 17.
Other Liabilities and Accrued Expenses |
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71 |
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Note 18.
Commitments, Contingencies and Guarantees |
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72 |
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Note 19. Shareholders
Equity |
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78 |
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Note 20.
Regulation and Capital Adequacy |
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81 |
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Note 21. Earnings Per Common
Share |
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86 |
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Note 22.
Transactions with Affiliated Funds |
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87 |
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Note 23.
Interest Income and Interest Expense |
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88 |
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Note 24. Income
Taxes |
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88 |
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Note 25. Business
Segments |
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89 |
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Note 26. Credit
Concentrations |
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93 |
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Note 27. Legal
Proceedings |
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94 |
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Note 28. Subsequent
Event |
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107 |
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Report of Independent Registered Public Accounting
Firm |
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108 |
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Statistical Disclosures |
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109 |
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Item 2 |
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Managements Discussion and Analysis of Financial Condition
and Results of Operations |
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113 |
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Item 3 |
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Quantitative and Qualitative Disclosures About Market
Risk |
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183 |
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Item 4 |
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Controls and Procedures |
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183 |
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PART II |
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OTHER INFORMATION |
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183 |
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Item 1 |
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Legal Proceedings |
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183 |
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Item 2 |
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Unregistered Sales of Equity Securities and Use of
Proceeds |
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184 |
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Item 6 |
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Exhibits |
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185 |
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SIGNATURES |
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186 |
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Exhibit 12.1 - Statement re: Computation of Ratios of Earnings to Fixed Charges and Ratios of Earnings
to Combined Fixed Charges and Preferred Stock
Dividends.
Exhibit 15.1 - Letter re: Unaudited Interim Financial Information.
Exhibit 31.1 - Rule 13a-14(a) Certifications.
Exhibit 32.1 - Section 1350 Certifications.
Exhibit
101 - Interactive data.
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Goldman Sachs September 2012 Form 10-Q |
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1 |
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
THE GOLDMAN
SACHS GROUP, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Earnings
(Unaudited)
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Three Months
Ended September |
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Nine Months
Ended September |
in millions, except per share amounts |
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2012 |
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2011 |
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2012 |
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2011 |
Revenues |
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Investment banking |
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$1,168 |
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$ 781 |
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$ 3,534 |
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$ 3,498 |
Investment management |
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1,147 |
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1,133 |
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3,518 |
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3,495 |
Commissions and fees |
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748 |
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1,056 |
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2,407 |
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2,969 |
Market making |
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2,650 |
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1,800 |
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8,652 |
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7,998 |
Other principal transactions |
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1,802 |
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(2,539) |
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3,909 |
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675 |
Total non-interest revenues |
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7,515 |
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2,231 |
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22,020 |
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18,635 |
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Interest income |
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2,629 |
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3,354 |
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8,517 |
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10,142 |
Interest expense |
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1,793 |
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1,998 |
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5,610 |
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6,015 |
Net interest income |
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836 |
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1,356 |
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2,907 |
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4,127 |
Net revenues, including net interest income |
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8,351 |
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3,587 |
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24,927 |
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22,762 |
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Operating expenses |
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Compensation and benefits |
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3,675 |
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1,578 |
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10,968 |
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10,015 |
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Brokerage, clearing, exchange and distribution fees |
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547 |
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668 |
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1,658 |
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1,903 |
Market development |
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123 |
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140 |
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369 |
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502 |
Communications and technology |
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190 |
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209 |
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588 |
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617 |
Depreciation and amortization |
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396 |
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389 |
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1,238 |
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1,351 |
Occupancy |
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217 |
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262 |
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643 |
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781 |
Professional fees |
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205 |
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253 |
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652 |
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749 |
Insurance reserves |
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153 |
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197 |
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431 |
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402 |
Other expenses |
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547 |
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621 |
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1,486 |
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1,520 |
Total non-compensation expenses |
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2,378 |
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2,739 |
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7,065 |
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7,825 |
Total operating expenses |
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6,053 |
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4,317 |
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18,033 |
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17,840 |
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Pre-tax earnings/(loss) |
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2,298 |
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(730) |
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6,894 |
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4,922 |
Provision/(benefit) for taxes |
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786 |
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(337) |
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2,311 |
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1,493 |
Net earnings/(loss) |
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1,512 |
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(393) |
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4,583 |
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3,429 |
Preferred stock dividends |
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54 |
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35 |
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124 |
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1,897 |
Net earnings/(loss) applicable to common shareholders |
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$1,458 |
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$ (428) |
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$ 4,459 |
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$ 1,532 |
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Earnings/(loss) per common share |
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Basic |
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$ 2.95 |
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$ (0.84) |
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$ 8.85 |
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$ 2.84 |
Diluted |
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2.85 |
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(0.84) |
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8.57 |
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2.70 |
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Dividends declared per common share |
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$ 0.46 |
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$ 0.35 |
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$ 1.27 |
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$ 1.05 |
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Average common shares outstanding |
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Basic |
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491.2 |
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518.2 |
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501.1 |
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530.1 |
Diluted |
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510.9 |
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518.2 |
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520.1 |
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566.6 |
The accompanying notes are an integral part of these condensed
consolidated financial statements.
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2 |
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Goldman Sachs September 2012 Form 10-Q |
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THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
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Three Months Ended September |
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Nine Months Ended September |
in millions |
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2012 |
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2011 |
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2012 |
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2011 |
Net earnings/(loss) |
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$1,512 |
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$(393) |
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$4,583 |
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$3,429 |
Other comprehensive income/(loss), net of tax: |
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Currency translation adjustment, net of tax |
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(11 |
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(5) |
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(63 |
) |
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(40) |
Pension and postretirement liability adjustments, net of tax |
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6 |
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1 |
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13 |
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4 |
Net unrealized gains on available-for-sale securities, net of tax |
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129 |
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37 |
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184 |
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8 |
Other comprehensive income/(loss) |
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124 |
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33 |
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134 |
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(28) |
Comprehensive income/(loss) |
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$1,636 |
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$(360) |
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$4,717 |
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$3,401 |
The accompanying notes are an integral part of these condensed
consolidated financial statements.
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Goldman Sachs September 2012 Form 10-Q |
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3 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Financial Condition
(Unaudited)
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As of |
in millions, except share and per share amounts |
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September
2012 |
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December
2011 |
Assets |
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Cash and cash equivalents |
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$ 63,639 |
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$ 56,008 |
Cash and securities segregated for regulatory and other purposes (includes $34,087 and $42,014 at
fair value as of September 2012 and December 2011, respectively) |
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53,597 |
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64,264 |
Collateralized agreements: |
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Securities purchased under agreements to resell and federal funds sold (includes $147,361 and
$187,789 at fair value as of September 2012 and December 2011, respectively) |
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147,361 |
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187,789 |
Securities borrowed (includes $47,986 and $47,621 at fair value as of September 2012 and
December 2011, respectively) |
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165,250 |
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153,341 |
Receivables from brokers, dealers and clearing organizations |
|
15,556 |
|
14,204 |
Receivables from customers and counterparties (includes $6,920 and $9,682 at fair value as of
September 2012 and December 2011, respectively) |
|
64,787 |
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60,261 |
Financial instruments owned, at fair value (includes $66,753 and $53,989 pledged as collateral as
of September 2012 and December 2011, respectively) |
|
415,293 |
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364,206 |
Other assets |
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23,724 |
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23,152 |
Total assets |
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$949,207 |
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$923,225 |
Liabilities and shareholders equity |
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Deposits (includes $5,674 and $4,526 at fair value as of September 2012 and
December 2011, respectively) |
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$ 61,526 |
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$ 46,109 |
Collateralized financings: |
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Securities sold under agreements to repurchase, at fair value |
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166,186 |
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164,502 |
Securities loaned (includes $243 and $107 at fair value as of September 2012 and
December 2011, respectively) |
|
13,640 |
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7,182 |
Other secured financings (includes $25,179 and $30,019 at fair value as of September 2012 and
December 2011, respectively) |
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29,393 |
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37,364 |
Payables to brokers, dealers and clearing organizations |
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6,635 |
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3,667 |
Payables to customers and counterparties |
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198,816 |
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194,625 |
Financial instruments sold, but not yet purchased, at fair value |
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144,179 |
|
145,013 |
Unsecured short-term borrowings, including the current portion of unsecured long-term borrowings
(includes $17,620 and $17,854 at fair value as of September 2012 and December 2011, respectively) |
|
47,271 |
|
49,038 |
Unsecured long-term borrowings (includes $12,878 and $17,162 at fair value as of
September 2012 and December 2011, respectively) |
|
167,878 |
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173,545 |
Other liabilities and accrued expenses (includes $9,975 and $9,486 at fair value as of
September 2012 and December 2011, respectively) |
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39,996 |
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31,801 |
Total liabilities |
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875,520 |
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852,846 |
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Commitments, contingencies and guarantees |
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Shareholders equity |
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Preferred stock, par value $0.01 per share; aggregate liquidation preference of $5,350 and $3,100
as of September 2012 and December 2011, respectively |
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5,350 |
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3,100 |
Common stock, par value $0.01 per share; 4,000,000,000 shares authorized, 810,459,443 and
795,555,310 shares issued as of September 2012 and December 2011, respectively, and 471,430,795 and 485,467,565 shares outstanding as of September 2012 and December 2011, respectively |
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8 |
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8 |
Restricted stock units and employee stock options |
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4,109 |
|
5,681 |
Nonvoting common stock, par value $0.01 per share; 200,000,000 shares authorized, no shares issued
and outstanding |
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Additional paid-in capital |
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47,298 |
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45,553 |
Retained earnings |
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62,638 |
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58,834 |
Accumulated other comprehensive loss |
|
(382) |
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(516) |
Stock held in treasury, at cost, par value $0.01 per share; 339,028,650 and 310,087,747 shares as
of September 2012 and December 2011, respectively |
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(45,334) |
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(42,281) |
Total shareholders equity |
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73,687 |
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70,379 |
Total liabilities and shareholders equity |
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$949,207 |
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$923,225 |
The accompanying notes are an integral part of these condensed
consolidated financial statements.
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4 |
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Goldman Sachs September 2012 Form 10-Q |
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THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Changes in Shareholders Equity
(Unaudited)
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Nine Months Ended |
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Year Ended |
in millions |
|
September
2012 |
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December
2011 |
Preferred stock |
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Balance, beginning of year |
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$ 3,100 |
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$ 6,957 |
Issued |
|
2,250 |
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Repurchased |
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(3,857) |
Balance, end of period |
|
5,350 |
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|
3,100 |
Common stock |
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Balance, beginning of year |
|
8 |
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8 |
Issued |
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Balance, end of period |
|
8 |
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|
8 |
Restricted stock units and employee stock options |
|
|
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|
Balance, beginning of year |
|
5,681 |
|
|
|
7,706 |
Issuance and amortization of restricted stock units and employee stock options |
|
1,134 |
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|
2,863 |
Delivery of common stock underlying restricted stock units |
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(2,624) |
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(4,791) |
Forfeiture of restricted stock units and employee stock options |
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(81) |
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(93) |
Exercise of employee stock options |
|
(1) |
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|
|
(4) |
Balance, end of period |
|
4,109 |
|
|
|
5,681 |
Additional paid-in capital |
|
|
|
|
|
|
Balance, beginning of year |
|
45,553 |
|
|
|
42,103 |
Issuance of common stock |
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|
|
|
|
103 |
Delivery of common stock underlying share-based awards |
|
2,741 |
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|
|
5,160 |
Cancellation of restricted stock units in satisfaction of withholding tax
requirements |
|
(947) |
|
|
|
(1,911) |
Excess net tax benefit/(provision) related to share-based awards |
|
(48) |
|
|
|
138 |
Cash settlement of share-based compensation |
|
(1) |
|
|
|
(40) |
Balance, end of period |
|
47,298 |
|
|
|
45,553 |
Retained earnings |
|
|
|
|
|
|
Balance, beginning of year |
|
58,834 |
|
|
|
57,163 |
Net earnings |
|
4,583 |
|
|
|
4,442 |
Dividends and dividend equivalents declared on common stock and restricted stock
units |
|
(655) |
|
|
|
(769) |
Dividends on preferred stock |
|
(124) |
|
|
|
(2,002) |
Balance, end of period |
|
62,638 |
|
|
|
58,834 |
Accumulated other comprehensive income/(loss) |
|
|
|
|
|
|
Balance, beginning of year |
|
(516) |
|
|
|
(286) |
Other comprehensive income/(loss) |
|
134 |
|
|
|
(230) |
Balance, end of period |
|
(382) |
|
|
|
(516) |
Stock held in treasury, at cost |
|
|
|
|
|
|
Balance, beginning of year |
|
(42,281) |
|
|
|
(36,295) |
Repurchased |
|
(3,119) |
|
|
|
(6,051) |
Reissued |
|
66 |
|
|
|
65 |
Balance, end of period |
|
(45,334) |
|
|
|
(42,281) |
Total shareholders equity |
|
$ 73,687 |
|
|
|
$ 70,379 |
The accompanying notes are an integral part of these condensed
consolidated financial statements.
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|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
5 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited)
|
|
|
|
|
|
|
Nine Months
Ended September |
in millions |
|
2012 |
|
2011 |
Cash flows from operating activities |
|
|
|
|
Net earnings |
|
$ 4,583 |
|
$ 3,429 |
Non-cash items included in net earnings |
|
|
|
|
Depreciation and amortization |
|
1,238 |
|
1,355 |
Share-based compensation |
|
1,088 |
|
2,431 |
Changes in operating assets and liabilities |
|
|
|
|
Cash and securities segregated for regulatory and other purposes |
|
10,616 |
|
(23,691) |
Net receivables from brokers, dealers and clearing organizations |
|
1,617 |
|
(9,839) |
Net payables to customers and counterparties |
|
(244) |
|
26,241 |
Securities borrowed, net of securities loaned |
|
(5,451) |
|
6,859 |
Securities sold under agreements to repurchase, net of securities purchased under agreements to
resell and federal funds sold |
|
42,112 |
|
(18,948) |
Financial instruments owned, at fair value |
|
(47,787) |
|
(2,961) |
Financial instruments sold, but not yet purchased, at fair value |
|
(831) |
|
21,367 |
Other, net |
|
2,977 |
|
(3,813) |
Net cash provided by operating activities |
|
9,918 |
|
2,430 |
Cash flows from investing activities |
|
|
|
|
Purchase of property, leasehold improvements and equipment |
|
(707) |
|
(979) |
Proceeds from sales of property, leasehold improvements and equipment |
|
38 |
|
53 |
Business acquisitions, net of cash acquired |
|
(439) |
|
(265) |
Proceeds from sales of investments |
|
424 |
|
1,985 |
Purchase of available-for-sale securities |
|
(3,671) |
|
(2,352) |
Proceeds from sales of available-for-sale securities |
|
2,838 |
|
2,546 |
Net cash provided by/(used for) investing activities |
|
(1,517) |
|
988 |
Cash flows from financing activities |
|
|
|
|
Unsecured short-term borrowings, net |
|
(1,691) |
|
(190) |
Other secured financings (short-term), net |
|
(2,045) |
|
2,657 |
Proceeds from issuance of other secured financings (long-term) |
|
4,004 |
|
9,505 |
Repayment of other secured financings (long-term), including the current portion |
|
(10,333) |
|
(8,285) |
Proceeds from issuance of unsecured long-term borrowings |
|
22,020 |
|
23,908 |
Repayment of unsecured long-term borrowings, including the current portion |
|
(27,873) |
|
(19,438) |
Derivative contracts with a financing element, net |
|
1,145 |
|
661 |
Deposits, net |
|
15,417 |
|
3,230 |
Preferred stock repurchased |
|
|
|
(3,857) |
Common stock repurchased |
|
(3,116) |
|
(5,140) |
Dividends and dividend equivalents paid on common stock, preferred stock and restricted stock
units |
|
(779) |
|
(2,549) |
Proceeds from issuance of preferred stock, net of issuance costs |
|
2,250 |
|
|
Proceeds from issuance of common stock, including stock option exercises |
|
148 |
|
182 |
Excess tax benefit related to share-based compensation |
|
84 |
|
353 |
Cash settlement of share-based compensation |
|
(1) |
|
(40) |
Net cash provided by/(used for) financing activities |
|
(770) |
|
997 |
Net increase in cash and cash equivalents |
|
7,631 |
|
4,415 |
Cash and cash equivalents, beginning of year |
|
56,008 |
|
39,788 |
Cash and cash equivalents, end of period |
|
$ 63,639 |
|
$ 44,203 |
SUPPLEMENTAL DISCLOSURES:
Cash payments for interest, net of capitalized interest, were $7.87 billion and $6.11 billion during the nine months ended September 2012 and September 2011, respectively.
Cash payments for income taxes, net of refunds, were $1.09 billion and $1.64 billion during the nine months ended September 2012 and
September 2011, respectively.
Non-cash activities:
During the nine months ended September 2012, the firm assumed $77 million of debt in connection with business acquisitions. During the
nine months ended September 2011, the firm assumed $2.09 billion of debt and issued $103 million of common stock in connection with the acquisition of Goldman Sachs Australia Pty Ltd, formerly Goldman Sachs & Partners
Australia Group Holdings Pty Ltd.
The accompanying notes are an integral
part of these condensed consolidated financial statements.
|
|
|
|
|
6 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Description of Business
Note 1.
Description of Business
The
Goldman Sachs Group, Inc. (Group Inc.), a Delaware corporation, together with its consolidated subsidiaries (collectively, the firm), is a leading global investment banking, securities and investment management firm that provides a wide range of
financial services to a substantial and diversified client base that includes corporations, financial institutions, governments and high-net-worth individuals. Founded in 1869, the firm is headquartered in New York and maintains offices in all major
financial centers around the world.
The firm reports its activities in the following four business segments:
Investment Banking
The
firm provides a broad range of investment banking services to a diverse group of corporations, financial institutions, investment funds and governments. Services include advisory assignments with respect to mergers and acquisitions, divestitures,
corporate defense activities, risk management, restructurings and spin-offs, and debt and equity underwriting of public offerings and private placements, as well as derivative transactions directly related to these activities.
Institutional Client Services
The
firm facilitates client transactions and makes markets in fixed income, equity, currency and commodity products, primarily with institutional clients such as corporations, financial institutions, investment funds and governments. The firm also makes
markets and clears client transactions on major stock, options and futures exchanges worldwide and provides financing, securities lending and prime brokerage services to institutional clients.
Investing & Lending
The firm invests in and originates loans to provide
financing to clients. These investments and loans are typically longer-term in nature. The firm makes investments, directly and indirectly through funds that the firm manages, in debt securities, loans, public and private equity securities, real
estate, consolidated investment entities and power generation facilities.
Investment Management
The firm provides investment management services and offers investment products (primarily through separately managed accounts and commingled vehicles, such as mutual funds and private investment funds)
across all major asset classes to a diverse set of institutional and individual clients. The firm also offers wealth advisory services, including portfolio management and financial counseling, and brokerage and other transaction services to
high-net-worth individuals and families.
Basis of Presentation
Note 2.
Basis of Presentation
These condensed consolidated financial statements are prepared in accordance with
accounting principles generally accepted in the United States (U.S. GAAP) and include the accounts of Group Inc. and all other entities in which the firm has a controlling financial interest. Intercompany transactions and balances have
been eliminated.
These condensed consolidated financial statements are unaudited and should be read in conjunction with
the audited consolidated financial statements included in the firms Annual Report on Form 10-K for the year ended December 31, 2011. References to the firms Annual Report on Form 10-K are to the
firms Annual Report on Form 10-K for the year ended December 31, 2011. The condensed consolidated financial information as of December 31, 2011 has been derived from audited consolidated financial statements not
included herein.
These unaudited condensed consolidated financial statements reflect all adjustments that are, in the opinion
of management, necessary for a fair statement of the results for the interim periods presented. These adjustments are of a normal, recurring nature. Interim period operating results may not be indicative of the operating results for a full year.
All references to September 2012 and September 2011 refer to the firms periods ended, or the dates, as the
context requires, September 30, 2012 and September 30, 2011, respectively. All references to June 2012 and December 2011 refer to the dates June 30, 2012 and December 31, 2011, respectively. Any
reference to a future year refers to a year ending on December 31 of that year. Certain reclassifications have been made to previously reported amounts to conform to the current presentation.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
7 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Significant Accounting Policies
Note 3.
Significant Accounting Policies
The firms significant accounting policies include when and how to measure the fair
value of assets and liabilities, accounting for goodwill and identifiable intangible assets, and when to consolidate an entity. See Notes 5 through 8 for policies on fair value measurements, Note 13 for policies on goodwill and identifiable
intangible assets, and below and Note 11 for policies on consolidation accounting. All other significant accounting policies are either discussed below or included in the following footnotes:
|
|
|
|
|
|
|
Financial Instruments Owned, at Fair Value
and Financial Instruments Sold, But Not Yet
Purchased, at Fair Value |
|
|
Note 4 |
|
|
|
Fair Value Measurements |
|
|
Note 5 |
|
|
|
Cash Instruments |
|
|
Note 6 |
|
|
|
Derivatives and Hedging Activities |
|
|
Note 7 |
|
|
|
Fair Value Option |
|
|
Note 8 |
|
|
|
Collateralized Agreements and Financings |
|
|
Note 9 |
|
|
|
Securitization Activities |
|
|
Note 10 |
|
|
|
Variable Interest Entities |
|
|
Note 11 |
|
|
|
Other Assets |
|
|
Note 12 |
|
|
|
Goodwill and Identifiable Intangible Assets |
|
|
Note 13 |
|
|
|
Deposits |
|
|
Note 14 |
|
|
|
Short-Term Borrowings |
|
|
Note 15 |
|
|
|
Long-Term Borrowings |
|
|
Note 16 |
|
|
|
Other Liabilities and Accrued Expenses |
|
|
Note 17 |
|
|
|
Commitments, Contingencies and Guarantees |
|
|
Note 18 |
|
|
|
Shareholders Equity |
|
|
Note 19 |
|
|
|
Regulation and Capital Adequacy |
|
|
Note 20 |
|
|
|
Earnings Per Common Share |
|
|
Note 21 |
|
|
|
Transactions with Affiliated Funds |
|
|
Note 22 |
|
|
|
Interest Income and Interest Expense |
|
|
Note 23 |
|
|
|
Income Taxes |
|
|
Note 24 |
|
|
|
Business Segments |
|
|
Note 25 |
|
|
|
Credit Concentrations |
|
|
Note 26 |
|
|
|
Legal Proceedings |
|
|
Note 27 |
|
|
|
Subsequent Event |
|
|
Note 28 |
|
Consolidation
The firm consolidates entities in which the firm has a controlling financial interest. The firm determines whether it has a controlling financial interest in an entity by first evaluating whether the
entity is a voting interest entity or a variable interest entity (VIE).
Voting Interest Entities.
Voting interest entities are entities in which (i) the total equity investment at risk is sufficient to enable the entity to finance its activities independently and (ii) the equity holders have the power to direct the activities of the
entity that most significantly impact its economic performance, the obligation to absorb the losses of the entity and the right to receive the residual returns of the entity. The usual condition for a controlling financial interest in a voting
interest entity is ownership of a majority voting interest. If the firm has a majority voting interest in a voting interest entity, the entity is consolidated.
Variable Interest
Entities. A VIE is an entity that lacks one or more of the characteristics of a voting interest entity. The firm has a controlling financial interest in a VIE when the firm has a variable
interest or interests that provide it with (i) the power to direct the activities of the VIE that most significantly impact the VIEs economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive
benefits from the VIE that could potentially be significant to the VIE. See Note 11 for further information about VIEs.
Equity-Method
Investments. When the firm does not have a controlling financial interest in an entity but can exert significant influence over the entitys operating and financial policies, the
investment is accounted for either (i) under the equity method of accounting or (ii) at fair value by electing the fair value option available under U.S. GAAP. Significant influence generally exists when the firm owns 20% to 50% of the
entitys common stock or in-substance common stock.
|
|
|
|
|
8 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
In general, the firm accounts for investments acquired subsequent to
November 24, 2006, when the fair value option became available, at fair value. In certain cases, the firm applies the equity method of accounting to new investments that are strategic in nature or closely related to the firms
principal business activities, when the firm has a significant degree of involvement in the cash flows or operations of the investee or when cost-benefit considerations are less significant. See Note 12 for further information about equity-method
investments.
Investment Funds. The firm has formed numerous investment funds with third-party investors. These funds are typically organized as limited partnerships or limited liability companies for which the firm acts as general
partner or manager. Generally, the firm does not hold a majority of the economic interests in these funds. These funds are usually voting interest entities and generally are not consolidated because third-party investors typically have rights to
terminate the funds or to remove the firm as general partner or manager. Investments in these funds are included in Financial instruments owned, at fair value. See Notes 6, 18 and 22 for further information about investments in funds.
Use of Estimates
Preparation of these condensed consolidated financial statements requires management to make certain estimates and assumptions, the most important of which relate to fair value measurements, accounting
for goodwill and identifiable intangible assets, discretionary compensation accruals and the provision for losses that may arise from litigation, regulatory proceedings and tax audits. These estimates and assumptions are based on the best available
information but actual results could be materially different.
Revenue Recognition
Financial Assets and Financial Liabilities at Fair Value. Financial instruments owned, at
fair value and Financial instruments sold, but not yet purchased, at fair value are recorded at fair value either under the fair value option or in accordance with other U.S. GAAP. In addition, the firm has elected to account for certain of its
other financial assets and financial liabilities at fair value by electing the fair value option. The fair value of a financial instrument is the amount that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices.
Fair value measurements do not include transaction costs. Fair value gains or losses are generally included in Market making for positions in Institutional Client Services and Other principal transactions for positions in
Investing & Lending. See Notes 5 through 8 for further information about fair value measurements.
Investment Banking. Fees from financial advisory assignments and underwriting revenues are recognized in earnings when the services related to the
underlying transaction are completed under the terms of the assignment. Expenses associated with such transactions are deferred until the related revenue is recognized or the assignment is otherwise concluded. Expenses associated with financial
advisory assignments are recorded as non-compensation expenses, net of client reimbursements. Underwriting revenues are presented net of related expenses.
Investment Management. The firm earns management fees and incentive fees for investment
management services. Management fees are calculated as a percentage of net asset value, invested capital or commitments, and are recognized over the period that the related service is provided. Incentive fees are calculated as a percentage of a
funds or separately managed accounts return, or excess return above a specified benchmark or other performance target. Incentive fees are generally based on investment performance over a 12-month period or over the life of a fund. Fees
that are based on performance over a 12-month period are subject to adjustment prior to the end of the measurement period. For fees that are based on investment performance over the life of the fund, future investment underperformance may require
fees previously distributed to the firm to be returned to the fund. Incentive fees are recognized only when all material contingencies have been resolved. Management and incentive fee revenues are included in Investment
management revenues.
Commissions and Fees. The firm earns Commissions and fees from executing and clearing client transactions on stock, options and futures markets. Commissions and fees are recognized on the day the trade is executed.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
9 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Transfers of Assets
Transfers of assets are accounted for as sales when the firm has relinquished control over the assets transferred. For transfers of assets
accounted for as sales, any related gains or losses are recognized in net revenues. Assets or liabilities that arise from the firms continuing involvement with transferred assets are measured at fair value. For transfers of assets that are not
accounted for as sales, the assets remain in Financial instruments owned, at fair value and the transfer is accounted for as a collateralized financing, with the related interest expense recognized over the life of the transaction. See
Note 9 for further information about transfers of assets accounted for as collateralized financings and Note 10 for further information about transfers of assets accounted for as sales.
Receivables from Customers and Counterparties
Receivables from customers and counterparties generally relate to collateralized transactions. Such receivables are primarily comprised of
customer margin loans, transfers of assets accounted for as secured loans rather than purchases and collateral posted in connection with certain derivative transactions. Certain of the firms receivables from customers and counterparties are
accounted for at fair value under the fair value option, with changes in fair value generally included in Market making revenues. See Note 8 for further information about the fair values of these receivables. Receivables from customers
and counterparties not accounted for at fair value are accounted for at amortized cost net of estimated uncollectible amounts. Interest on receivables from customers and counterparties is recognized over the life of the transaction and included in
Interest income.
Insurance Activities
Certain of the firms insurance and reinsurance contracts are accounted for at fair value under the fair value option, with changes in fair value included in Market making revenues. See
Note 8 for further information about the fair values of these insurance and reinsurance contracts.
Revenues from variable annuity and life insurance and reinsurance contracts not accounted
for at fair value generally consist of fees assessed on contract holder account balances for mortality charges, policy administration fees and surrender charges. These revenues are recognized in earnings over the period that services are provided
and are included in Market making revenues. Changes in reserves, including interest credited to policyholder account balances, are recognized in Insurance reserves.
Premiums earned for underwriting property catastrophe reinsurance are recognized in earnings over the coverage period, net of premiums
ceded for the cost of reinsurance, and are included in Market making revenues. Expenses for liabilities related to property catastrophe reinsurance claims, including estimates of losses that have been incurred but not reported, are
included in Insurance reserves.
Share-based Compensation
The cost of employee services received in exchange for a share-based award is generally measured based on the grant-date fair value of the
award. Share-based awards that do not require future service (i.e., vested awards, including awards granted to retirement-eligible employees) are expensed immediately. Share-based awards that require future service are amortized over the relevant
service period. Expected forfeitures are included in determining share-based employee compensation expense.
The firm pays cash
dividend equivalents on outstanding restricted stock units (RSUs). Dividend equivalents paid on RSUs are generally charged to retained earnings. Dividend equivalents paid on RSUs expected to be forfeited are included in compensation expense. The
firm accounts for the tax benefit related to dividend equivalents paid on RSUs as an increase to additional paid-in capital.
In certain cases, primarily related to conflicted employment (as outlined in the applicable award agreements), the firm may cash settle
share-based compensation awards. For awards accounted for as equity instruments, additional paid-in capital is adjusted to the extent of the difference between the current value of the award and the grant-date value of the award.
|
|
|
|
|
10 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Foreign Currency Translation
Assets and liabilities denominated in non-U.S. currencies are translated at rates of exchange prevailing on the date of the condensed
consolidated statements of financial condition and revenues and expenses are translated at average rates of exchange for the period. Foreign currency remeasurement gains or losses on transactions in nonfunctional currencies are recognized in
earnings. Gains or losses on translation of the financial statements of a non-U.S. operation, when the functional currency is other than the U.S. dollar, are included, net of hedges and taxes, in the condensed consolidated statements of
comprehensive income.
Cash and Cash Equivalents
The firm defines cash equivalents as highly liquid overnight deposits held in the ordinary course of business. As of September 2012 and December 2011, Cash and cash equivalents
included $7.11 billion and $7.95 billion, respectively, of cash and due from banks, and $56.53 billion and $48.05 billion, respectively, of interest-bearing deposits with banks.
Recent Accounting Developments
Reconsideration of Effective Control for Repurchase Agreements (ASC 860). In April 2011, the FASB issued ASU No. 2011-03, Transfers and Servicing (Topic 860) Reconsideration of Effective Control for Repurchase Agreements. ASU No. 2011-03
changes the assessment of effective control by removing (i) the criterion that requires the transferor to have the ability to repurchase or redeem financial assets on substantially the agreed terms, even in the event of default by the
transferee, and (ii) the collateral maintenance implementation guidance related to that criterion. ASU No. 2011-03 is effective for periods beginning after December 15, 2011. The firm adopted the standard on
January 1, 2012. Adoption of ASU No. 2011-03 did not affect the firms financial condition, results of operations or cash flows.
Amendments to Achieve Common Fair Value
Measurement and Disclosure Requirements in U.S. GAAP and IFRSs (ASC 820). In May 2011, the FASB issued ASU No. 2011-04, Fair Value Measurements and Disclosures (Topic 820)
Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs. ASU No. 2011-04 clarifies the application of existing fair value measurement and disclosure requirements, changes certain
principles related to measuring fair value, and requires additional disclosures about fair value measurements. ASU No. 2011-04 is effective for periods beginning after December 15, 2011. The firm adopted the standard on
January 1, 2012. Adoption of ASU No. 2011-04 did not materially affect the firms financial condition, results of operations or cash flows.
Derecognition of in Substance Real Estate (ASC 360). In December 2011, the FASB issued
ASU No. 2011-10, Property, Plant, and Equipment (Topic 360) Derecognition of in Substance Real Estate a Scope Clarification. ASU No. 2011-10 clarifies that in order to deconsolidate a subsidiary (that is in
substance real estate) as a result of a parent no longer controlling the subsidiary due to a default on the subsidiarys nonrecourse debt, the parent also must satisfy the sale criteria in ASC 360-20, Property, Plant, and Equipment
Real Estate Sales. The ASU is effective for fiscal years beginning on or after June 15, 2012. The firm will apply the provisions of the ASU to such events occurring on or after January 1, 2013. Adoption is not expected to
materially affect the firms financial condition, results of operations or cash flows.
Disclosures about Offsetting Assets and Liabilities (ASC 210). In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet
(Topic 210) Disclosures about Offsetting Assets and Liabilities. ASU No. 2011-11 requires disclosure of the effect or potential effect of offsetting arrangements on the firms financial position as well as enhanced disclosure
of the rights of setoff associated with the firms recognized assets and recognized liabilities. ASU No. 2011-11 is effective for periods beginning on or after January 1, 2013. Since these amended principles require only
additional disclosures concerning offsetting and related arrangements, adoption will not affect the firms financial condition, results of operations or cash flows.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
11 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Financial Instruments Owned, at Fair Value and Financial Instruments Sold, But Not Yet Purchased, at Fair Value
Note 4.
|
Financial Instruments Owned, at Fair Value and Financial Instruments Sold, But Not Yet Purchased, at Fair Value |
Financial instruments owned, at fair value and financial instruments sold, but not yet
purchased, at fair value are accounted for at fair value either under the fair value option or in accordance with other U.S. GAAP. See Note 8 for further information about the fair value option. The table below presents the firms financial
instruments owned, at fair value, including those pledged as collateral, and
financial instruments sold, but not yet purchased, at fair value. Financial instruments owned, at fair value included $9.08 billion and $4.86 billion as of September 2012 and
December 2011, respectively, of securities accounted for as available-for-sale, substantially all of which are held in the firms insurance subsidiaries.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of September 2012 |
|
|
|
|
As of December 2011 |
|
in millions |
|
Financial
Instruments
Owned |
|
|
Financial
Instruments Sold,
But Not Yet
Purchased |
|
|
|
|
|
Financial
Instruments Owned |
|
|
|
Financial
Instruments Sold, But
Not Yet Purchased |
|
Commercial paper, certificates of deposit, time deposits and other money market
instruments |
|
$ 10,708 |
|
|
$ |
|
|
|
|
|
$ 13,440 |
|
|
|
$ |
|
U.S. government and federal agency obligations |
|
95,529 |
|
|
22,945 |
|
|
|
|
|
87,040 |
|
|
|
21,006 |
|
Non-U.S. government and agency obligations |
|
62,952 |
|
|
36,630 |
|
|
|
|
|
49,205 |
|
|
|
34,886 |
|
Mortgage and other asset-backed loans and securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
7,536 |
|
|
|
|
|
|
|
|
6,699 |
|
|
|
27 |
|
Loans and securities backed by residential real estate |
|
9,602 |
|
|
8 |
|
|
|
|
|
7,592 |
|
|
|
3 |
|
Bank loans and bridge loans |
|
21,011 |
|
|
2,143 |
2 |
|
|
|
|
19,745 |
|
|
|
2,756 |
2 |
Corporate debt securities |
|
25,345 |
|
|
6,902 |
|
|
|
|
|
22,131 |
|
|
|
6,553 |
|
State and municipal obligations |
|
3,296 |
|
|
2 |
|
|
|
|
|
3,089 |
|
|
|
3 |
|
Other debt obligations |
|
4,489 |
|
|
|
|
|
|
|
|
4,362 |
|
|
|
|
|
Equities and convertible debentures |
|
91,225 |
|
|
23,778 |
|
|
|
|
|
65,113 |
|
|
|
21,326 |
|
Commodities |
|
10,771 |
|
|
|
|
|
|
|
|
5,762 |
|
|
|
|
|
Derivatives 1 |
|
72,829 |
|
|
51,771 |
|
|
|
|
|
80,028 |
|
|
|
58,453 |
|
Total |
|
$415,293 |
|
|
$144,179 |
|
|
|
|
|
$364,206 |
|
|
|
$145,013 |
|
1. |
Net of cash collateral received or posted under credit support agreements and reported on a net-by-counterparty basis when a legal right of setoff exists
under an enforceable netting agreement. |
2. |
Primarily relates to the fair value of unfunded lending commitments for which the fair value option was elected. |
|
|
|
|
|
12 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Gains and Losses from Market Making and Other Principal Transactions
The table below presents, by major product type, the firms Market making and Other principal transactions
revenues. These gains/(losses) are primarily related to the firms financial instruments owned, at fair value and financial instruments sold, but not yet purchased, at fair value, including both derivative and non-derivative financial
instruments. These gains/(losses) exclude related interest income and interest expense. See Note 23 for further information about interest income and interest expense.
The gains/(losses) in the table are not representative of the manner in which the firm manages its business activities because many of the firms market-making, client facilitation, and investing and
lending strategies utilize financial instruments across various product types. Accordingly, gains or losses in one product type frequently offset gains or losses in other product types. For example, most of the firms longer-term derivatives
are sensitive to changes in interest rates and may be economically hedged with interest rate swaps. Similarly, a significant portion of the firms cash instruments and derivatives has exposure to foreign currencies and may be economically
hedged with foreign currency contracts.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended September |
|
|
|
|
Nine Months
Ended September |
|
in millions |
|
|
2012 |
|
|
|
2011 |
|
|
|
|
|
2012 |
|
|
|
2011 |
|
Interest rates |
|
|
$1,833 |
|
|
|
$(1,674) |
|
|
|
|
|
$ 3,157 |
|
|
|
$1,766 |
|
Credit |
|
|
1,190 |
|
|
|
213 |
|
|
|
|
|
4,365 |
|
|
|
3,193 |
|
Currencies |
|
|
(698) |
|
|
|
2,271 |
|
|
|
|
|
(646) |
|
|
|
(319) |
|
Equities |
|
|
1,910 |
|
|
|
(1,998) |
|
|
|
|
|
4,097 |
|
|
|
1,876 |
|
Commodities |
|
|
(12) |
|
|
|
218 |
|
|
|
|
|
564 |
|
|
|
1,104 |
|
Other |
|
|
229 |
|
|
|
231 |
|
|
|
|
|
1,024 |
|
|
|
1,053 |
|
Total |
|
|
$4,452 |
|
|
|
$ (739) |
|
|
|
|
|
$12,561 |
|
|
|
$8,673 |
|
Fair Value Measurements
Note 5.
Fair
Value Measurements
The fair value of a financial instrument is the amount that would be
received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Financial assets are marked to bid prices and financial liabilities are marked to offer prices. Fair value
measurements do not include transaction costs. The firm measures certain financial assets and financial liabilities as a portfolio (i.e., based on its net exposure to market and/or credit risks).
The best evidence of fair value is a quoted price in an active market. If quoted prices in active markets are not available, fair value is
determined by reference to prices for similar instruments, quoted prices or recent transactions in less active markets, or internally developed models that primarily use market-based or independently sourced parameters as inputs including, but not
limited to, interest rates, volatilities, equity or debt prices, foreign exchange rates, commodity prices, credit spreads and funding spreads (i.e., the spread, or difference, between the interest rate at which a borrower could finance a given
financial instrument relative to a benchmark interest rate).
U.S. GAAP has a three-level fair value hierarchy for disclosure
of fair value measurements. The fair value hierarchy prioritizes inputs to the valuation techniques used to measure fair value, giving the highest priority to level 1 inputs and the lowest priority to level 3 inputs. A financial instruments
level in the fair value hierarchy is based on the lowest level of input that is significant to its fair value measurement.
The fair value hierarchy is as follows:
Level 1. Inputs are unadjusted quoted prices in active markets to which the firm had access
at the measurement date for identical, unrestricted assets or liabilities.
Level 2. Inputs to
valuation techniques are observable, either directly or indirectly.
Level
3. One or more inputs to valuation techniques are significant and unobservable.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
13 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
The fair values for substantially all of the firms financial assets and financial
liabilities are based on observable prices and inputs and are classified in levels 1 and 2 of the fair value hierarchy. Certain level 2 and level 3 financial assets and financial liabilities may require appropriate valuation adjustments that a
market participant would require to arrive at fair value for factors such as counterparty and the firms credit quality, funding risk, transfer restrictions, liquidity and bid/offer spreads. Valuation adjustments are generally based on market
evidence.
See Notes 6 and 7 for further information about fair value measurements of cash instruments
and derivatives, respectively, included in Financial instruments owned, at fair value and Financial instruments sold, but not yet purchased, at fair value, and Note 8 for further information about fair value measurements of
other financial assets and financial liabilities accounted for at fair value under the fair value option.
Financial
assets and financial liabilities accounted for at fair value under the fair value option or in accordance with other U.S. GAAP are summarized below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of |
|
$ in millions |
|
|
September
2012 |
|
|
|
June
2012 |
|
|
|
December
2011 |
|
Total level 1 financial assets |
|
|
$ 183,205 |
|
|
|
$ 163,712 |
|
|
|
$ 136,780 |
|
Total level 2 financial assets |
|
|
526,914 |
|
|
|
552,082 |
|
|
|
587,416 |
|
Total level 3 financial assets |
|
|
47,810 |
|
|
|
46,505 |
|
|
|
47,937 |
|
Cash collateral and counterparty netting 1 |
|
|
(106,282 |
) |
|
|
(111,139 |
) |
|
|
(120,821 |
) |
Total financial assets at fair value |
|
|
$ 651,647 |
|
|
|
$ 651,160 |
|
|
|
$ 651,312 |
|
Total assets |
|
|
$ 949,207 |
|
|
|
$ 948,638 |
|
|
|
$ 923,225 |
|
Total level 3 financial assets as a percentage of Total assets |
|
|
5.0 |
% |
|
|
4.9 |
% |
|
|
5.2 |
% |
Total level 3 financial assets as a percentage of Total financial assets at fair
value |
|
|
7.3 |
% |
|
|
7.1 |
% |
|
|
7.4 |
% |
Total level 1 financial liabilities |
|
|
$ 80,843 |
|
|
|
$ 86,453 |
|
|
|
$ 75,557 |
|
Total level 2 financial liabilities |
|
|
309,289 |
|
|
|
303,084 |
|
|
|
319,160 |
|
Total level 3 financial liabilities |
|
|
24,002 |
|
|
|
23,127 |
|
|
|
25,498 |
|
Cash collateral and counterparty netting 1 |
|
|
(32,200 |
) |
|
|
(32,577 |
) |
|
|
(31,546 |
) |
Total financial liabilities at fair value |
|
|
$ 381,934 |
|
|
|
$ 380,087 |
|
|
|
$ 388,669 |
|
Total level 3 financial liabilities as a percentage of Total financial liabilities at fair
value |
|
|
6.3 |
% |
|
|
6.1 |
% |
|
|
6.6 |
% |
1. |
Represents the impact on derivatives of cash collateral netting, and counterparty netting across levels of the fair value hierarchy. Netting among positions
classified in the same level is included in that level. |
Level 3 financial assets as of September 2012 increased compared with June 2012,
primarily reflecting an increase in private equity investments and derivative assets. The increase in private equity investments primarily reflected transfers from level 2, unrealized gains and purchases, partially offset by transfers to level 2.
The increase in derivative assets primarily reflected an increase in credit derivatives, principally due to transfers from level 2, partially offset by unrealized losses and settlements.
Level 3 financial assets as of September 2012 were essentially unchanged compared with
December 2011.
See Notes 6, 7 and 8 for further information about level 3 cash instruments, derivatives and other
financial assets and financial liabilities accounted for at fair value under the fair value option, respectively, including information about significant unrealized gains and losses, and transfers in and out of level 3.
|
|
|
|
|
14 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Cash Instruments
Note 6.
Cash
Instruments
Cash instruments include U.S. government and federal agency
obligations, non-U.S. government and agency obligations, bank loans and bridge loans, corporate debt securities, equities and convertible debentures, and other non-derivative financial instruments owned and financial instruments sold, but not yet
purchased. See below for the types of cash instruments included in each level of the fair value hierarchy and the valuation techniques and significant inputs used to determine their fair values. See Note 5 for an overview of the firms fair
value measurement policies.
Level 1 Cash Instruments
Level 1 cash instruments include U.S. government obligations and most non-U.S. government obligations, actively traded listed equities, certain government agency obligations and money market instruments.
These instruments are valued using quoted prices for identical unrestricted instruments in active markets.
The firm defines
active markets for equity instruments based on the average daily trading volume both in absolute terms and relative to the market capitalization for the instrument. The firm defines active markets for debt instruments based on both the average daily
trading volume and the number of days with trading activity.
Level 2 Cash Instruments
Level 2 cash instruments include commercial paper, certificates of deposit, time deposits, most government agency obligations, certain non-U.S. government obligations, most corporate debt securities,
commodities, certain mortgage-backed loans and securities, certain bank loans and bridge loans, restricted or less liquid listed equities, most state and municipal obligations and certain lending commitments.
Valuations of level 2 cash instruments can be verified to quoted prices, recent trading activity for identical or similar instruments,
broker or dealer quotations or alternative pricing sources with reasonable levels of price transparency. Consideration is given to the nature of the quotations (e.g., indicative or firm) and the relationship of recent market activity to the prices
provided from alternative pricing sources.
Valuation adjustments are typically made to level 2 cash instruments
(i) if the cash instrument is subject to transfer restrictions and/or (ii) for other premiums and liquidity discounts that a market participant would require to arrive at fair value. Valuation adjustments are generally based on market
evidence.
Level 3 Cash Instruments
Level 3 cash instruments have one or more significant valuation inputs that are not observable. Absent evidence to the contrary, level 3 cash instruments are initially valued at transaction price, which
is considered to be the best initial estimate of fair value. Subsequently, the firm uses other methodologies to determine fair value, which vary based on the type of instrument. Valuation inputs and assumptions are changed when corroborated by
substantive observable evidence, including values realized on sales of financial assets.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
15 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
The table below presents the valuation techniques and the nature of significant inputs
generally used to determine
the fair values of each type of level 3 cash instrument.
|
|
|
Level 3 Cash Instrument |
|
Valuation Techniques and Significant Inputs |
Loans and securities backed by commercial real estate
Collateralized by a single commercial real estate property or a portfolio of properties
May include tranches of varying levels of subordination |
|
Valuation techniques vary by instrument, but are generally based on discounted cash flow techniques. |
|
Significant inputs are generally determined based on relative value analyses and include: |
|
Transaction prices in both the underlying
collateral and instruments with the same or similar underlying collateral |
|
Market yields implied by transactions of similar
or related assets and/or current levels and changes in market indices such as the CMBX (an index that tracks the performance of commercial mortgage bonds) |
|
Recovery rates implied by the value of the
underlying collateral, which is mainly driven by current performance of the underlying collateral, capitalization rates and multiples |
|
Timing of expected future cash flows (duration) |
Loans and securities backed by residential real estate
Collateralized by portfolios of residential real estate
May include tranches of varying levels of subordination |
|
Valuation techniques vary by instrument, but are generally based on discounted cash flow techniques. |
|
Significant inputs are generally determined based on relative value analyses, which incorporate comparisons to instruments with similar collateral and risk profiles, including relevant indices such as the
ABX (an index that tracks the performance of subprime residential mortgage bonds). Significant inputs include: |
|
Transaction prices in both the underlying
collateral and instruments with the same or similar underlying collateral |
|
Market yields implied by transactions of similar
or related assets |
|
Cumulative loss expectations, driven by default
rates, home price projections, residential property liquidation timelines and related costs |
|
Duration, driven by underlying loan prepayment speeds and residential property liquidation timelines |
Bank loans and bridge loans |
|
Valuation techniques vary by instrument, but are generally based on discounted cash flow techniques. |
|
Significant inputs are generally determined based on relative value analyses, which incorporate comparisons both to prices of credit default swaps that reference the same or similar underlying instrument
or entity and to other debt instruments for the same issuer for which observable prices or broker quotations are available. Significant inputs include: |
|
Market yields implied by transactions of similar
or related assets and/or current levels and trends of market indices such as CDX and LCDX (indices that track the performance of corporate credit and loans, respectively) |
|
Current performance and recovery assumptions
and, where the firm uses credit default swaps to value the related cash instrument, the cost of borrowing the underlying reference obligation |
|
Duration |
Non-U.S. government and agency obligations Corporate debt securities State and municipal obligations Other debt obligations |
|
Valuation techniques vary by instrument, but are generally based on discounted cash flow techniques. |
|
Significant inputs are generally determined based on relative value analyses, which incorporate comparisons both to prices of credit default swaps that reference the same or similar underlying instrument
or entity and to other debt instruments for the same issuer for which observable prices or broker quotations are available. Significant inputs include: |
|
Market yields implied by transactions of similar
or related assets and/or current levels and trends of market indices such as CDX, LCDX and MCDX (an index that tracks the performance of municipal obligations) |
|
Current performance and recovery assumptions
and, where the firm uses credit default swaps to value the related cash instrument, the cost of borrowing the underlying reference obligation |
|
Duration |
Equities and convertible debentures (including private equity investments and investments in real estate entities) |
|
Recent third-party completed or pending transactions (e.g., merger proposals, tender offers, debt restructurings) are considered to be the best evidence for any change in fair value. When these are not
available, the following valuation methodologies are used, as appropriate: |
|
Industry multiples and public
comparables |
|
Transactions in similar
instruments |
|
Discounted cash flow
techniques |
|
Third-party appraisals |
|
The firm also considers changes in the outlook for the relevant industry and financial performance of the issuer as compared to projected performance. Significant inputs include: |
|
Market and transaction
multiples |
|
Discount rates, long-term growth rates, earnings
compound annual growth rates and capitalization rates |
|
For equity instruments with debt-like features: market yields implied by transactions of similar or related assets, current performance and recovery assumptions, and
duration |
|
|
|
|
|
16 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Significant Unobservable Inputs
The table below presents the ranges of significant unobservable inputs used to value the
firms level 3 cash instruments. These ranges represent the significant unobservable inputs that were used in the valuation of each type of cash instrument. The ranges of these inputs are not representative of the appropriate inputs to use when
calculating the fair value of any one cash instrument. For example, the highest multiple presented in the table for
private equity investments is appropriate for valuing a specific private equity investment but may not be appropriate for valuing any other private equity investment. Accordingly, the ranges of
inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the firms level 3 cash instruments.
|
|
|
|
|
|
|
Level 3 Cash Instrument |
|
Level 3 Assets as of September 2012 (in millions) |
|
Significant Unobservable Inputs
by Valuation Technique |
|
Range of Significant Unobservable
Inputs as of September 2012 |
Loans and securities backed by commercial real estate
Collateralized by a single commercial real estate
property or a portfolio of properties
May include tranches of varying levels of subordination |
|
$3,318 |
|
Discounted cash flows:
|
|
|
|
|
|
Yield |
|
3.9% to 30.1% |
|
|
|
Recovery rate 1 |
|
39.0% to 100.0% |
|
|
|
Duration (years) 2 |
|
0.7 to 8.5 |
Loans and securities backed by residential real estate
Collateralized by portfolios of residential real estate
May include tranches
of varying levels of subordination |
|
$1,288 |
|
Discounted cash
flows: |
|
|
|
|
|
Yield |
|
4.3% to 19.4% |
|
|
|
Cumulative loss rate
|
|
0.0% to 61.7% |
|
|
|
Duration (years) 2 |
|
1.3 to 4.1 |
Bank loans and bridge loans |
|
$10,833 |
|
Discounted cash
flows: |
|
|
|
|
|
Yield |
|
0.4% to 32.7% |
|
|
|
Recovery rate 1 |
|
19.5% to 100.0% |
|
|
|
Duration (years) 2 |
|
0.4 to 4.7 |
Non-U.S. government and agency obligations Corporate debt securities
State and municipal obligations
Other debt obligations |
|
$5,325 |
|
Discounted cash
flows: |
|
|
|
|
|
Yield |
|
1.4% to 34.5% |
|
|
|
Recovery rate 1 |
|
0.0% to 100.0% |
|
|
|
Duration (years) 2 |
|
0.3 to 16.5 |
Equities and convertible debentures (including private equity investments and investments in real estate entities) |
|
$15,126 3 |
|
Comparable
multiples: |
|
|
|
|
|
Multiples
|
|
0.7x to 23.4x |
|
|
|
Discounted cash flows: |
|
|
|
|
|
Yield/discount rate
|
|
10.0% to 25.0% |
|
|
|
Long-term growth rate/
compound annual growth rate |
|
(3.2)% to 26.0%
|
|
|
|
Capitalization rate
|
|
5.4% to 11.0% |
|
|
|
Recovery rate 1 |
|
42.1% to 100.0% |
|
|
|
|
Duration (years) 2 |
|
0.7 to 8.3 |
1. |
Recovery rate is a measure of expected future cash flows, expressed as a percentage of notional or face value of the instrument.
|
2. |
Duration is an estimate of the timing of future cash flows and, in certain cases, may incorporate the impact of other unobservable inputs (e.g.,
prepayment speeds). |
3. |
The fair value of any one instrument may be determined using multiple valuation techniques. For example, market comparables and discounted cash
flows may be used together to determine fair value. Therefore, the level 3 balance encompasses both of these techniques. |
Increases in yield, discount rate, capitalization rate, duration or cumulative loss rate
used in the valuation of the firms level 3 cash instruments would result in a lower fair value measurement, while increases in recovery rate, multiples, long-term growth rate or compound annual
growth rate would result in a higher fair value measurement. Due to the distinctive nature of each of the firms level 3 cash instruments, the interrelationship of inputs is not
necessarily uniform within each product type.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
17 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Fair Value of Cash Instruments by Level
The tables below present, by level within the fair value hierarchy, cash instrument assets
and liabilities, at fair value. Cash instrument assets and liabilities are included in
Financial instruments owned, at fair value and Financial instruments sold, but not yet purchased, at fair value, respectively.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Instrument Assets at Fair Value as of September 2012 |
in millions |
|
|
Level 1 |
|
|
|
Level 2 |
|
|
|
Level 3 |
|
|
Total |
Commercial paper, certificates of deposit, time deposits and other money
market instruments |
|
|
$ 1,942 |
|
|
|
$ 8,766 |
|
|
|
$ |
|
|
$ 10,708 |
U.S. government and federal agency obligations |
|
|
42,178 |
|
|
|
53,351 |
|
|
|
|
|
|
95,529 |
Non-U.S. government and agency obligations |
|
|
46,864 |
|
|
|
16,075 |
|
|
|
13 |
|
|
62,952 |
Mortgage and other asset-backed loans and
securities 1: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
|
|
|
|
|
4,218 |
|
|
|
3,318 |
|
|
7,536 |
Loans and securities backed by residential real estate |
|
|
|
|
|
|
8,314 |
|
|
|
1,288 |
|
|
9,602 |
Bank loans and bridge loans |
|
|
|
|
|
|
10,178 |
|
|
|
10,833 |
|
|
21,011 |
Corporate debt
securities 2 |
|
|
145 |
|
|
|
22,479 |
|
|
|
2,721 |
|
|
25,345 |
State and municipal obligations |
|
|
|
|
|
|
2,713 |
|
|
|
583 |
|
|
3,296 |
Other debt
obligations 2 |
|
|
|
|
|
|
2,481 |
|
|
|
2,008 |
|
|
4,489 |
Equities and convertible debentures |
|
|
66,653 |
3 |
|
|
9,446 |
4 |
|
|
15,126 |
5 |
|
91,225 |
Commodities |
|
|
|
|
|
|
10,771 |
|
|
|
|
|
|
10,771 |
Total |
|
|
$157,782 |
|
|
|
$148,792 |
|
|
|
$35,890 |
|
|
$342,464 |
|
|
|
|
Cash Instrument Liabilities at Fair Value as of September 2012 |
in millions |
|
|
Level 1 |
|
|
|
Level 2 |
|
|
|
Level 3 |
|
|
Total |
U.S. government and federal agency obligations |
|
|
$ 22,733 |
|
|
|
$ 212 |
|
|
|
$ |
|
|
$ 22,945 |
Non-U.S. government and agency obligations |
|
|
35,337 |
|
|
|
1,293 |
|
|
|
|
|
|
36,630 |
Mortgage and other asset-backed loans and securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by residential real estate |
|
|
|
|
|
|
6 |
|
|
|
2 |
|
|
8 |
Bank loans and bridge loans |
|
|
|
|
|
|
1,526 |
|
|
|
617 |
|
|
2,143 |
Corporate debt
securities 6 |
|
|
26 |
|
|
|
6,829 |
|
|
|
47 |
|
|
6,902 |
State and municipal obligations |
|
|
|
|
|
|
2 |
|
|
|
|
|
|
2 |
Equities and convertible debentures |
|
|
22,608 |
3 |
|
|
1,163 |
4 |
|
|
7 |
|
|
23,778 |
Total |
|
|
$ 80,704 |
|
|
|
$ 11,031 |
|
|
|
$ 673 |
|
|
$ 92,408 |
1. |
Includes $645 million and $518 million of collateralized debt obligations (CDOs) backed by real estate in level 2 and level 3, respectively.
|
2. |
Includes $1.09 billion and $1.63 billion of CDOs and collateralized loan obligations (CLOs) backed by corporate obligations in level 2 and level 3,
respectively. |
3. |
Consists of listed equity securities. |
4. |
Principally consists of restricted or less liquid listed securities. |
5. |
Includes $13.03 billion of private equity investments, $1.45 billion of investments in real estate entities and $645 million of convertible
debentures. |
6. |
Includes $3 million of CDOs and CLOs backed by corporate obligations in level 3. |
|
|
|
|
|
18 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Instrument Assets at Fair Value as of December 2011 |
in millions |
|
|
Level 1 |
|
|
|
Level 2 |
|
|
|
Level 3 |
|
|
Total |
Commercial paper, certificates of deposit, time deposits and other money market
instruments |
|
|
$ 3,255 |
|
|
|
$ 10,185 |
|
|
|
$ |
|
|
$ 13,440 |
U.S. government and federal agency obligations |
|
|
29,263 |
|
|
|
57,777 |
|
|
|
|
|
|
87,040 |
Non-U.S. government and agency obligations |
|
|
42,854 |
|
|
|
6,203 |
|
|
|
148 |
|
|
49,205 |
Mortgage and other asset-backed loans and
securities 1: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
|
|
|
|
|
3,353 |
|
|
|
3,346 |
|
|
6,699 |
Loans and securities backed by residential real estate |
|
|
|
|
|
|
5,883 |
|
|
|
1,709 |
|
|
7,592 |
Bank loans and bridge loans |
|
|
|
|
|
|
8,460 |
|
|
|
11,285 |
|
|
19,745 |
Corporate debt
securities 2 |
|
|
133 |
|
|
|
19,518 |
|
|
|
2,480 |
|
|
22,131 |
State and municipal obligations |
|
|
|
|
|
|
2,490 |
|
|
|
599 |
|
|
3,089 |
Other debt
obligations 2 |
|
|
|
|
|
|
2,911 |
|
|
|
1,451 |
|
|
4,362 |
Equities and convertible debentures |
|
|
39,955 |
3 |
|
|
11,491 |
4 |
|
|
13,667 |
5 |
|
65,113 |
Commodities |
|
|
|
|
|
|
5,762 |
|
|
|
|
|
|
5,762 |
Total |
|
|
$115,460 |
|
|
|
$134,033 |
|
|
|
$34,685 |
|
|
$284,178 |
|
|
|
|
Cash Instrument Liabilities at Fair Value as of December 2011 |
in millions |
|
|
Level 1 |
|
|
|
Level 2 |
|
|
|
Level 3 |
|
|
Total |
U.S. government and federal agency obligations |
|
|
$ 20,940 |
|
|
|
$ 66 |
|
|
|
$ |
|
|
$ 21,006 |
Non-U.S. government and agency obligations |
|
|
34,339 |
|
|
|
547 |
|
|
|
|
|
|
34,886 |
Mortgage and other asset-backed loans and securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
|
|
|
|
|
27 |
|
|
|
|
|
|
27 |
Loans and securities backed by residential real estate |
|
|
|
|
|
|
3 |
|
|
|
|
|
|
3 |
Bank loans and bridge loans |
|
|
|
|
|
|
1,891 |
|
|
|
865 |
|
|
2,756 |
Corporate debt
securities 6 |
|
|
|
|
|
|
6,522 |
|
|
|
31 |
|
|
6,553 |
State and municipal obligations |
|
|
|
|
|
|
3 |
|
|
|
|
|
|
3 |
Equities and convertible debentures |
|
|
20,069 |
3 |
|
|
1,248 |
4 |
|
|
9 |
|
|
21,326 |
Total |
|
|
$ 75,348 |
|
|
|
$ 10,307 |
|
|
|
$ 905 |
|
|
$ 86,560 |
1. |
Includes $213 million and $595 million of CDOs backed by real estate in level 2 and level 3, respectively. |
2. |
Includes $403 million and $1.19 billion of CDOs and CLOs backed by corporate obligations in level 2 and level 3, respectively.
|
3. |
Consists of listed equity securities. |
4. |
Principally consists of restricted or less liquid listed securities. |
5. |
Includes $12.07 billion of private equity investments, $1.10 billion of investments in real estate entities and $497 million of convertible
debentures. |
6. |
Includes $27 million of CDOs and CLOs backed by corporate obligations in level 3. |
Transfers Between Levels of the Fair Value Hierarchy
Transfers between levels of the fair value hierarchy are reported at the beginning of the
reporting period in which they occur.
During the three months ended September 2012, transfers into level 2 from level 1 of cash instruments were $205 million, including transfers of non-U.S. government obligations and equity securities of $118 million
and $87 million, respectively, reflecting the level of market activity in these instruments. Transfers into level 1 from level 2 of cash instruments were $261 million, reflecting transfers of equity securities due to the level of market
activity in these instruments.
During the nine months ended September 2012, transfers into level 2 from level 1 of
cash instruments were $2.02 billion, including transfers of non-U.S. government obligations of $1.19 billion, reflecting the level of market activity in these instruments, and transfers of equity securities of $832 million, primarily
reflecting the impact of transfer restrictions. Transfers into level 1 from level 2 of cash instruments were $427 million, including transfers of non-U.S. government obligations of $225 million, reflecting the level of market activity in
these instruments, and transfers of equity securities of $182 million, where the firm was able to obtain quoted prices for certain instruments and due to the level of market activity for other instruments.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
19 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Level 3 Rollforward
If a cash instrument asset or liability was transferred to level 3
during a reporting period, its entire gain or loss for the period is included in level 3.
Level 3 cash instruments are
frequently economically hedged with level 1 and level 2 cash instruments and/or level 1, level 2 or level 3 derivatives. Accordingly, gains or losses that are reported in level 3 can be partially offset by gains or losses attributable to level 1 or
level 2 cash
instruments and/or level 1, level 2 or level 3 derivatives. As a result, gains or losses included in the level 3 rollforward below do not necessarily represent the overall impact on the
firms results of operations, liquidity or capital resources.
The tables below present changes in fair value for all cash
instrument assets and liabilities categorized as level 3 as of the end of the period.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 Cash Instrument Assets at Fair Value for the Three Months Ended September 2012 |
in millions |
|
|
Balance,
beginning of
period |
|
|
|
Net
realized
gains/ (losses) |
|
|
|
Net unrealized gains/(losses) relating to
instruments still held
at period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Transfers
into
level 3 |
|
|
|
Transfers out
of level 3 |
|
|
Balance,
end of
period |
Commercial paper, certificates of deposit, time deposits and other money
market instruments |
|
|
$ 7 |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ (7 |
) |
|
|
$ |
|
|
|
$ |
|
|
$ |
Non-U.S. government and agency obligations |
|
|
8 |
|
|
|
|
|
|
|
3 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13 |
Mortgage and other asset-backed loans and securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
|
3,166 |
|
|
|
57 |
|
|
|
78 |
|
|
|
355 |
|
|
|
(362 |
) |
|
|
(44 |
) |
|
|
214 |
|
|
|
(146 |
) |
|
3,318 |
Loans and securities backed by residential real estate |
|
|
1,632 |
|
|
|
65 |
|
|
|
44 |
|
|
|
81 |
|
|
|
(266 |
) |
|
|
(351 |
) |
|
|
98 |
|
|
|
(15 |
) |
|
1,288 |
Bank loans and bridge loans |
|
|
10,461 |
|
|
|
151 |
|
|
|
150 |
|
|
|
1,535 |
|
|
|
(906 |
) |
|
|
(805 |
) |
|
|
691 |
|
|
|
(444 |
) |
|
10,833 |
Corporate debt securities |
|
|
2,367 |
|
|
|
106 |
|
|
|
140 |
|
|
|
462 |
|
|
|
(274 |
) |
|
|
(120 |
) |
|
|
240 |
|
|
|
(200 |
) |
|
2,721 |
State and municipal obligations |
|
|
547 |
|
|
|
4 |
|
|
|
5 |
|
|
|
36 |
|
|
|
(27 |
) |
|
|
(2 |
) |
|
|
20 |
|
|
|
|
|
|
583 |
Other debt obligations |
|
|
1,757 |
|
|
|
5 |
|
|
|
51 |
|
|
|
197 |
|
|
|
(88 |
) |
|
|
(25 |
) |
|
|
118 |
|
|
|
(7 |
) |
|
2,008 |
Equities and convertible debentures |
|
|
14,420 |
|
|
|
31 |
|
|
|
632 |
|
|
|
513 |
|
|
|
(320 |
) |
|
|
(108 |
) |
|
|
798 |
|
|
|
(840 |
) |
|
15,126 |
Total |
|
|
$34,365 |
|
|
|
$419 |
2 |
|
|
$1,103 |
2 |
|
|
$3,181 |
|
|
|
$(2,243 |
) |
|
|
$(1,462 |
) |
|
|
$2,179 |
|
|
|
$(1,652 |
) |
|
$35,890 |
|
|
|
|
Level 3 Cash Instrument Liabilities at Fair Value for the Three Months Ended September 2012 |
in millions |
|
|
Balance,
beginning of
period |
|
|
|
Net
realized
(gains)/
losses |
|
|
|
Net unrealized
(gains)/losses relating
to instruments
still held at
period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Transfers
into
level 3 |
|
|
|
Transfers out
of level 3 |
|
|
Balance,
end of
period |
Total |
|
|
$ 739 |
|
|
|
$ (2 |
) |
|
|
$ 3 |
|
|
|
$ (105 |
) |
|
|
$ 65 |
|
|
|
$ 16 |
|
|
|
$ 46 |
|
|
|
$ (89 |
) |
|
$ 673 |
1. |
Includes both originations and secondary market purchases. |
2. |
The aggregate amounts include approximately $340 million, $843 million and $339 million reported in Market making, Other
principal transactions and Interest income, respectively. |
The net unrealized gain/(loss) on level 3 cash instruments of $1.10 billion
(reflecting $1.10 billion on cash instrument assets and $(3) million on cash instrument liabilities) for the three months ended September 2012 primarily consisted of gains on private equity investments, bank loans and bridge loans,
and corporate debt securities. Unrealized gains during the quarter primarily reflected the impact of an increase in global equity prices and tighter credit spreads.
Transfers into level 3 during the three months ended September 2012 primarily
reflected transfers from level 2 of certain private equity investments and bank loans and bridge loans, principally due to less market activity in these instruments.
Transfers out of level 3 during the three months ended September 2012 primarily reflected transfers to level 2 of certain private equity investments and bank loans and bridge loans, principally due
to improved transparency of market prices as a result of market transactions in these financial instruments.
|
|
|
|
|
20 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 Cash Instrument Assets at Fair Value for the Nine Months Ended September 2012 |
in millions |
|
|
Balance, beginning of period |
|
|
|
Net realized gains/ (losses) |
|
|
|
Net unrealized gains/(losses) relating to instruments still held at
period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Transfers into level 3 |
|
|
|
Transfers out of level 3 |
|
|
Balance, end of
period |
Non-U.S. government and agency obligations |
|
|
$ 148 |
|
|
|
$ (55 |
) |
|
|
$ 4 |
|
|
|
$ 2 |
|
|
|
$ (8 |
) |
|
|
$ (71 |
) |
|
|
$ 6 |
|
|
|
$ (13 |
) |
|
$ 13 |
Mortgage and other asset-backed loans and securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
|
3,346 |
|
|
|
143 |
|
|
|
227 |
|
|
|
1,337 |
|
|
|
(956 |
) |
|
|
(859 |
) |
|
|
218 |
|
|
|
(138 |
) |
|
3,318 |
Loans and securities backed by residential real estate |
|
|
1,709 |
|
|
|
128 |
|
|
|
239 |
|
|
|
345 |
|
|
|
(729 |
) |
|
|
(471 |
) |
|
|
77 |
|
|
|
(10 |
) |
|
1,288 |
Bank loans and bridge loans |
|
|
11,285 |
|
|
|
431 |
|
|
|
318 |
|
|
|
3,393 |
|
|
|
(2,754 |
) |
|
|
(2,122 |
) |
|
|
1,237 |
|
|
|
(955 |
) |
|
10,833 |
Corporate debt securities |
|
|
2,480 |
|
|
|
266 |
|
|
|
229 |
|
|
|
865 |
|
|
|
(851 |
) |
|
|
(352 |
) |
|
|
344 |
|
|
|
(260 |
) |
|
2,721 |
State and municipal obligations |
|
|
599 |
|
|
|
16 |
|
|
|
8 |
|
|
|
53 |
|
|
|
(80 |
) |
|
|
(12 |
) |
|
|
|
|
|
|
(1 |
) |
|
583 |
Other debt obligations |
|
|
1,451 |
|
|
|
52 |
|
|
|
50 |
|
|
|
645 |
|
|
|
(365 |
) |
|
|
(41 |
) |
|
|
222 |
|
|
|
(6 |
) |
|
2,008 |
Equities and convertible debentures |
|
|
13,667 |
|
|
|
60 |
|
|
|
1,158 |
|
|
|
2,166 |
|
|
|
(497 |
) |
|
|
(640 |
) |
|
|
866 |
|
|
|
(1,654 |
) |
|
15,126 |
Total |
|
|
$34,685 |
|
|
|
$1,041 |
2 |
|
|
$2,233 |
2 |
|
|
$8,806 |
|
|
|
$(6,240 |
) |
|
|
$(4,568 |
) |
|
|
$2,970 |
|
|
|
$(3,037 |
) |
|
$35,890 |
|
|
|
|
Level 3 Cash Instrument Liabilities at Fair Value for the Nine Months Ended September 2012 |
in millions |
|
|
Balance, beginning of period |
|
|
|
Net realized (gains)/ losses |
|
|
|
Net unrealized (gains)/losses relating to instruments still held at period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Transfers into level 3 |
|
|
|
Transfers out of level 3 |
|
|
Balance, end of
period |
Total |
|
|
$ 905 |
|
|
|
$ (35 |
) |
|
|
$ 9 |
|
|
|
$ (427 |
) |
|
|
$ 244 |
|
|
|
$ 81 |
|
|
|
$ 90 |
|
|
|
$ (194 |
) |
|
$ 673 |
1. |
Includes both originations and secondary market purchases. |
2. |
The aggregate amounts include approximately $560 million, $1.77 billion and $945 million reported in Market making, Other
principal transactions and Interest income, respectively. |
The net unrealized gain/(loss) on level 3 cash instruments of $2.22 billion
(reflecting $2.23 billion on cash instrument assets and $(9) million on cash instrument liabilities) for the nine months ended September 2012 primarily consisted of gains on private equity investments, mortgage and other asset-backed
loans and securities, bank loans and bridge loans, and corporate debt securities. Unrealized gains during the nine months ended September 2012 primarily reflected the impact of an increase in global equity prices and generally tighter credit
spreads.
Transfers into level 3 during the nine months ended September 2012 primarily reflected transfers from level 2 of
certain bank loans and bridge loans, and private equity investments, principally due to less market activity in these instruments.
Transfers out of level 3 during the nine months ended September 2012 primarily
reflected transfers to level 2 of certain private equity investments and bank loans and bridge loans. Transfers of private equity investments to level 2 were principally due to improved transparency of market prices as a result of market
transactions in these financial instruments. Transfers of bank loans and bridge loans to level 2 were principally due to market transactions in these instruments and unobservable inputs no longer being significant to the valuation of certain loans.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
21 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 Cash Instrument Assets at Fair Value for the Three Months Ended September 2011 |
in millions |
|
|
Balance,
beginning of period |
|
|
|
Net realized
gains/ (losses) |
|
|
|
Net unrealized
gains/(losses) relating to
instruments still held at
period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Net
transfers in and/or
(out) of level 3 |
|
|
Balance,
end of period |
Mortgage and other asset-backed loans and securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
|
$ 3,539 |
|
|
|
$ 77 |
|
|
|
$ (149 |
) |
|
|
$ 226 |
|
|
|
$ (220 |
) |
|
|
$ (367 |
) |
|
|
$ 441 |
|
|
$ 3,547 |
Loans and securities backed by residential real estate |
|
|
2,829 |
|
|
|
38 |
|
|
|
(25 |
) |
|
|
234 |
|
|
|
(226 |
) |
|
|
(178 |
) |
|
|
(989 |
) |
|
1,683 |
Bank loans and bridge loans |
|
|
10,183 |
|
|
|
162 |
|
|
|
(595 |
) |
|
|
2,655 |
|
|
|
(413 |
) |
|
|
(571 |
) |
|
|
(410 |
) |
|
11,011 |
Corporate debt securities |
|
|
2,747 |
|
|
|
61 |
|
|
|
(221 |
) |
|
|
316 |
|
|
|
(392 |
) |
|
|
(80 |
) |
|
|
149 |
|
|
2,580 |
State and municipal obligations |
|
|
643 |
|
|
|
2 |
|
|
|
(6 |
) |
|
|
17 |
|
|
|
(18 |
) |
|
|
(2 |
) |
|
|
52 |
|
|
688 |
Other debt obligations |
|
|
1,472 |
|
|
|
(2 |
) |
|
|
(27 |
) |
|
|
153 |
|
|
|
(167 |
) |
|
|
(68 |
) |
|
|
260 |
|
|
1,621 |
Equities and convertible debentures |
|
|
13,452 |
|
|
|
14 |
|
|
|
(191 |
) |
|
|
294 |
|
|
|
(224 |
) |
|
|
(166 |
) |
|
|
394 |
|
|
13,573 |
Total |
|
|
$34,865 |
|
|
|
$352 |
2 |
|
|
$(1,214 |
) 2 |
|
|
$3,895 |
|
|
|
$(1,660 |
) |
|
|
$(1,432 |
) |
|
|
$(103 |
) |
|
$34,703 |
|
|
|
|
Level 3 Cash Instrument Liabilities at Fair Value for the Three Months Ended September 2011 |
in millions |
|
|
Balance,
beginning of period |
|
|
|
Net realized
(gains)/ losses |
|
|
|
Net unrealized
(gains)/losses relating to
instruments still held at
period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Net
transfers in and/or
(out) of level 3 |
|
|
Balance,
end of period |
Total |
|
|
$ 612 |
|
|
|
$ (12 |
) |
|
|
$ 328 |
|
|
|
$ (265 |
) |
|
|
$ 144 |
|
|
|
$ 122 |
|
|
|
$ 5 |
|
|
$ 934 |
1. |
Includes both originations and secondary market purchases. |
2. |
The aggregate amounts include approximately $(551) million, $(701) million and $390 million reported in Market making, Other
principal transactions and Interest income, respectively. |
The net unrealized loss on level 3 cash instruments of $1.54 billion (reflecting
losses of $1.21 billion on cash instrument assets and $328 million on cash instrument liabilities) for the three months ended September 2011 primarily consisted of losses on bank loans and bridge loans, corporate debt securities and
private equity investments. Losses during the third quarter of 2011 reflected unfavorable credit markets and a significant decline in global equity markets.
Significant transfers in or out of level 3 during the three months ended September 2011 included:
|
|
Loans and securities backed by residential real estate: net transfer out of level 3 of $989 million, principally due to transfers to level 2 of
certain loans due to improved transparency of market prices used to value these financial instruments, as well as unobservable inputs no longer being significant to the valuation of these instruments.
|
|
|
Bank loans and bridge loans: net transfer out of level 3 of $410 million, principally due to transfers to level 2 of certain loans due to
improved transparency of market prices as a result of market activity in these financial instruments, partially offset by transfers to level 3 of other loans due to reduced transparency of market prices as a result of less market activity in these
financial instruments. |
|
|
Equities and convertible debentures: net transfer into level 3 of $394 million, principally due to transfers to level 3 of certain private
equity investments due to reduced transparency of market prices as a result of less market activity in these financial instruments, partially offset by transfers to level 2 of other private equity investments due to improved transparency of market
prices as a result of market activity and partial sales. |
|
|
|
|
|
22 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 Cash Instrument Assets at Fair Value for the Nine Months Ended September 2011 |
in millions |
|
|
Balance,
beginning of
period |
|
|
|
Net
realized gains/
(losses) |
|
|
|
Net unrealized
gains/(losses) relating to
instruments still held at
period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Net
transfers
in and/or (out) of
level 3 |
|
|
Balance,
end of period |
Mortgage and other asset-backed loans and securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loans and securities backed by commercial real estate |
|
|
$ 3,976 |
|
|
|
$ 139 |
|
|
|
$ 92 |
|
|
|
$ 1,049 |
|
|
|
$ (915 |
) |
|
|
$ (726 |
) |
|
|
$ (68 |
) |
|
$ 3,547 |
Loans and securities backed by residential real estate |
|
|
2,501 |
|
|
|
137 |
|
|
|
57 |
|
|
|
688 |
|
|
|
(507 |
) |
|
|
(509 |
) |
|
|
(684 |
) |
|
1,683 |
Bank loans and bridge loans |
|
|
9,905 |
|
|
|
477 |
|
|
|
(96 |
) |
|
|
4,732 |
|
|
|
(1,183 |
) |
|
|
(1,521 |
) |
|
|
(1,303 |
) |
|
11,011 |
Corporate debt securities |
|
|
2,737 |
|
|
|
164 |
|
|
|
(99 |
) |
|
|
1,467 |
|
|
|
(1,002 |
) |
|
|
(192 |
) |
|
|
(495 |
) |
|
2,580 |
State and municipal obligations |
|
|
754 |
|
|
|
3 |
|
|
|
(3 |
) |
|
|
72 |
|
|
|
(136 |
) |
|
|
(2 |
) |
|
|
|
|
|
688 |
Other debt obligations |
|
|
1,274 |
|
|
|
116 |
|
|
|
(7 |
) |
|
|
553 |
|
|
|
(552 |
) |
|
|
(216 |
) |
|
|
453 |
|
|
1,621 |
Equities and convertible debentures |
|
|
11,060 |
|
|
|
160 |
|
|
|
473 |
|
|
|
2,658 |
|
|
|
(904 |
) |
|
|
(657 |
) |
|
|
783 |
|
|
13,573 |
Total |
|
|
$32,207 |
|
|
|
$1,196 |
2 |
|
|
$417 |
2 |
|
|
$11,219 |
|
|
|
$(5,199 |
) |
|
|
$(3,823 |
) |
|
|
$(1,314 |
) |
|
$34,703 |
|
|
|
|
Level 3 Cash Instrument Liabilities at Fair Value for the Nine Months Ended September 2011 |
in millions |
|
|
Balance,
beginning of period |
|
|
|
Net realized
(gains)/ losses |
|
|
|
Net unrealized
(gains)/losses relating to
instruments still held at
period-end |
|
|
|
Purchases |
1 |
|
|
Sales |
|
|
|
Settlements |
|
|
|
Net
transfers in and/or
(out) of level 3 |
|
|
Balance,
end of period |
Total |
|
|
$ 446 |
|
|
|
$ (32 |
) |
|
|
$329 |
|
|
|
$ (363 |
) |
|
|
$ 429 |
|
|
|
$ 132 |
|
|
|
$ (7 |
) |
|
$ 934 |
1. |
Includes both originations and secondary market purchases. |
2. |
The aggregate amounts include approximately $(87) million, $629 million and $1.07 billion reported in Market making, Other
principal transactions and Interest income, respectively. |
The net unrealized gain/(loss) on level 3 cash instruments of $88 million (reflecting
$417 million on cash instrument assets and $(329) million on cash instrument liabilities) for the nine months ended September 2011 primarily consisted of a net gain on private equity investments, where prices were generally
corroborated through market transactions for similar assets during the period, partially offset by losses on bank loans and bridge loans, primarily reflecting the impact of unfavorable credit markets principally in the third quarter of 2011.
Significant transfers in or out of level 3 during the nine months ended September 2011 included:
|
|
Bank loans and bridge loans: net transfer out of level 3 of $1.30 billion, principally due to transfers to level 2 of certain loans due to
improved transparency of market prices as a result of market transactions in these financial instruments, partially offset by transfers to level 3 of other loans due to reduced transparency of market prices as a result of less market activity in
these financial instruments. |
|
|
Equities and convertible debentures: net transfer into level 3 of $783 million, principally due to transfers to level 3 of certain private
equity investments due to reduced transparency of market prices as a result of less market activity in these financial instruments, partially offset by transfers to level 2 of other private equity investments due to improved transparency of market
prices as a result of market transactions in these financial instruments. |
|
|
Loans and securities backed by residential real estate: net transfer out of level 3 of $684 million, principally due to transfers to level 2 of
certain loans due to improved transparency of market prices used to value these financial instruments, as well as unobservable inputs no longer being significant to the valuation of these instruments. |
|
|
Corporate debt securities: net transfer out of level 3 of $495 million, principally due to transfers to level 2 of certain corporate debt
securities due to increased transparency of market prices as a result of market transactions in these financial instruments.
|
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
23 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
|
Investments in Funds That Calculate Net Asset Value Per Share |
Cash instruments at fair value include investments in funds that are valued based on the
net asset value per share (NAV) of the investment fund. The firm uses NAV as its measure of fair value for fund investments when (i) the fund investment does not have a readily determinable fair value and (ii) the NAV of the investment
fund is calculated in a manner consistent with the measurement principles of investment company accounting, including measurement of the underlying investments at fair value.
The firms investments in funds that calculate NAV primarily consist of investments in firm-sponsored funds where
the firm co-invests with third-party investors. The private equity, private debt and real estate funds are primarily closed-end funds in which the firms investments are not eligible for redemption. Distributions will be received from these
funds as the underlying assets are liquidated and it is estimated that substantially all of the underlying assets of existing funds will be liquidated over
the next seven years. The firm continues to manage its existing funds taking into account the transition periods under the Volcker Rule of the U.S. Dodd-Frank Wall Street Reform and Consumer
Protection Act (Dodd-Frank Act), although the rules have not yet been finalized.
The firms investments in hedge funds
are generally redeemable on a quarterly basis with 91 days notice, subject to a maximum redemption level of 25% of the firms initial investments at any quarter-end. The firm currently plans to comply with the Volcker Rule by redeeming
certain of its interests in hedge funds. The firm redeemed approximately $300 million and $800 million of these interests in hedge funds during the three and nine months ended September 2012, respectively.
The table below presents the fair value of the firms investments in, and unfunded commitments to, funds that calculate NAV.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of September 2012 |
|
|
|
|
As of December 2011 |
|
in millions |
|
|
Fair Value of Investments |
|
|
|
Unfunded Commitments |
|
|
|
|
|
Fair Value of Investments |
|
|
|
Unfunded Commitments |
|
Private equity
funds 1 |
|
|
$ 8,251 |
|
|
|
$2,829 |
|
|
|
|
|
$ 8,074 |
|
|
|
$3,514 |
|
Private debt
funds 2 |
|
|
3,700 |
|
|
|
3,023 |
|
|
|
|
|
3,596 |
|
|
|
3,568 |
|
Hedge
funds 3 |
|
|
2,450 |
|
|
|
|
|
|
|
|
|
3,165 |
|
|
|
|
|
Real estate
funds 4 |
|
|
1,799 |
|
|
|
1,004 |
|
|
|
|
|
1,531 |
|
|
|
1,613 |
|
Total |
|
|
$16,200 |
|
|
|
$6,856 |
|
|
|
|
|
$16,366 |
|
|
|
$8,695 |
|
1. |
These funds primarily invest in a broad range of industries worldwide in a variety of situations, including leveraged buyouts, recapitalizations and
growth investments. |
2. |
These funds generally invest in loans and other fixed income instruments and are focused on providing private high-yield capital for mid- to large-sized
leveraged and management buyout transactions, recapitalizations, financings, refinancings, acquisitions and restructurings for private equity firms, private family companies and corporate issuers. |
3. |
These funds are primarily multi-disciplinary hedge funds that employ a fundamental bottom-up investment approach across various asset classes and strategies
including long/short equity, credit, convertibles, risk arbitrage, special situations and capital structure arbitrage. |
4. |
These funds invest globally, primarily in real estate companies, loan portfolios, debt recapitalizations and direct property. |
|
|
|
|
|
24 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Derivatives and Hedging Activities
Note 7.
Derivatives and Hedging Activities
Derivative Activities
Derivatives are instruments that derive their value from underlying asset prices, indices,
reference rates and other inputs, or a combination of these factors. Derivatives may be privately negotiated contracts, which are usually referred to as over-the-counter (OTC) derivatives, or they may be listed and traded on an exchange
(exchange-traded).
Market-Making. As a market maker, the firm enters into derivative transactions to provide liquidity and to facilitate the transfer and hedging of risk. In this capacity, the firm typically acts as principal and is
consequently required to commit capital to provide execution. As a market maker, it is essential to maintain an inventory of financial instruments sufficient to meet expected client and market demands.
Risk Management. The firm
also enters into derivatives to actively manage risk exposures that arise from market-making and investing and lending activities in derivative and cash instruments. The firms holdings and exposures are hedged, in many cases, on either a
portfolio or risk-specific basis, as opposed to an instrument-by-instrument basis. The offsetting impact of this economic hedging is reflected in the same business segment as the related revenues. In addition, the firm may enter into derivatives
designated as hedges under U.S. GAAP. These derivatives are used to manage foreign currency exposure on the net investment in certain non-U.S. operations and to manage interest rate exposure in certain fixed-rate unsecured long-term and short-term
borrowings, and deposits.
The firm enters into various types of derivatives, including:
|
|
Futures and Forwards. Contracts
that commit counterparties to purchase or sell financial instruments, commodities or currencies in the future. |
|
|
Swaps. Contracts that require
counterparties to exchange cash flows such as currency or interest payment streams. The amounts exchanged are based on the specific terms of the contract with reference to specified rates, financial instruments, commodities, currencies or indices.
|
|
|
Options. Contracts in which the
option purchaser has the right, but not the obligation, to purchase from or sell to the option writer financial instruments, commodities or currencies within a defined time period for a specified price. |
Derivatives are accounted for at fair value, net of cash collateral received or posted under credit support agreements. Derivatives are
reported on a net-by-counterparty basis (i.e., the net payable or receivable for derivative assets and liabilities for a given counterparty) when a legal right of setoff exists under an enforceable netting agreement. Derivative assets and
liabilities are included in Financial instruments owned, at fair value and Financial instruments sold, but not yet purchased, at fair value, respectively.
Substantially all gains and losses on derivatives not designated as hedges under ASC 815 are included in Market making and
Other principal transactions.
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
25 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
The table below presents the fair value of derivatives on a net-by-counterparty basis.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of September 2012 |
|
|
|
|
As of December 2011 |
in millions |
|
|
Derivative Assets |
|
|
|
Derivative Liabilities |
|
|
|
|
|
Derivative Assets |
|
|
Derivative
Liabilities |
Exchange-traded |
|
|
$ 4,628 |
|
|
|
$ 3,921 |
|
|
|
|
|
$ 5,880 |
|
|
$ 3,172 |
Over-the-counter |
|
|
68,201 |
|
|
|
47,850 |
|
|
|
|
|
74,148 |
|
|
55,281 |
Total |
|
|
$72,829 |
|
|
|
$51,771 |
|
|
|
|
|
$80,028 |
|
|
$58,453 |
The table below presents the fair value and the number of derivative contracts by major
product type on a gross basis. Gross fair values in the table below exclude the effects of both netting of receivable balances with payable balances
under enforceable netting agreements, and netting of cash collateral received or posted under credit support agreements, and therefore are not representative of the firms exposure.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of September 2012 |
|
|
|
|
As of December 2011 |
in millions, except number of contracts |
|
|
Derivative
Assets |
|
|
|
Derivative
Liabilities |
|
|
|
Number of Contracts |
|
|
|
|
|
Derivative
Assets |
|
|
|
Derivative
Liabilities |
|
|
Number of Contracts |
Derivatives not accounted for as hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rates |
|
|
$ 614,949 |
|
|
|
$ 573,931 |
|
|
|
300,118 |
|
|
|
|
|
$ 624,189 |
|
|
|
$ 582,608 |
|
|
287,351 |
Credit |
|
|
94,970 |
|
|
|
81,829 |
|
|
|
355,728 |
|
|
|
|
|
150,816 |
|
|
|
130,659 |
|
|
362,407 |
Currencies |
|
|
73,246 |
|
|
|
62,854 |
|
|
|
218,241 |
|
|
|
|
|
88,654 |
|
|
|
71,736 |
|
|
203,205 |
Commodities |
|
|
28,320 |
|
|
|
29,125 |
|
|
|
89,291 |
|
|
|
|
|
35,966 |
|
|
|
38,050 |
|
|
93,755 |
Equities |
|
|
58,886 |
|
|
|
51,097 |
|
|
|
346,551 |
|
|
|
|
|
64,135 |
|
|
|
51,928 |
|
|
332,273 |
Subtotal |
|
|
870,371 |
|
|
|
798,836 |
|
|
|
1,309,929 |
|
|
|
|
|
963,760 |
|
|
|
874,981 |
|
|
1,278,991 |
Derivatives accounted for as hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rates |
|
|
23,721 |
|
|
|
65 |
|
|
|
1,605 |
|
|
|
|
|
21,981 |
|
|
|
13 |
|
|
1,125 |
Currencies |
|
|
9 |
|
|
|
60 |
|
|
|
73 |
|
|
|
|
|
124 |
|
|
|
21 |
|
|
71 |
Subtotal |
|
|
23,730 |
|
|
|
125 |
|
|
|
1,678 |
|
|
|
|
|
22,105 |
|
|
|
34 |
|
|
1,196 |
Gross fair value of derivatives |
|
|
$ 894,101 |
|
|
|
$ 798,961 |
|
|
|
1,311,607 |
|
|
|
|
|
$ 985,865 |
|
|
|
$ 875,015 |
|
|
1,280,187 |
Counterparty
netting 1 |
|
|
(717,563 |
) |
|
|
(717,563 |
) |
|
|
|
|
|
|
|
|
(787,733 |
) |
|
|
(787,733 |
) |
|
|
Cash collateral
netting 2 |
|
|
(103,709 |
) |
|
|
(29,627 |
) |
|
|
|
|
|
|
|
|
(118,104 |
) |
|
|
(28,829 |
) |
|
|
Fair value included in financial instruments owned |
|
|
$ 72,829 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 80,028 |
|
|
|
|
|
|
|
Fair value included in financial instruments sold, but not yet purchased |
|
|
|
|
|
|
$ 51,771 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 58,453 |
|
|
|
1. |
Represents the netting of receivable balances with payable balances for the same counterparty under enforceable netting agreements.
|
2. |
Represents the netting of cash collateral received and posted on a counterparty basis under credit support agreements. |
|
|
|
|
|
26 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Valuation Techniques for Derivatives
The firms level 2 and level 3 derivatives are valued using derivative pricing models (e.g., models that incorporate option pricing
methodologies, Monte Carlo simulations and discounted cash flows). Price transparency of derivatives can generally be characterized by product type.
Interest Rate. In general, the prices and other inputs used to value interest rate
derivatives are transparent, even for long-dated contracts. Interest rate swaps and options denominated in the currencies of leading industrialized nations are characterized by high trading volumes and tight bid/offer spreads. Interest rate
derivatives that reference indices, such as an inflation index, or the shape of the yield curve (e.g., 10-year swap rate vs. 2-year swap rate) are more complex, but the prices and other inputs are generally observable.
Credit. Price
transparency for credit default swaps, including both single names and baskets of credits, varies by market and underlying reference entity or obligation. Credit default swaps that reference indices, large corporates and major sovereigns generally
exhibit the most price transparency. For credit default swaps with other underliers, price transparency varies based on credit rating, the cost of borrowing the underlying reference obligations, and the availability of the underlying reference
obligations for delivery upon the default of the issuer. Credit default swaps that reference loans, asset-backed securities and emerging market debt instruments tend to have less price transparency than those that reference corporate bonds. In
addition, more complex credit derivatives, such as those sensitive to the correlation between two or more underlying reference obligations, generally have less price transparency.
Currency. Prices for
currency derivatives based on the exchange rates of leading industrialized nations, including those with longer tenors, are generally transparent. The primary difference between the price transparency of developed and emerging market currency
derivatives is that emerging markets tend to be observable for contracts with shorter tenors.
Commodity. Commodity derivatives include transactions referenced to energy (e.g., oil and natural gas), metals (e.g., precious and base) and soft
commodities (e.g., agricultural). Price transparency varies based on the underlying commodity, delivery location, tenor and product quality (e.g., diesel fuel compared to unleaded gasoline). In general, price transparency for commodity derivatives
is greater for contracts with shorter tenors and contracts that are more closely aligned with major and/or benchmark commodity indices.
Equity. Price transparency for equity derivatives varies by market and underlier. Options on indices and the common stock of corporates included in major equity indices exhibit the most price transparency. Equity
derivatives generally have observable market prices, except for contracts with long tenors or reference prices that differ significantly from current market prices. More complex equity derivatives, such as those sensitive to the correlation between
two or more individual stocks, generally have less price transparency.
Liquidity is essential to observability of all
product types. If transaction volumes decline, previously transparent prices and other inputs may become unobservable. Conversely, even highly structured products may at times have trading volumes large enough to provide observability of prices and
other inputs. See Note 5 for an overview of the firms fair value measurement policies.
Level 1 Derivatives
Level 1 derivatives include short-term contracts for future delivery of securities when the underlying security is a level 1 instrument,
and exchange-traded derivatives if they are actively traded and are valued at their quoted market price.
Level 2 Derivatives
Level 2 derivatives include exchange-traded derivatives that are not actively traded and OTC derivatives for which all significant
valuation inputs are corroborated by market evidence. Level 2 exchange-traded derivatives are valued using models that calibrate to market-clearing levels of OTC derivatives.
The selection of a particular model to value a derivative depends on the contractual terms of and specific risks inherent in the
instrument, as well as the availability of pricing information in the market. For derivatives that trade in liquid markets, model selection does not involve significant management judgment because outputs of models can be calibrated to
market-clearing levels.
Valuation models require a variety of inputs, including contractual terms, market prices, yield
curves, credit curves, measures of volatility, prepayment rates, loss severity rates and correlations of such inputs. Inputs to the valuations of level 2 derivatives can be verified to market transactions, broker or dealer quotations or other
alternative pricing sources with reasonable levels of price transparency. Consideration is given to the nature of the quotations (e.g., indicative or firm) and the relationship of recent market activity to the prices provided from alternative
pricing sources.
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Goldman Sachs September 2012 Form 10-Q |
|
27 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Level 3 Derivatives
Level 3 derivatives are valued using models which utilize observable level 1 and/or level 2 inputs, as well as unobservable level 3 inputs.
|
|
For the majority of the firms interest rate and currency derivatives classified within level 3, significant unobservable inputs include
correlations of certain currencies and interest rates (e.g., the correlation between Euro inflation and Euro interest rates), specific interest rate volatilities and the basis, or difference, between benchmark interest rates and related indices.
|
|
|
For level 3 credit derivatives, significant level 3 inputs include illiquid credit spreads, which are unique to specific reference obligations and
reference entities, recovery rates, certain correlations required to value credit and mortgage derivatives (e.g., the likelihood of default of the underlying reference obligation relative to one another) and the basis, or price difference, between
certain reference obligations and benchmark indices. |
|
|
For level 3 equity derivatives, significant level 3 inputs generally include equity volatility inputs for options that are very long-dated and/or
have strike prices that differ significantly from current market prices. In addition, the valuation of certain structured trades requires the use of level 3 inputs for the correlation of the price performance of two or more individual stocks or the
correlation of the price performance for a basket of stocks to another asset class such as commodities. |
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|
For level 3 commodity derivatives, significant level 3 inputs include volatilities for options with strike prices that differ significantly from
current market prices and prices or spreads for certain products for which the product quality or physical location of the commodity is not aligned with benchmark indices.
|
Subsequent to the initial valuation of a level 3 derivative, the firm updates the level 1
and level 2 inputs to reflect observable market changes and any resulting gains and losses are recorded in level 3. Level 3 inputs are changed when corroborated by evidence such as similar market transactions, third-party pricing services and/or
broker or dealer quotations or other empirical market data. In circumstances where the firm cannot verify the model value by reference to market transactions, it is possible that a different valuation model could produce a materially different
estimate of fair value. See below for further information about unobservable inputs used in the valuation of level 3 derivatives.
Valuation
Adjustments
Valuation adjustments are integral to determining the fair value of derivatives and are used to adjust the
mid-market valuations, produced by derivative pricing models, to the appropriate exit price valuation. These adjustments incorporate bid/offer spreads, the cost of liquidity, credit valuation adjustments (CVA) and funding valuation adjustments,
which account for the credit and funding risk inherent in derivative portfolios. Market-based inputs are generally used when calibrating valuation adjustments to market-clearing levels.
In addition, for derivatives that include significant unobservable inputs, the firm makes model or exit price adjustments to account for
the valuation uncertainty present in the transaction.
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28 |
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Goldman Sachs September 2012 Form 10-Q |
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|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Significant Unobservable Inputs
The table below presents the ranges of significant unobservable inputs used to value the
firms level 3 derivatives. These ranges represent the significant unobservable inputs that were used in the valuation of each type of derivative. The ranges of these inputs are not representative of the appropriate inputs to use when
calculating the fair value of any one derivative. For
example, the highest correlation presented in the table for interest rate derivatives is appropriate for valuing a specific interest rate derivative but may not be appropriate for valuing any
other interest rate derivative. Accordingly, the ranges of inputs presented below do not represent uncertainty in, or possible ranges of, fair value measurements of the firms level 3 derivatives.
|
|
|
|
|
|
|
Level 3 Derivative Product Type |
|
Net Level 3 Assets/(Liabilities) as of
September 2012 (in millions) |
|
Significant Unobservable Inputs
of Derivative Pricing Models |
|
Range of
Significant Unobservable Inputs as of September 2012 |
Interest rates |
|
$(483) |
|
Correlation 1
Volatility
Basis
|
|
49% to 87%
32% to 88%
1 basis point to 39 basis points (bps) |
Credit |
|
$6,979 |
|
Correlation 1
Credit spreads
Recovery rates
Basis
|
|
5% to 94%
68 bps to 1,781 bps
0% to 95%
1 point to 8 points |
Currencies |
|
$351 |
|
Correlation 1
|
|
65% to 87% |
Commodities |
|
$(651) |
|
Volatility
Spread per million British Thermal units (MMBTU) of natural gas
Price per megawatt hour of power
Price per barrel of oil |
|
5% to 66%
$(0.86) to
$4.50 $13.37 to $71.65
$87.00 to $101.00 |
Equities |
|
$(577) |
|
Correlation 1
Volatility
|
|
46% to 99%
11% to 65% |
1. |
The range of unobservable inputs for correlation across derivative product types (i.e., cross-asset correlation) was (51)% to 66% as of September 2012.
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Goldman Sachs September 2012 Form 10-Q |
|
29 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
|
Sensitivity of Fair Value Measurement to Changes in Significant Unobservable Inputs |
The following provides a description of the directional sensitivity of the firms
level 3 fair value measurements to changes in significant unobservable inputs, in isolation. Due to the distinctive nature of each of the firms level 3 derivatives, the interrelationship of inputs is not necessarily uniform within each product
type.
|
|
Correlation: For contracts where the holder benefits from the convergence of the underlying asset or index prices (e.g., interest rates, credit
spreads, foreign exchange rates, inflation rates and equity prices), an increase in correlation generally results in a higher fair value measurement. |
|
|
Volatility: In general, for purchased options an increase in volatility results in a higher fair value measurement. |
|
|
Interest rate basis: For contracts where the holder is receiving the interest rate basis, a wider basis generally results in a higher fair value
measurement. |
|
|
Credit spreads, recovery rates and basis: In general, the fair value of purchased credit protection increases as credit spreads increase, recovery
rates decrease or basis widens. Credit spreads, recovery rates and basis are strongly related to distinctive risk factors of the underlying reference obligations, which include reference entity-specific factors such as leverage, volatility and
industry, market-based risk factors, such as borrowing costs or liquidity of the underlying reference obligation, and macro-economic conditions. |
|
|
Commodity prices and spreads: For contracts where the holder is receiving a commodity, an increase in the spread (price difference from a benchmark
index due to differences in quality or delivery location) or price generally results in a higher fair value measurement.
|
|
|
|
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|
30 |
|
Goldman Sachs September 2012 Form 10-Q |
|
|
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Fair Value of Derivatives by Level
The tables below present the fair value of derivatives on a gross basis by level and major
product type. Gross fair values in the tables below exclude the effects of both netting of receivable balances with payable balances under
enforceable netting agreements, and netting of cash received or posted under credit support agreements both in and across levels of the fair value hierarchy, and therefore are not representative
of the firms exposure.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative Assets at Fair Value as of September 2012 |
|
in millions |
|
|
Level 1 |
|
|
|
Level 2 |
|
|
|
Level 3 |
|
|
|
Cross-Level
Netting |
|
|
|
Total |
|
Interest rates |
|
|
$ 15 |
|
|
|
$ 638,393 |
|
|
|
$ 262 |
|
|
|
$ |
|
|
|
$ 638,670 |
|
Credit |
|
|
|
|
|
|
83,310 |
|
|
|
11,660 |
|
|
|
|
|
|
|
94,970 |
|
Currencies |
|
|
|
|
|
|
71,907 |
|
|
|
1,348 |
|
|
|
|
|
|
|
73,255 |
|
Commodities |
|
|
|
|
|
|
27,617 |
|
|
|
703 |
|
|
|
|
|
|
|
28,320 |
|
Equities |
|
|
62 |
|
|
|
57,781 |
|
|
|
1,043 |
|
|
|
|
|
|
|
58,886 |
|
Gross fair value of derivative assets |
|
|
77 |
|
|
|
879,008 |
|
|
|
15,016 |
|
|
|
|
|
|
|
894,101 |
|
Counterparty
netting 1 |
|
|
|
|
|
|
(711,084 |
) |
|
|
(3,906 |
) |
|
|
(2,573 |
) 3 |
|
|
(717,563 |
) |
Subtotal |
|
|
$ 77 |
|
|
|
$ 167,924 |
|
|
|
$11,110 |
|
|
|
$(2,573 |
) |
|
|
$ 176,538 |
|
Cash collateral
netting 2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(103,709 |
) |
Fair value included in financial instruments owned |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 72,829 |
|
|
|
|
|
Derivative Liabilities at Fair Value as of September 2012 |
|
in millions |
|
|
Level 1 |
|
|
|
Level 2 |
|
|
|
Level 3 |
|
|
|
Cross-Level
Netting |
|
|
|
Total |
|
Interest rates |
|
|
$ 79 |
|
|
|
$ 573,172 |
|
|
|
$ 745 |
|
|
|
$ |
|
|
|
$ 573,996 |
|
Credit |
|
|
|
|
|
|
77,148 |
|
|
|
4,681 |
|
|
|
|
|
|
|
81,829 |
|
Currencies |
|
|
|
|
|
|
61,917 |
|
|
|
997 |
|
|
|
|
|
|
|
62,914 |
|
Commodities |
|
|
|
|
|
|
27,771 |
|
|
|
1,354 |
|
|
|
|
|
|
|
29,125 |
|
Equities |
|
|
60 |
|
|
|
49,417 |
|
|
|
1,620 |
|
|
|
|
|
|
|
51,097 |
|
Gross fair value of derivative liabilities |
|
|
139 |
|
|
|
789,425 |
|
|
|
9,397 |
|
|
|
|
|
|
|
798,961 |
|
Counterparty
netting 1 |
|
|
|
|
|
|
(711,084 |
) |
|
|
(3,906 |
) |
|
|
(2,573 |
) 3 |
|
|
(717,563 |
) |
Subtotal |
|
|
$139 |
|
|
|
$ 78,341 |
|
|
|
$ 5,491 |
|
|
|
$(2,573 |
) |
|
|
$ 81,398 |
|
Cash collateral
netting 2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(29,627 |
) |
Fair value included in financial instruments sold, but not yet purchased |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ 51,771 |
|
1. |
Represents the netting of receivable balances with payable balances for the same counterparty under enforceable netting agreements.
|
2. |
Represents the netting of cash collateral received and posted on a counterparty basis under credit support agreements. |
3. |
Represents the netting of receivable balances with payable balances for the same counterparty across levels of the fair value hierarchy under enforceable
netting agreements. |
|
|
|
|
|
|
|
Goldman Sachs September 2012 Form 10-Q |
|
31 |
THE GOLDMAN SACHS GROUP, INC. AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative Assets at Fair Value as of December 2011 |
|
in millions |
|
|
Level 1 |
|
|
|
Level 2 |
|
|
|
Level 3 |
|
|
|
Cross-Level
Netting |
|
|
|
Total |
|
Interest rates |
|
|
$ 33 |
|
|
|
$ 645,923 |
|
|
|
$ 214 |
|
|
|
$ |
|
|
|
$ 646,170 |
|
Credit |
|
|
|
|
|
|
137,110 |
|
|
|
13,706 |
|
|
|
|
|
|
|
150,816 |
|
Currencies |
|
|
|
|
|
|
86,752 |
|
|
|
2,026 |
|
|
|
|
|
|
|
88,778 |
|
Commodities |
|
|
|
|
|
|
35,062 |
|
|
|
904 |
|
|
|
|
|
|
|
35,966 |
|
Equities |
|
|
24 |
|
|
|
62,684 |
|
|
|