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Fair Value Measurements
6 Months Ended
Jun. 30, 2020
Fair Value Measurements  
Fair Value Measurements

Note 7 – Fair value measurements

The Company adopted the provisions of ASC 820 Fair Value Measurement, which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 established a fair value hierarchy that prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment, the characteristics specific to the investment, and the state of the marketplace (including the existence and transparency of transactions between market participants). Investments with readily available, actively quoted prices, or for which fair value can be measured from actively quoted prices in an orderly market, will generally have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Investments measured and reported at fair value are classified and disclosed into one of the following categories based on the inputs as follows:

Level 1 — Quoted prices (unadjusted) in active markets for identical assets and liabilities that the Company has the ability to access.

Level 2 — Pricing inputs are other than quoted prices in active markets, including, but not limited to, quoted prices for similar assets and liabilities in markets that are active, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the assets or liabilities (such as interest rates, yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates) or other market corroborated inputs.

Level 3 — Significant unobservable inputs are based on the best information available in the circumstances, to the extent observable inputs are not available, including the Company’s own assumptions used in determining the fair value of investments. Fair value for these investments are determined using valuation methodologies that consider a range of factors, including but not limited to the price at which the investment was acquired, the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and projected operating performance, and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant management judgment.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.

The following table presents the Company’s financial instruments carried at fair value on a recurring basis as of June 30, 2020:

(In Thousands)

Level 1

Level 2

Level 3

Total

Assets:

Loans, held for sale, at fair value

$

$

301,304

$

$

301,304

Loans, net, at fair value

 

 

 

124,298

 

124,298

Mortgage backed securities, at fair value

 

 

75,000

 

411

 

75,411

Derivative instruments, at fair value

 

 

19,037

 

19,037

Residential mortgage servicing rights, at fair value

 

 

 

73,645

 

73,645

Total assets

$

$

376,304

$

217,391

$

593,695

Liabilities:

Derivative instruments, at fair value

$

$

9,106

$

$

9,106

Total liabilities

$

$

9,106

$

$

9,106

The following table presents the Company’s financial instruments carried at fair value on a recurring basis as of December 31, 2019:

(In Thousands)

Level 1

Level 2

Level 3

Total

Assets:

Loans, held for sale, at fair value

$

$

192,510

$

$

192,510

Loans, net, at fair value

 

 

 

20,212

 

20,212

Mortgage backed securities, at fair value

 

 

92,006

 

460

 

92,466

Derivative instruments, at fair value

 

 

 

2,814

 

2,814

Residential mortgage servicing rights, at fair value

 

 

 

91,174

 

91,174

Total assets

$

$

284,516

$

114,660

$

399,176

Liabilities:

Derivative instruments, at fair value

$

$

5,250

$

$

5,250

Total liabilities

$

$

5,250

$

$

5,250

The following tables present a summary of changes in our Level 3 assets and liabilities:

Three Months Ended June 30, 2020

(In Thousands)

    

MBS

    

Derivatives

    

Loans, held at fair value

    

Residential MSRs, at fair value

Beginning Balance

$

103

$

17,250

$

19,813

$

78,631

Purchases or Originations

 

 

 

105,530

 

13,331

Sales / Principal payments

(288)

(6,274)

Unrealized gains (losses), net

1,787

(757)

(12,043)

Transfer to (from) Level 3

308

Ending Balance

$

411

$

19,037

$

124,298

$

73,645

Unrealized gains (losses), net on assets or liabilities held at the end of the period

$

307

$

19,037

$

(501)

$

(38,435)

Three Months Ended June 30, 2019

(In Thousands)

    

MBS

    

Derivatives

    

Loans, held at fair value

    

Residential MSRs, at fair value

    

Contingent consideration

Beginning Balance

$

27,200

$

2,483

$

22,595

$

88,218

$

Purchases or Originations

 

9,593

 

 

 

 

Additions due to loans sold, servicing retained

5,861

Sales / Principal payments

(567)

(2,165)

(2,082)

Realized gains, net

127

(165)

Unrealized gains (losses), net

200

1,187

144

(6,339)

Accreted discount, net

44

Transfer to (from) Level 3

58

Ending Balance

$

36,655

$

3,670

$

20,409

$

85,658

$

Unrealized gains (losses), net on assets or liabilities held at the end of the period

$

2,699

$

3,670

$

331

$

(2,705)

$

Six Months Ended June 30, 2020

(In Thousands)

    

MBS

    

Derivatives

    

Loans, held at fair value

    

Residential MSRs, at fair value

Beginning Balance

$

460

$

2,814

$

20,212

$

91,174

Purchases or Originations

 

 

 

105,530

 

Additions due to loans sold, servicing retained

20,478

Sales / Principal payments

(2)

(296)

(9,527)

Unrealized gains (losses), net

(40)

16,223

(1,148)

(28,480)

Transfer to (from) Level 3

(7)

Ending Balance

$

411

$

19,037

$

124,298

$

73,645

Unrealized gains (losses), net on assets or liabilities held at the end of the period

$

307

$

19,037

$

(501)

$

(38,435)

Six Months Ended June 30, 2019

(In Thousands)

    

MBS

    

Derivatives

    

Loans, held at fair value

    

Residential MSRs, at fair value

    

Contingent consideration

Beginning Balance

$

12,148

$

1,776

$

22,664

$

93,065

$

1,207

Purchases or Originations

 

9,593

 

 

 

 

Additions due to loans sold, servicing retained

9,454

Sales / Principal payments

(669)

(2,194)

(3,394)

Realized gains (losses), net

107

(166)

Unrealized gains (losses), net

289

1,894

105

(13,467)

Accreted discount, net

46

Amortization and adjustment for earn-out payments

(1,207)

Transfer to (from) Level 3

15,141

Ending Balance

$

36,655

$

3,670

$

20,409

$

85,658

$

Unrealized gains (losses), net on assets or liabilities held at the end of the period

$

2,699

$

3,670

$

331

$

(2,705)

$

The Company’s policy is to recognize transfers in and transfers out as of the end of the period of the event or the date of the change in circumstances that caused the transfer. Transfers between Level 2 and Level 3 generally relate to whether there were changes in the significant relevant observable and unobservable inputs that are available for the fair value measurements of such financial instruments. Transfers into or out of Level 3 of the fair value hierarchy are recorded at the end of the reporting period.

Valuation process for fair value measurements

The Company establishes valuation processes and procedures designed so that fair value measurements are appropriate and reliable, that they are based on observable inputs where possible, and that valuation approaches are consistently applied and the assumptions and inputs are reasonable. The Company has also established processes to provide that the valuation methodologies, techniques and approaches for investments that are categorized within Level 3 of the fair value hierarchy are fair, consistent and verifiable. The Company’s processes provide a framework that ensures the oversight of the Company’s fair value methodologies, techniques, validation procedures, and results.

The Company designates a valuation committee (the “Committee”) to oversee the entire valuation process of the Company’s Level 3 investments. The Committee is comprised of various personnel who are responsible for developing the Company’s written valuation policies, processes and procedures, conducting periodic reviews of the valuation policies, and performing validation procedures on the overall fairness and consistent application of the valuation policies and processes and that the assumptions and inputs used in valuation are reasonable.

The validation procedures overseen by the Committee are also intended to provide that the values received from external third-party pricing sources are consistent with the Company’s Valuation Policy and are carried at fair value. To the extent that there is no exchange pricing, vendor marks or broker quotes readily available, the Company may use an internal valuation model or other valuation methodology that may be based on unobservable market inputs to fair value the investment.

The values provided by a third-party pricing service are calculated based on key inputs provided by the Company including collateral values, unpaid principal balances, cash flow velocity, contractual status and anticipated disposition timelines. In addition, the Company performs an internal valuation used to assess and review the reasonableness and validity of the fair values provided by a third party. The Company also performs analytical procedures, which include automated checks consisting of prior-period variance analysis, comparisons of actual prices to internally calculate expected prices based on observable market changes, analysis of changes in pricing ranges, and relative value and yield comparisons using the Company’s proprietary valuation models.

Upon completion of the review process described above, the Company may provide additional quantitative and qualitative data to the third-party pricing service to consider in valuing certain financial assets and liabilities, as applicable. Such data may include deal specific information not included in the data tape provided to the third party, outliers when compared to the unpaid principal balance and collateral value and knowledge of any impending liquidation of an investment. If deemed necessary by the third party and management, the investments are re-valued by the third party to account for the updated information.

The following table summarizes the valuation techniques and significant unobservable inputs used for the Company’s financial instruments that are categorized within Level 3 of the fair value hierarchy as of June 30, 2020 using third party information without adjustment:

Predominant

Weighted

 Valuation

Average Price

(In Thousands, except price)

    

Fair Value

    

Technique

    

Type

    

Price Range

    

(a)

Loans, held at fair value

$

124,298

Single External Source

Third Party Mark

$

94.31 – 107.74

$

99.60

Mortgage backed securities, at fair value (b)

308

Broker Quotes

Third Party Mark

1.00 – 1.00

1.00

Mortgage backed securities, at fair value

103

Transaction Price

 

Transaction Price

99.00 – 99.00

99.00

Residential mortgage servicing rights, at fair value

 

73,645

 

Single external source

 

Discounted cash flow

 

N/A

 

N/A

(a)Prices are weighted based on the unpaid principal balance of the loans and securities included in the range for each class
(b)Price ranges and weighted averages represent interest-only strips with a fair value of $0.3 million as of June 30, 2020

The following table summarizes the valuation techniques and significant unobservable inputs used for the Company’s financial instruments that are categorized within Level 3 of the fair value hierarchy as of December 31, 2019 using third-party information without adjustment:

    

    

Predominant

    

    

    

Weighted

Valuation

Average Price

(In Thousands, except price)

Fair Value

Technique

Type

Price Range

(a)

Loans, held at fair value

$

20,212

 

Single External Source

Third Party Mark

$

100.47 – 110.83

$

103.31

Mortgage backed securities, at fair value (b)

 

357

 

Broker Quotes

Third Party Mark

1.00 – 1.00

1.00

Mortgage backed securities, at fair value

103

Transaction Price

 

Transaction Price

99.00 – 99.00

99.00

Residential mortgage servicing rights, at fair value

91,174

Single external source

 

Discounted cash flow

 

N/A

 

N/A

(a)Prices are weighted based on the unpaid principal balance of the loans and securities included in the range for each class
(b)Price ranges and weighted averages represent interest-only strips with a fair value of $0.4 million as of December 31, 2019

The fair value measurements of these assets are sensitive to changes in assumptions regarding prepayment, probability of default, loss severity in the event of default, forecasts of home prices, and significant activity or developments in the real estate market. Significant changes in any of those inputs in isolation may result in significantly higher or lower fair value measurements. Generally, an increase in the probability of default and loss severity in the event of default would result in a lower fair value measurement. A decrease in these assumptions would have the opposite effect. Conversely, an assumption that the home prices will increase would result in a higher fair value measurement. A decrease in the assumption for home prices would have the opposite effect.

Financial instruments not carried at fair value

The following table presents the carrying value and estimated fair value of our financial instruments that are not carried at fair value in the unaudited interim consolidated balance sheets and are classified as Level 3:

June 30, 2020

December 31, 2019

(In Thousands)

    

Carrying Value

    

Estimated
Fair Value

    

Carrying Value

    

Estimated
Fair Value

Assets:

Loans, net

$

4,030,683

$

4,065,820

$

4,033,972

$

4,147,831

Purchased future receivables, net

27,190

27,190

43,265

43,265

Servicing rights

34,116

 

38,407

 

30,795

 

34,723

Total assets

$

4,091,989

$

4,131,417

$

4,108,032

$

4,225,819

Liabilities:

Secured borrowings

$

1,253,895

$

1,253,895

$

1,189,392

$

1,189,392

Securitized debt obligations of consolidated VIEs, net

 

2,140,009

 

2,158,456

 

1,815,154

 

1,859,047

Senior secured note, net

179,481

186,738

179,289

190,923

Guaranteed loan financing

 

436,532

 

462,852

 

485,461

 

515,182

Convertible notes, net

111,581

79,537

111,040

116,654

Corporate debt, net

150,387

124,302

149,986

161,098

Total liabilities

$

4,271,885

$

4,265,780

$

3,930,322

$

4,032,296

Other assets totaling $13.0 million at June 30, 2020 and $20.7 million at December 31, 2019 are not carried at fair value and include due from servicers and accrued interest, which are reflected in Note 19. Receivable from third parties totaling $0.3 million at June 30, 2020 and $1.2 million at December 31, 2019 are not carried at fair value. For these instruments, carrying value approximates fair value and are classified as Level 3.

Accounts payable and other accrued liabilities totaling $25.7 million at June 30, 2020 and $20.0 million at December 31, 2019 are not carried at fair value and include Payable to related parties and Accrued interest payable which are included in Note 19. For these instruments, carrying value approximates fair value and are classified as Level 3.