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Fair Value
9 Months Ended
Sep. 30, 2016
Fair Value Disclosures [Abstract]  
Fair Value
Fair Value
 
The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses approximate fair value because of the short maturity of these amounts. The Company’s interest rate cap agreement and preferred shares derivative liability are the only financial instruments recorded at fair value on a recurring basis in the condensed consolidated financial statements.

Our credit facilities, term loan facility, asset-backed securitizations, exchangeable senior notes and secured note payable are also financial instruments, which are classified as Level 3 in the fair value hierarchy as they were estimated by using unobservable inputs. We estimated their fair values by modeling the contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. The following table displays the carrying values and fair values of our debt instruments as of September 30, 2016, and December 31, 2015 (in thousands):
 
September 30, 2016
 
December 31, 2015
 
Carrying Value
 
Fair Value
 
Carrying Value
 
Fair Value
AH4R 2014-SFR1 securitization
$
457,979

 
$
460,767

 
$
473,755

 
$
472,258

AH4R 2014-SFR2 securitization
503,093

 
513,484

 
507,305

 
476,952

AH4R 2014-SFR3 securitization
519,148

 
532,755

 
523,109

 
489,448

AH4R 2015-SFR1 securitization
544,861

 
555,558

 
549,121

 
496,673

AH4R 2015-SFR2 securitization
473,237

 
484,615

 
476,920

 
433,633

Total asset-backed securitizations (1)
2,498,318

 
2,547,179

 
2,530,210

 
2,368,964

Exchangeable senior notes, net (2)
107,283

 
107,283

 

 

Secured note payable
50,065

 
50,377

 
50,752

 
48,631

Revolving credit facilities (3)
75,000

 
75,000

 

 

Term loan facility (4)
250,000

 
250,000

 

 

Total debt
$
2,980,666

 
$
3,029,839

 
$
2,580,962

 
$
2,417,595


(1)
The carrying values of the asset-backed securitizations exclude $50.4 million and $56.6 million of deferred financing costs as of September 30, 2016, and December 31, 2015, respectively.
(2)
The exchangeable senior notes, net are presented net of unamortized discounts. As they were recently acquired in connection with the Merger with ARPI in February 2016, we believe the fair value approximates the carrying value.
(3)
As our revolving credit facility bears interest at a floating rate based on an index plus a spread, which is a LIBOR rate plus a margin ranging from 1.75% to 2.30% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.75% to 1.30%, and since this facility was recently entered into in August 2016, management believes that the carrying value of the revolving credit facility as of September 30, 2016, reasonably approximates fair value.
(4)
The carrying value of the term loan facility excludes $3.4 million of deferred financing costs as of September 30, 2016. As our term loan facility bears interest at a floating rate based on an index plus a spread, which is a LIBOR rate plus a margin ranging from 1.70% to 2.30% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.70% to 1.30%, and since this facility was recently entered into in August 2016, management believes that the carrying value of the term loan facility as of September 30, 2016, reasonably approximates fair value.

Valuation of the preferred shares derivative liability considers scenarios in which the preferred shares would be redeemed or converted into Class A common shares by the Company and the subsequent payoffs under those scenarios. The valuation also considers certain variables such as the risk-free rate matching the assumed timing of either redemption or conversion, volatility of the underlying home price appreciation index, dividend payments, conversion rates, the assumed timing of either redemption or conversion and an assumed drift factor in home price appreciation across certain metropolitan statistical areas, or MSAs, as outlined in the agreement.
  
The following table sets forth the fair value of our contingently convertible Series E units liability and preferred shares derivative liability as of September 30, 2016, and December 31, 2015 (in thousands):
 
 
September 30, 2016
Description
 
Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
Liabilities:
 
 

 
 

 
 

 
 

Preferred shares derivative liability
 
$

 
$

 
$
65,730

 
$
65,730

 
 
December 31, 2015
Description
 
Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
Liabilities:
 
 

 
 

 
 

 
 

Contingently convertible Series E units liability
 
$

 
$

 
$
69,957

 
$
69,957

Preferred shares derivative liability
 
$

 
$

 
$
62,790

 
$
62,790



The following table presents changes in the fair values of our Level 3 financial instruments, consisting of our contingently convertible series E units liability and preferred shares derivative liability, which are measured on a recurring basis with changes in fair value recognized in remeasurement of Series E units and remeasurement of preferred shares, respectively, in the condensed consolidated statements of operations for the nine months ended September 30, 2016 and 2015 (in thousands):
Description
 
January 1, 2016
 
Issuances
 
Conversions
 
Remeasurement
included in
earnings
 
September 30, 2016
Liabilities:
 
 

 
 

 
 
 
 

 
 

Contingently convertible Series E units liability
 
$
69,957

 
$

 
$
(69,957
)
 
$

 
$

Preferred shares derivative liability
 
$
62,790

 
$

 
$

 
$
2,940

 
$
65,730

Description
 
January 1, 2015
 
Issuances
 
Conversions
 
Remeasurement
included in
earnings
 
September 30, 2015
Liabilities:
 
 

 
 

 
 
 
 

 
 

Contingently convertible Series E units liability
 
$
72,057

 
$

 
$

 
$
(3,456
)
 
$
68,601

Preferred shares derivative liability
 
$
57,960

 
$

 
$

 
$
2,300

 
$
60,260


    
Changes in inputs or assumptions used to value the preferred shares derivative liability may have a material impact on the resulting valuation.