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Fair Value
9 Months Ended
Sep. 30, 2017
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 participating preferred shares derivative liability is the only financial instrument recorded at fair value on a recurring basis in the condensed consolidated financial statements.

Our revolving credit facility, term loan facility, asset-backed securitizations 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. Our exchangeable senior notes are also financial instruments, which are classified as Level 2 in the fair value hierarchy as their fair value is estimated using observable inputs, based on the market value of the last trade at the end of the period.

The following table displays the carrying values and fair values of our debt instruments as of September 30, 2017, and December 31, 2016 (in thousands):
 
September 30, 2017
 
December 31, 2016
 
Carrying Value
 
Fair Value
 
Carrying Value
 
Fair Value
AH4R 2014-SFR1 securitization
$

 
$

 
$
456,074

 
$
465,343

AH4R 2014-SFR2 securitization
497,743

 
506,835

 
501,810

 
510,941

AH4R 2014-SFR3 securitization
513,361

 
523,653

 
517,827

 
530,549

AH4R 2015-SFR1 securitization
539,199

 
546,630

 
543,480

 
553,689

AH4R 2015-SFR2 securitization
468,461

 
477,401

 
472,043

 
483,901

Total asset-backed securitizations (1)
2,018,764

 
2,054,519

 
2,491,234

 
2,544,423

Exchangeable senior notes, net (2)
110,771

 
143,297

 
108,148

 
142,808

Secured note payable
49,107

 
49,383

 
49,828

 
50,053

Term loan facility (3)
200,000

 
200,000

 
325,000

 
325,000

Total debt
$
2,378,642

 
$
2,447,199

 
$
2,974,210

 
$
3,062,284



(1)
The carrying values of the asset-backed securitizations exclude $37.3 million and $48.4 million of deferred financing costs as of September 30, 2017, and December 31, 2016, respectively.
(2)
The carrying value of the exchangeable senior notes, net is presented net of an unamortized discount.
(3)
The carrying value of the term loan facility excludes $2.1 million and $3.3 million of deferred financing costs as of September 30, 2017, and December 31, 2016, respectively. 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 0.90% to 1.75% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.75%, management believes that the carrying value of the term loan facility reasonably approximates fair value.

Valuation of the participating preferred shares derivative liability considers scenarios in which the participating 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 Series A and B participating preferred shares were converted into Class A common shares on October 3, 2017, and the related participating preferred shares derivative liability was therefore remeasured based on the actual liquidation value at September 30, 2017 (see Note 9).
  
The following tables set forth the fair value of the participating preferred shares derivative liability as of September 30, 2017, and December 31, 2016 (in thousands):
 
 
September 30, 2017
Description
 
Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Total
Liabilities:
 
 

 
 

 
 

 
 

Participating preferred shares derivative liability
 
$

 
$

 
$
68,469

 
$
68,469

 
 
December 31, 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:
 
 

 
 

 
 

 
 

Participating preferred shares derivative liability
 
$

 
$

 
$
69,810

 
$
69,810



The following tables present changes in the fair values of our Level 3 financial instruments that are measured on a recurring basis with changes in fair value recognized in remeasurement of participating preferred shares within the condensed consolidated statements of operations for the nine months ended September 30, 2017 and 2016 (in thousands):
Description
 
January 1, 2017
 
Conversions
 
Remeasurement included in earnings
 
September 30, 2017
Liabilities:
 
 

 
 
 
 

 
 

Participating preferred shares derivative liability
 
$
69,810

 
$

 
$
(1,341
)
 
$
68,469

Description
 
January 1, 2016
 
Conversions
 
Gain and remeasurement
included in
earnings
 
September 30, 2016
Liabilities:
 
 

 
 
 
 

 
 

Contingently convertible Series E units liability
 
$
69,957

 
$
(58,494
)
 
$
(11,463
)
 
$

Participating preferred shares derivative liability
 
$
62,790

 
$

 
$
2,940

 
$
65,730


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