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Fair Value Measurements
6 Months Ended
Jun. 30, 2017
Fair Value Disclosures [Abstract]  
Fair Value Measurements
7. FAIR VALUE MEASUREMENTS
The Fair Value Measurement Topic of the ASC establishes a framework for measuring fair value and disclosures about fair value measurements.
Fair Value Hierarchy:
The Fair Value Measurement Topic of the ASC specifies a fair value hierarchy based on whether the inputs to valuation techniques used to measure fair value are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect Company-based assumptions. The fair value hierarchy prioritizes model inputs into three broad levels as follows:
l
Level 1
 
Quoted prices for identical instruments in active markets. Assets and liabilities classified as Level 1 include US Treasury and other foreign government obligations traded in highly liquid and transparent markets, exchange traded futures contracts, variable rate demand obligations and money market funds.
 
 
 
l
Level 2
 
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Assets and liabilities classified as Level 2 generally include investments in fixed income securities representing municipal, asset-backed and corporate obligations, certain interest rate swap contracts, and most long-term debt of variable interest entities consolidated under the Consolidation Topic of the ASC.
 
 
 
l
Level 3
 
Model derived valuations in which one or more significant inputs or significant value drivers are unobservable. This hierarchy requires the use of observable market data when available. Assets and liabilities classified as Level 3 include credit derivative contracts written as part of the financial guarantee business, certain uncollateralized interest rate swap contracts, equity interests in Ambac sponsored special purpose entities and certain investments in fixed income securities. Additionally, Level 3 assets and liabilities generally include fixed income securities, loan receivables, and certain long-term debt of variable interest entities consolidated under the Consolidation Topic of the ASC.
The following table sets forth the carrying amount and fair value of Ambac’s financial assets and liabilities as of June 30, 2017 and December 31, 2016, including the level within the fair value hierarchy at which fair value measurements are categorized. As required by the Fair Value Measurement Topic of the ASC, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
 
 
Carrying
Amount
 
Total Fair
Value
 
Fair Value Measurements Categorized as:
June 30, 2017:
 
Level 1
 
Level 2
 
Level 3
Financial assets:
 
 
 
 
 
 
 
 
 
 
Fixed income securities:
 
 
 
 
 
 
 
 
 
 
Municipal obligations
 
$
661,506

 
$
661,506

 
$

 
$
661,506

 
$

Corporate obligations
 
1,500,413

 
1,500,413

 

 
1,500,413

 

Foreign obligations
 
29,746

 
29,746

 
28,802

 
944

 

U.S. government obligations
 
41,633

 
41,633

 
41,633

 

 

Residential mortgage-backed securities
 
2,299,528

 
2,299,528

 

 
1,599,212

 
700,316

Collateralized debt obligations
 
125,106

 
125,106

 

 
125,106

 

Other asset-backed securities
 
660,263

 
660,263

 

 
594,897

 
65,366

Fixed income securities, pledged as collateral:
 
 
 
 
 
 
 
 
 
 
U.S. government obligations
 
64,928

 
64,928

 
64,928

 

 

Short term investments
 
504,006

 
504,006

 
402,296

 
101,710

 

Other investments (2)
 
452,032

 
436,187

 
89,753

 

 
16,573

Cash and cash equivalents
 
54,238

 
54,238

 
26,300

 
27,938

 

Loans
 
10,125

 
10,170

 

 

 
10,170

Derivative assets:
 
 
 
 
 
 
 
 
 
 
Interest rate swaps—asset position
 
75,936

 
75,936

 

 
14,201

 
61,735

Futures contracts
 
3,111

 
3,111

 
3,111

 

 

Other assets
 
6,691

 
6,691

 

 

 
6,691

Variable interest entity assets:
 
 
 
 
 
 
 
 
 
 
Fixed income securities:
 
 
 
 
 
 
 
 
 
 
Corporate obligations
 
2,722,316

 
2,722,316

 

 

 
2,722,316

Restricted cash
 
5,015

 
5,015

 
5,015

 

 

Loans
 
11,301,298

 
11,301,298

 

 

 
11,301,298

Derivative assets:
 
 
 
 
 
 
 
 
 
 
Currency swaps-asset position
 
65,507

 
65,507

 

 
65,507

 

Total financial assets
 
$
20,583,398

 
$
20,567,598

 
$
661,838

 
$
4,691,434

 
$
14,884,465

Financial liabilities:
 
 
 
 
 
 
 
 
 
 
Long term debt, including accrued interest
 
$
1,386,124

 
$
1,371,102

 
$

 
$
1,042,366

 
$
328,736

Derivative liabilities:
 
 
 
 
 
 
 
 
 
 
Credit derivatives
 
9,006

 
9,006

 

 

 
9,006

Interest rate swaps—asset position
 
(731
)
 
(731
)
 

 
(731
)
 

Interest rate swaps—liability position
 
83,274

 
83,274

 

 
83,274

 

Futures contracts
 

 

 

 

 

Liabilities for net financial guarantees written (1)
 
3,212,581

 
5,214,437

 

 

 
5,214,437

Variable interest entity liabilities:
 
 
 
 
 
 
 
 
 
 
Long-term debt
 
11,902,682

 
11,902,682

 

 
9,098,464

 
2,804,218

Derivative liabilities:
 
 
 
 
 
 
 
 
 
 
Interest rate swaps—liability position
 
2,064,071

 
2,064,071

 

 
2,064,071

 

Total financial liabilities
 
$
18,657,007

 
$
20,643,841

 
$

 
$
12,287,444

 
$
8,356,397

 
 
Carrying
Amount
 
Total Fair
Value
 
Fair Value Measurements Categorized as:
December 31, 2016:
 
Level 1
 
Level 2
 
Level 3
Financial assets:
 
 
 
 
 
 
 
 
 
 
Fixed income securities:
 
 
 
 
 
 
 
 
 
 
Municipal obligations
 
$
374,368

 
$
374,368

 
$

 
$
374,368

 
$

Corporate obligations
 
1,802,165

 
1,802,165

 

 
1,802,165

 

Foreign obligations
 
43,135

 
43,135

 
42,212

 
923

 

U.S. government obligations
 
36,186

 
36,186

 
36,186

 

 

U.S. agency obligations
 
4,060

 
4,060

 

 
4,060

 

Residential mortgage-backed securities
 
2,351,595

 
2,351,595

 

 
1,654,882

 
696,713

Collateralized debt obligations
 
113,923

 
113,923

 

 
113,923

 

Other asset-backed securities
 
828,783

 
828,783

 

 
762,793

 
65,990

Fixed income securities, pledged as collateral:
 
 
 
 
 
 
 
 
 
 
U.S. government obligations
 
64,905

 
64,905

 
64,905

 

 

Short term investments
 
430,788

 
430,788

 
371,367

 
59,421

 

Other investments (2)
 
450,307

 
435,237

 
83,791

 

 
14,934

Cash and cash equivalents
 
91,025

 
91,025

 
46,587

 
44,438

 

Loans
 
4,160

 
4,066

 

 

 
4,066

Derivative assets:
 
 
 
 
 
 
 
 
 
 
Interest rate swaps—asset position
 
77,206

 
77,206

 

 
16,950

 
60,256

Futures contracts
 
536

 
536

 
536

 

 

Other assets
 
7,382

 
7,382

 

 

 
7,382

Variable interest entity assets:
 
 
 
 
 
 
 
 
 
 
Fixed income securities:
 
 
 
 
 
 
 
 
 
 
Corporate obligations
 
2,622,566

 
2,622,566

 

 

 
2,622,566

Restricted cash
 
4,873

 
4,873

 
4,873

 

 

Loans
 
10,658,963

 
10,658,963

 

 

 
10,658,963

Derivative assets:
 
 
 
 
 
 
 
 
 
 
Currency swaps—asset position
 
80,407

 
80,407

 

 
80,407

 

Total financial assets
 
$
20,047,333

 
$
20,032,169

 
$
650,457

 
$
4,914,330

 
$
14,130,870

Financial liabilities:
 
 
 
 
 
 
 
 
 
 
Obligations under investment agreements
 
$
82,358

 
$
82,333

 
$

 
$

 
$
82,333

Long term debt, including accrued interest
 
1,536,352

 
1,494,340

 

 
1,147,728

 
346,612

Derivative liabilities:
 
 
 
 
 
 
 
 
 
 
Credit derivatives
 
15,349

 
15,349

 

 

 
15,349

Interest rate swaps—asset position
 
(61,839
)
 
(61,839
)
 

 
(61,839
)
 

Interest rate swaps—liability position
 
365,776

 
365,776

 

 
220,587

 
145,189

Liabilities for net financial guarantees written (1)
 
3,009,943

 
4,490,070

 

 

 
4,490,070

Variable interest entity liabilities:
 
 
 
 
 
 
 
 
 
 
Long-term debt
 
11,155,936

 
11,155,936

 

 
8,573,716

 
2,582,220

Derivative liabilities:
 
 
 
 
 
 
 
 
 
 
Interest rate swaps—liability position
 
2,078,601

 
2,078,601

 

 
2,078,601

 

Total financial liabilities
 
$
18,182,476

 
$
19,620,566

 
$

 
$
11,958,793

 
$
7,661,773

(1)
The carrying value of net financial guarantees written includes the following balance sheet items: Premium receivables; Reinsurance recoverable on paid and unpaid losses; Deferred ceded premium; Subrogation recoverable; Insurance intangible asset; Unearned premiums; Loss and loss expense reserves; Ceded premiums payable, premiums taxes payable and other deferred fees recorded in Other liabilities.
(2)
Excluded from the fair value measurement categories in the table above are investment funds of $329,861 and $336,513 as of June 30, 2017 and December 31, 2016, respectively, which are measured using NAV per share as a practical expedient.
Determination of Fair Value:
When available, Ambac uses quoted active market prices specific to the financial instrument to determine fair value, and classifies such items within Level 1. Because many fixed income securities do not trade on a daily basis, pricing sources apply available market information through processes such as matrix pricing to calculate fair value. In those cases, the items are classified within Level 2. If quoted market prices are not available, fair value is based upon models that use, where possible, current market-based or independently-sourced market parameters. Items valued using valuation models are classified according to the lowest level input or value driver that is significant to the valuation. Thus, an item may be classified in Level 3 even though there may be significant inputs that are readily observable.
The determination of fair value for financial instruments categorized in Level 2 or 3 involves significant judgment due to the complexity of factors contributing to the valuation. Third-party sources from which we obtain independent market quotes also use assumptions, judgments and estimates in determining financial instrument values and different third parties may use different methodologies or provide different prices for securities. In addition, the use of internal valuation models may require assumptions about hypothetical or inactive markets. As a result of these factors, the actual trade value of a financial instrument in the market, or exit value of a financial instrument position by Ambac, may be significantly different from its recorded fair value.
Ambac’s financial instruments carried at fair value are mainly comprised of investments in fixed income securities, equity interests in pooled investment funds, derivative instruments, variable interest entity assets and liabilities and equity interests in Ambac sponsored special purpose entities. Valuation of financial instruments is performed by Ambac’s finance group using methods approved by senior financial management with consultation from risk management and portfolio managers as appropriate. Preliminary valuation results are discussed with portfolio managers quarterly to assess consistency with market transactions and trends as applicable. Market transactions such as trades or negotiated settlements of similar positions, if any, are reviewed to validate fair value model results. However many of the financial instruments valued using significant unobservable inputs have very little or no observable market activity. Methods and significant inputs and assumptions used to determine fair values across portfolios are reviewed quarterly by senior financial management. Other valuation control procedures specific to particular portfolios are described further below.
We reflect Ambac’s own creditworthiness in the fair value of financial liabilities by including a credit valuation adjustment (“CVA”) in the determination of fair value. A decline (increase) in Ambac’s creditworthiness as perceived by market participants will generally result in a higher (lower) CVA, thereby lowering (increasing) the fair value of Ambac’s financial liabilities as reported.
Fixed Income Securities:
The fair values of fixed income investment securities are based primarily on market prices received from dealer quotes or alternative pricing sources with reasonable levels of price transparency. Such quotes generally consider a variety of factors, including recent trades of the same and similar securities. For those fixed income investments where quotes were not available or cannot be reasonably corroborated, fair values are based on internal valuation models. Key inputs to the internal valuation models generally include maturity date, coupon and yield curves for asset-type and credit rating characteristics that closely match those characteristics of the specific investment securities being valued. Longer (shorter) expected maturities or higher (lower) yields used in the valuation model will, in isolation, result in decreases (increases) in fair value. Generally, lower credit ratings or longer expected maturities will be accompanied by higher yields used to value a security. At June 30, 2017, approximately 5%, 82% and 13% of the fixed income investment portfolio (excluding variable interest entity investments) was valued using dealer quotes, alternative pricing sources with reasonable levels of price transparency and internal valuation models, respectively. At December 31, 2016, approximately 5%, 82% and 13% of the fixed income investment portfolio (excluding variable interest entity investments) was valued using dealer quotes, alternative pricing sources with reasonable levels of price transparency and internal valuation models, respectively. Among the investments valued using internal valuation models are Ambac insured securities for which projected cash flows consist solely of Deferred Amounts and interest thereon. These securities are internally valued based upon the valuation of Ambac Assurance's surplus notes and comprise 11% and 12% of the portfolio at June 30, 2017 and December 31, 2016, respectively.
Ambac performs various review and validation procedures to quoted and modeled prices for fixed income securities, including price variance analyses, missing and static price reviews, overall valuation analysis by senior traders and finance managers and reviews associated with our ongoing impairment analysis. Unusual prices identified through these procedures will be evaluated further against alternative third party quotes (if available) and/or internally modeled prices, and the pricing source values will be challenged as necessary. Price challenges generally result in the use of the pricing source’s quote as originally provided or as revised by the source following their internal diligence process. A price challenge may result in a determination by either the pricing source or Ambac management that the pricing source cannot provide a reasonable value for a security or cannot adequately support a quote, in which case Ambac would resort to using either other quotes or internal models. Results of price challenges are reviewed by senior traders and finance managers.
Valuation Inputs
Information about the valuation inputs for fixed income securities classified as Level 3 is included below:
Residential mortgage-backed securities: A portion of these securities are guaranteed under policies that are subject to the Segregated Account Rehabilitation Plan and have projected future cash flows consisting solely of Deferred Amounts under such policies including interest thereon. The fair value of such securities classified as Level 3 was $673,897 and $696,713 at June 30, 2017 and December 31, 2016, respectively. Fair value was calculated based on the valuation of Ambac Assurance surplus notes which, under the terms of the Segregated Account Rehabilitation Plan, are to be redeemed in proportion with the payment of Deferred Amounts on or about the dates when such payments are made. Refer to Note 1. Background and Business Description in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 for further description of the Segregated Account Rehabilitation Plan and its impact on the payment of Segregated Account policy claims and surplus note redemptions.
The remaining portion of Level 3 residential mortgage-backed securities are an Ambac-insured re-REMIC containing distressed mortgage-backed securities as collateral, the fair value of which was $26,419 at June 30, 2017. There were $0 such securities classified as Level 3 as of December 31, 2016. Fair value was calculated using a discounted cash flow approach with expected future cash flows discounted using a yield consistent with the security type and rating. Significant inputs for the valuation at June 30, 2017 were as follows:
June 30, 2017
 
a. Coupon rate:
1.72%
 
b. Average Life:
4.11 years
 
c. Yield:
10.00%
 
Other asset-backed securities: These securities are a subordinated tranche of a resecuritization collateralized by Ambac-insured military housing bonds. The fair value of such securities classified as Level 3 was $65,366 and $65,990 at June 30, 2017 and December 31, 2016, respectively. Fair value was calculated using a discounted cash flow approach with expected future cash flows discounted using a yield consistent with the security type and rating. Significant inputs for the valuation at June 30, 2017 and December 31, 2016 include the following weighted averages:
June 30, 2017:
 
December 31, 2016:
a. Coupon rate:
5.97%
 
a. Coupon rate:
5.93%
b. Average Life:
17.44 years
 
b. Maturity:
17.74 years
c. Yield:
13.50%
 
c. Yield:
13.50%
Other Investments:
Other investments primarily relate to investments in pooled investment funds. The fair value of pooled investment funds is determined using dealer quotes or alternative pricing sources when such investments have readily determinable fair values. When fair value is not readily determinable, pooled investment funds are valued using the net asset value (“NAV”) per share as a practical expedient as permitted under the Fair Value Measurement Topic of the ASC. Refer to Note 8. Investments for additional information about such investments in pooled funds that are reported at fair value using NAV as a practical expedient.
Other investments also includes Ambac's interest in a non-consolidated VIE, which is carried under the equity method. Valuation of this equity interest is internally calculated using a discounted cash flow approach and is classified as Level 3.
Derivative Instruments:
Ambac’s derivative instruments primarily comprise interest rate and credit default swaps and exchange traded futures contracts. Fair value is determined based upon market quotes from independent sources, when available. When independent quotes are not available, fair value is determined using valuation models. These valuation models require market-driven inputs, including contractual terms, credit spreads and ratings on underlying referenced obligations, yield curves and tax-exempt interest ratios. The valuation of certain interest rate as well as all credit derivative contracts also require the use of data inputs and assumptions that are determined by management and are not readily observable in the market. Under the Fair Value Measurement Topic of the ASC, Ambac is required to consider its own credit risk when measuring the fair value of derivatives and other liabilities. The fair value of credit derivative liabilities was reduced by $1,383 and $1,924 at June 30, 2017 and December 31, 2016, respectively, as a result of incorporating an Ambac CVA into the valuation model for these contracts. Interest rate swaps may also require an adjustment to fair value to reflect Ambac’s credit risk. During the three months ended June 30, 2017, interest rate swaps that had incorporated an Ambac CVA into the valuation were terminated. As a result, derivative liabilities are no longer reduced as a result of Ambac CVA at June 30, 2017 compared to $44,943 at December 31, 2016. Additional factors considered in estimating the amount of any Ambac CVA on such contracts include collateral posting provisions, right of set-off with the counterparty, the period of time remaining on the derivative and the pricing of recent terminations.
As described further below, certain valuation models require other inputs that are not readily observable in the market. The selection of a 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.
Derivatives that are less complex may be valued primarily by reference to interest rates and yield curves that are observable and regularly quoted, such as interest rate swaps, for which we generally utilize vendor-developed models. These models provide the net present value of the derivatives based on contractual terms and observable market data. Downgrades of Ambac Assurance, as guarantor of the derivatives, have increased collateral requirements and triggered termination provisions in certain interest rate swaps. Termination activity since the initial rating downgrades of Ambac Assurance provided additional information about the replacement and/or exit value of certain derivatives, which has been incorporated into the fair value of these derivatives as appropriate. Generally, the need for counterparty (or Ambac) CVAs is mitigated by the existence of collateral posting agreements under which adequate collateral has been posted. Derivative contracts entered into with financial guarantee customers are not subject to collateral posting agreements. Counterparty credit risk related to such customer derivative assets is included in our fair value adjustments.
For derivatives that do not trade, or trade in less liquid markets such as credit derivatives, an internal model is generally used because such instruments tend to be unique, contain complex or heavily modified and negotiated terms and pricing information is not readily available in the market. Derivative fair value models and the related assumptions are continuously re-evaluated by management and enhanced, as appropriate, based on improvements in modeling techniques. Ambac has not made any significant changes to its modeling techniques or related model inputs for the periods presented.
Credit Derivatives (“CDS”):
Fair value of Ambac’s CDS is determined using internal valuation models and represents the hypothetical transfer cost of the contract calculated as the difference between the net present value of the projected fees receivable under the CDS and our estimate of the fees a financial guarantor of comparable credit quality would charge to provide the same protection at the balance sheet date. Financial guarantee contracts, including CDS, are typically priced to capture some portion of the spread that would be observed in the capital markets for the underlying (insured) obligation. Because of this relationship and in the absence of severe credit deterioration, changes in the fair value of our credit default swaps will generally be less than changes in the fair value of the underlying reference obligations.
Key variables used in the valuation of our credit derivatives include the balance of unpaid notional, expected term, fair values of the underlying reference obligations, reference obligation credit ratings and the CVA applied against Ambac Assurance liabilities by market participants. Notional balances, expected remaining term and reference obligation credit ratings are monitored and determined by Ambac’s portfolio risk management group. Fair values of the underlying reference obligations are obtained from broker quotes when available or are estimated internally using the same methodologies used to value Ambac’s fixed income securities in its investment portfolio.
Ambac reflects changes in reference obligation credit ratings within the fair value of its CDS contracts by changing the percentage of the obligation's market spread (over LIBOR) that would be captured as a CDS fee at the valuation date. We adjust this percentage (“relative change ratio”) in our valuations based on internal rating changes such that the resulting fair value liability of the CDS contract, excluding the effect of Ambac's own credit risk, will increase up to the full amount of the unrealized loss on the reference obligation as the credit rating declines. Ambac incorporates its own credit risk into the valuation of its CDS liabilities by applying a CVA to the calculations described above. The Ambac CVA represents the difference between the present value of the hypothetical fees discounted at LIBOR compared to discount rates that incorporate Ambac credit risk.
Information about the above described model inputs used to determine the fair value of credit derivatives, including the CVA as a percentage of the gross mark-to-market liability before considering Ambac credit risk (“CVA percentage”), as of June 30, 2017 and December 31, 2016 is summarized below:
 
June 30,
2017
 
December 31, 2016
Notional outstanding
 
$
455,792

 
$
737,380

Weighted average reference obligation price
 
94.0

 
93.5

Weighted average life (WAL) in years
 
5.7

 
5.2

Weighted average credit rating
 
A-

 
A-

Weighted average relative change ratio
 
29.5
%
 
31.6
%
CVA percentage
 
13.31
%
 
11.14
%
Fair value of derivative liabilities
 
$
9,006

 
$
15,349

Significant unobservable inputs for credit derivatives include WAL, internal credit rating, relative change ratio and CVA percentage. A longer (shorter) WAL, lower (higher) reference obligation credit rating, higher (lower) relative change ratio or lower (higher) CVA, in isolation, would result in an increase (decrease) in the fair value liability measurement. A change in an internal credit rating of a reference obligation in our model will generally result in a directionally opposite change in the relative change ratio. Also, a shorter (longer) WAL will generally correspond with a lower (higher) CVA percentage.
Financial Guarantees:
Fair value of net financial guarantees written represents our estimate of the cost to Ambac to completely transfer its insurance obligation to another market participant of comparable credit worthiness. In theory, this amount should be the same amount that another market participant of comparable credit worthiness would hypothetically charge in the market place, on a present value basis, to provide the same protection as of the balance sheet date. This fair value estimate of financial guarantees is presented on a net basis and includes direct and assumed contracts written, net of ceded reinsurance contracts.
The fair value estimate of financial guarantees is computed by utilizing cash flows calculated at the policy level. For direct and assumed contracts, net cash flows for each policy includes future: (i) installment premium receipts, (ii) gross claim payments, (iii) subrogation receipts, and (iv) unpaid claims on claims presented and not yet paid for policies allocated to the Segregated Account, including Deferred Amounts and interest thereon. The timing of future claim payments of the Segregated Account are at the sole discretion of the Rehabilitator. For ceded reinsurance contracts, net cash flows for each policy includes future: (i) installment ceded premium payments, (ii) ceding commission receipts, (iii) ceded claim receipts, and (iv) ceded subrogation payments. For each assumed or ceded reinsurance contract, the respective undiscounted cash flow components are aggregated to determine if we are in a net asset or net liability position. U.S. GAAP requires that the nonperformance risk of a financial liability be included in the estimation of fair value, which includes considering Ambac Assurance’s own credit risk. Accordingly, for each contract in a net liability position, we estimate the fair value using internally developed discount rates and market pricing that incorporate Ambac’s own credit risk and subsequently apply a profit margin. This profit margin represents what another market participant would require to assume the financial guarantee contracts. Given the unique nature of financial guarantees there is a lack of observable market information to make this estimate. A profit margin was developed based on discussions with the third-party institutions with valuation expertise, discussions with industry participants and yields on Ambac Assurance surplus notes. The discount rates used for contracts in a net liability position are derived from the rates implicit in the fair value of surplus notes and guaranteed securities with future cash flows that are highly dependent upon Ambac financial guarantee payments. For each contract in a net asset position, we estimate the fair value using a discount rate that is commensurate with a hypothetical buyer’s cost of capital.
This methodology is based on management’s expectations of how a market participant would estimate net cash flows. We are aware of a number of factors that may cause such fair or exit value to differ, perhaps materially. For example, (i) since no financial guarantor with Ambac Assurance’s credit quality is writing or otherwise obtaining financial guarantee business (e.g. reinsurance or novation of policies from other insurers) we do not have access to observable pricing data points and (ii) certain segments of Ambac's financial guarantees have been allocated to the Segregated Account and timing of the payments of such liabilities are at the sole discretion of the Rehabilitator.
Long-term Debt:
Long-term debt includes surplus notes issued by Ambac Assurance, surplus notes issued by the Segregated Account of Ambac Assurance and notes outstanding to third parties arising from Ambac Assurance's secured borrowing transaction. The fair values of Ambac Assurance surplus notes and the secured borrowing notes are based on market prices received from dealer quotes or alternative pricing sources with reasonable levels of price transparency. The fair value of Segregated Account surplus notes are classified as Level 3 and are internally estimated considering market transactions when available and internally developed discounted cash flow models. Internal valuation estimates of Segregated Account surplus notes consider differences in contractual accrued interest and seniority of payment relative to Ambac Assurance surplus notes.
Other Financial Assets and Liabilities:
The fair values of Ambac’s equity interest in Ambac sponsored special purpose entities (included in Other assets), Loans, and Obligations under investment agreements are estimated based upon internal valuation models that discount expected cash flows using discount rates consistent with the credit quality of the obligor after considering collateralization.
Variable Interest Entity Assets and Liabilities:
The financial assets and liabilities of VIEs consolidated under the Consolidation Topic of the ASC consist primarily of fixed income securities, loans, derivative and debt instruments and are generally carried at fair value. These consolidated VIEs are securitization entities which have liabilities and/or assets guaranteed by Ambac Assurance. The fair values of VIE debt instruments are determined using the same methodologies used to value Ambac’s fixed income securities in its investment portfolio as described above. VIE debt fair value is based on market prices received from dealer quotes or alternative pricing sources with reasonable levels of price transparency. Such quotes are considered Level 2 and generally consider a variety of factors, including recent trades of the same and similar securities. For those VIE debt instruments where quotes were not available, the debt instrument fair values are considered Level 3 and are based on internal discounted cash flow models. Comparable to the sensitivities of investments in fixed income securities described above, longer (shorter) expected maturities or higher (lower) yields used in the valuation model will, in isolation, result in decreases (increases) in fair value liability measurement for VIE debt. VIE debt instruments considered Level 3 include fixed rate, floating rate and zero coupon notes secured by various asset types, primarily European ABS. Information about the valuation inputs for the various VIE debt categories classified as Level 3 is as follows:
European ABS transactions: The fair value of such obligations classified as Level 3 was $2,773,411 and $2,551,278 at June 30, 2017 and December 31, 2016, respectively. Fair values were calculated by using a discounted cash flow approach. The discount rates used were based on the rates implied from the third party quoted values for comparable notes from the same securitization entity. Significant inputs for the valuation at June 30, 2017 and December 31, 2016 include the following weighted averages:
June 30, 2017:
 
December 31, 2016:
a. Coupon rate:
0.43%
 
a. Coupon rate:
0.46%
b. Maturity:
15.79 years
 
b. Maturity:
16.16 years
c. Yield:
4.79%
 
c. Yield:
4.95%
US Commercial ABS transaction: The fair value of such obligations classified as Level 3 was $30,807 and $30,942 at June 30, 2017 and December 31, 2016, respectively. Fair values were calculated as the sum of the present value of expected future cash flows from the underlying VIE assets plus the present value of the related Ambac financial guarantee cash flows. The discount rates applied to cash flows sourced from VIE assets were based on interest rates for similar obligations. The fair value of financial guarantee cash flows include internal estimates of future loss payments by Ambac discounted at a rate that incorporates Ambac’s own credit risk. Significant inputs for the valuation at June 30, 2017 and December 31, 2016, include the following weighted averages:
June 30, 2017:
 
December 31, 2016:
a. Coupon rate:
5.88%
 
a. Coupon rate:
5.88%
b. Maturity:
20.35 years
 
b. Maturity:
20.85 years
c. Yield:
5.96%
 
c. Yield:
5.86%
VIE derivative asset and liability fair values are determined using valuation models. When specific derivative contractual terms are available and may be valued primarily by reference to interest rates, foreign exchange rates and yield curves that are observable and regularly quoted, the derivatives are valued using vendor-developed models. Other derivatives within the VIEs that include significant unobservable valuation inputs are valued using internally developed models. VIE derivative fair value balances at June 30, 2017 and December 31, 2016 were developed using vendor-developed models and do not use significant unobservable inputs.
The fair value of VIE assets are obtained from market quotes when available. Typically the asset fair values are not readily available from market quotes and are estimated internally. The consolidated VIEs are securitization entities in which net cash flows from assets and derivatives (after adjusting for financial guarantor cash flows and other expenses) will be paid out to note holders or equity interests. Our valuation of VIE assets (fixed income securities or loans), therefore, are derived from the fair value of notes and derivatives, as described above, adjusted for the fair value of cash flows from Ambac’s financial guarantee. The fair value of financial guarantee cash flows include: (i) estimated future premiums discounted at a rate consistent with that implicit in the fair value of the VIE’s liabilities and (ii) internal estimates of future loss payments by Ambac discounted at a rate that includes Ambac’s own credit risk. Estimated future premium payments to be paid by the VIEs were discounted at a weighted average rate of 3.3% and 3.6% at June 30, 2017 and December 31, 2016, respectively. The value of future loss payments to be paid by Ambac to the VIEs was adjusted to include an Ambac CVA appropriate for the term of expected Ambac claim payments.
Additional Fair Value Information for Financial Assets and Liabilities Accounted for at Fair Value:
The following tables present the changes in the Level 3 fair value category for the periods presented in 2017 and 2016. Ambac classifies financial instruments in Level 3 of the fair value hierarchy when there is reliance on at least one significant unobservable input to the valuation model. In addition to these unobservable inputs, the valuation models for Level 3 financial instruments typically also rely on a number of inputs that are readily observable either directly or indirectly. Thus, the gains and losses presented below include changes in the fair value related to both observable and unobservable inputs.
Level 3 - Financial Assets and Liabilities Accounted for at Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
VIE Assets and Liabilities
 
 
 
 
Investments
 
Other
assets
 
Derivatives
 
Investments
 
Loans
 
Long-term
debt
 
Total
Three Months Ended June 30, 2017:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
 
$
721,624

 
$
7,039

 
$
(102,588
)
 
$
2,663,719

 
$
11,015,305

 
$
(2,716,642
)
 
$
11,588,457

Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
 
16,479

 
(348
)
 
54,115

 
(26,259
)
 
32,198

 
14,100

 
90,285

Included in other comprehensive income
 
10,812

 

 

 
100,783

 
402,842

 
(102,138
)
 
412,299

Purchases
 
25,930

 

 

 

 

 

 
25,930

Settlements
 
(9,163
)
 

 
101,202

 
(15,927
)
 
(149,047
)
 
462

 
(72,473
)
Balance, end of period
 
$
765,682

 
$
6,691

 
$
52,729

 
$
2,722,316

 
$
11,301,298

 
$
(2,804,218
)
 
$
12,044,498

The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$

 
$
(348
)
 
$
4,240

 
$
(26,259
)
 
$
32,198

 
$
14,100

 
$
23,931

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2016:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
 
$
711,490

 
$
8,411

 
$
(109,894
)
 
$
2,622,723

 
$
11,516,241

 
$
(2,788,416
)
 
$
11,960,555

Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
 
14,616

 
276

 
(3,047
)
 
171,325

 
516,091

 
(332,605
)
 
366,656

Included in other comprehensive income
 
(4,783
)
 

 

 
(216,755
)
 
(895,557
)
 
233,100

 
(883,995
)
Purchases
 
17

 

 

 

 

 

 
17

Settlements
 
(4,913
)
 

 
8,909

 

 
(62,003
)
 
106,663

 
48,656

Transfers into Level 3
 
6,243

 

 

 

 

 

 
6,243

Transfers out of Level 3
 

 

 

 

 

 
523,249

 
523,249

Balance, end of period
 
$
722,670

 
$
8,687

 
$
(104,032
)
 
$
2,577,293

 
$
11,074,772

 
$
(2,258,009
)
 
$
12,021,381

The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$

 
$
276

 
$
(3,280
)
 
$
171,325

 
$
516,091

 
$
(332,605
)
 
$
351,807

 
Level 3 - Financial Assets and Liabilities Accounted for at Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
VIE Assets and Liabilities
 
 
 
 
Investments
 
Other
assets
 
Derivatives
 
Investments
 
Loans
 
Long-term
debt
 
Total
Six Months Ended June 30, 2017:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
 
$
762,703

 
$
7,382

 
$
(100,282
)
 
$
2,622,566

 
$
10,658,963

 
$
(2,582,220
)
 
$
11,369,112

Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
 
26,298

 
(691
)
 
51,298

 
(31,454
)
 
378,390

 
(80,307
)
 
343,534

Included in other comprehensive income
 
17,097

 

 

 
147,131

 
586,391

 
(148,394
)
 
602,225

Purchases
 
35,781

 

 

 

 

 

 
35,781

Sales
 
(79,319
)
 

 

 

 

 

 
(79,319
)
Settlements
 
(18,956
)
 

 
101,713

 
(15,927
)
 
(322,446
)
 
6,703

 
(248,913
)
Transfers into Level 3
 
22,078

 

 

 

 

 

 
22,078

Balance, end of period
 
$
765,682

 
$
6,691

 
$
52,729

 
$
2,722,316

 
$
11,301,298

 
$
(2,804,218
)
 
$
12,044,498

The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$

 
$
(691
)
 
$
3,914

 
$
(31,454
)
 
$
378,390

 
$
(80,307
)
 
$
269,852

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2016:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, beginning of period
 
$
488,884

 
$
8,696

 
$
(99,192
)
 
$
2,588,556

 
$
11,690,324

 
$
(3,180,170
)
 
$
11,497,098

Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
 
27,019

 
(9
)
 
(11,030
)
 
264,592

 
676,632

 
(334,557
)
 
622,647

Included in other comprehensive income
 
23,236

 

 

 
(275,855
)
 
(1,163,959
)
 
305,960

 
(1,110,618
)
Purchases
 
91,892

 

 

 

 

 

 
91,892

Issuances
 

 

 

 

 

 

 

Sales
 

 

 

 

 

 

 

Settlements
 
(9,159
)
 

 
6,190

 

 
(128,225
)
 
212,860

 
81,666

Transfers in Level 3
 
100,798

 

 

 

 

 

 
100,798

Transfers out of Level 3
 

 

 

 

 

 
737,898

 
737,898

Balance, end of period
 
$
722,670

 
$
8,687

 
$
(104,032
)
 
$
2,577,293

 
$
11,074,772

 
$
(2,258,009
)
 
$
12,021,381

The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$

 
$
(9
)
 
$
(11,525
)
 
$
264,592

 
$
676,632

 
$
(334,557
)
 
$
595,133

The tables below provide roll-forward information by class of investments and derivatives measured using significant unobservable inputs.
Level 3 - Investments by Class:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2017
 
Three Months Ended June 30, 2016
 
 
Other Asset
Backed
Securities
 
Non-Agency
RMBS
 
Total
Investments
 
Other Asset
Backed
Securities
 
Non-Agency
RMBS
 
Total
Investments
Balance, beginning of period
 
$
65,807

 
$
655,817

 
$
721,624

 
$
71,786

 
$
639,704

 
$
711,490

Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
 
356

 
16,123

 
16,479

 
272

 
14,344

 
14,616

Included in other comprehensive income
 
(555
)
 
11,367

 
10,812

 
20

 
(4,803
)
 
(4,783
)
Purchases
 

 
25,930

 
25,930

 

 
17

 
17

Settlements
 
(242
)
 
(8,921
)
 
(9,163
)
 
(258
)
 
(4,655
)
 
(4,913
)
Transfers into Level 3
 

 

 

 

 
6,243

 
6,243

Balance, end of period
 
$
65,366

 
$
700,316

 
$
765,682

 
$
71,820

 
$
650,850

 
$
722,670

The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$

 
$

 
$

 
$

 
$

 
$

 
 
 
 
 
 
 
Level 3 - Investments by Class:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2017
 
Six Months Ended June 30, 2016
 
 
Other Asset
Backed
Securities
 
Non-Agency
RMBS
 
Total
Investments
 
Other Asset
Backed
Securities
 
Non-Agency
RMBS
 
Total
Investments
Balance, beginning of period
 
$
65,990

 
$
696,713

 
$
762,703

 
$

 
$
488,884

 
$
488,884

Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 

 
 
 

Included in earnings
 
709

 
25,589

 
26,298

 
561

 
26,458

 
27,019

Included in other comprehensive income
 
(834
)
 
17,931

 
17,097

 
1,065

 
22,171

 
23,236

Purchases
 

 
35,781

 
35,781

 

 
91,892

 
91,892

Sales
 

 
(79,319
)
 
(79,319
)
 

 

 

Settlements
 
(499
)
 
(18,457
)
 
(18,956
)
 
(513
)
 
(8,646
)
 
(9,159
)
Transfers into Level 3
 

 
22,078

 
22,078

 
70,707

 
30,091

 
100,798

Balance, end of period
 
65,366

 
700,316

 
765,682

 
71,820

 
650,850

 
722,670

The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$

 
$

 
$

 
$

 
$

 
$

Level 3 - Derivatives by Class:
 
 
 
 
 
 
Three Months Ended June 30, 2017
 
Three Months Ended June 30, 2016
 
 
Interest
Rate Swaps
 
Credit
Derivatives
 
Total
Derivatives
 
Interest
Rate Swaps
 
Credit
Derivatives
 
Total
Derivatives
Balance, beginning of period
 
$
(88,092
)
 
$
(14,496
)
 
$
(102,588
)
 
$
(87,965
)
 
$
(21,929
)
 
$
(109,894
)
Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
 
47,491

 
6,624

 
54,115

 
(7,002
)
 
3,955

 
(3,047
)
Included in other comprehensive income
 

 

 

 

 

 

Purchases
 

 

 

 

 

 

Sales
 

 

 

 

 

 

Settlements
 
102,336

 
(1,134
)
 
101,202

 
9,142

 
(233
)
 
8,909

Balance, end of period
 
$
61,735

 
$
(9,006
)
 
$
52,729

 
$
(85,825
)
 
$
(18,207
)
 
$
(104,032
)
The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$
4,049

 
$
191

 
$
4,240

 
$
(7,002
)
 
$
3,722

 
$
(3,280
)
 
Level 3 - Derivatives by Class:
 
 
 
 
 
 
Six Months Ended June 30, 2017:
 
Six Months Ended June 30, 2016:
 
 
Interest
Rate Swaps
 
Credit
Derivatives
 
Total
Derivatives
 
Interest
Rate Swaps
 
Credit
Derivatives
 
Total
Derivatives
Balance, beginning of period
 
$
(84,933
)
 
$
(15,349
)
 
$
(100,282
)
 
$
(64,649
)
 
$
(34,543
)
 
$
(99,192
)
Total gains/(losses) realized and unrealized:
 
 
 
 
 
 
 
 
 
 
 
 
Included in earnings
 
43,622

 
7,676

 
51,298

 
(27,851
)
 
16,821

 
(11,030
)
Included in other comprehensive income
 

 

 

 

 

 

Purchases
 

 

 

 

 

 

Sales
 

 

 

 

 

 

Settlements
 
103,046

 
(1,333
)
 
101,713

 
6,675

 
(485
)
 
6,190

Transfers into Level 3
 

 

 

 

 

 

Transfers out of Level 3
 

 

 

 

 

 

Balance, end of period
 
$
61,735

 
$
(9,006
)
 
$
52,729

 
$
(85,825
)
 
$
(18,207
)
 
$
(104,032
)
The amount of total gains/(losses) included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held at the reporting date
 
$
3,863

 
$
51

 
$
3,914

 
$
(27,851
)
 
$
16,336

 
$
(11,515
)
Invested assets and VIE long-term debt are transferred into Level 3 when internal valuation models that include significant unobservable inputs are used to estimate fair value. All such securities that have internally modeled fair values have been classified as Level 3. Non-agency RMBS securities transferred into Level 3 in 2017 consist of an Ambac-insured re-REMIC collateralized by distressed mortgage-backed securities. Non-agency RMBS transferred into Level 3 in 2016 consist of certain investments in Ambac-wrapped RMBS securities for which projected cash flows consist solely of Deferred Amounts and interest thereon. Other asset-backed securities transferred into Level 3 in 2016 consist of a subordinated tranche of a resecuritization collateralized by Ambac-insured military housing bonds. These invested assets were internally valued as management could not corroborate the reasonableness of third party quotes. Derivative instruments are transferred into Level 3 when the use of unobservable inputs becomes significant to the overall valuation. There were no transfers of derivative instruments into or out of Level 3 in the periods disclosed. All transfers out of Level 3 represent transfers between Level 3 and Level 2 for the periods presented. There were no transfers between Level 1 and Level 2 for the periods presented. All transfers between fair value hierarchy Levels 1, 2, and 3 are recognized at the beginning of each accounting period.
Gains and losses (realized and unrealized) relating to Level 3 assets and liabilities included in earnings for the affected periods are reported as follows:
 
 
Net
investment
income
 
Realized
gains or
(losses) and
other
settlements
on credit
derivative
contracts
 
Unrealized
gains or
(losses) on
credit
derivative
contracts
 
Derivative
products
revenues
(interest rate
swaps)
 
Income
(loss) on
variable
interest
entities
 
Other
income
or (loss)
Three Months Ended June 30, 2017:
 
 
 
 
 
 
 
 
 
 
 
 
Total gains or losses included in earnings for the period
 
$
16,479

 
$
1,134

 
$
5,490

 
$
47,491

 
$
20,039

 
$
(348
)
Changes in unrealized gains or losses relating to the assets and liabilities still held at the reporting date
 

 

 
191

 
4,049

 
20,039

 
(348
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2016:
 
 
 
 
 
 
 
 
 
 
 
 
Total gains or losses included in earnings for the period
 
$
14,616

 
$
233

 
$
3,722

 
$
(7,002
)
 
$
354,811

 
$
276

Changes in unrealized gains or losses relating to the assets and liabilities still held at the reporting date
 

 

 
3,722

 
(7,002
)
 
354,811

 
276

 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2017:
 
 
 
 
 
 
 
 
 
 
 
 
Total gains or losses included in earnings for the period
 
$
26,298

 
$
1,333

 
$
6,343

 
$
43,622

 
$
266,629

 
$
(691
)
Changes in unrealized gains or losses relating to the assets and liabilities still held at the reporting date
 

 

 
51

 
3,863

 
266,629

 
(691
)
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2016:
 
 
 
 
 
 
 
 
 
 
 
 
Total gains or losses included in earnings for the period
 
$
27,019

 
$
485

 
$
16,336

 
$
(27,851
)
 
$
606,667

 
$
(9
)
Changes in unrealized gains or losses relating to the assets and liabilities still held at the reporting date
 

 

 
16,326

 
(27,851
)
 
606,667

 
(9
)