Fair Value | Note 8—Fair Value We use fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures. Assets and liabilities recorded at fair value on a recurring basis are presented in the first table below in this Note. From time to time, we may be required to measure at fair value other assets on a nonrecurring basis such as certain loans held for investment or investments in partnerships. These nonrecurring fair value adjustments typically involve application of lower-of-cost-or-market accounting or write-downs of individual assets. Fair Value Hierarchy The Company measures the fair value of its assets and liabilities based upon their contractual terms and using relevant market information. A description of the methods used by the Company to measure fair value is provided below. Fair value measurements are subjective in nature, involve uncertainties and often require the Company to make significant judgments. Changes in assumptions could significantly affect the Company’s measurement of fair value. GAAP establishes a three-level hierarchy that prioritizes inputs into the valuation techniques used to measure fair value. Fair value measurements associated with assets and liabilities are categorized into one of the following levels of the hierarchy based upon how observable the valuation inputs are that are used in such measurements. · Level 1: Valuation is based upon quoted prices in active markets for identical instruments. · Level 2: Valuation is based upon 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 significant inputs or significant value drivers are observable in active markets. · Level 3: Valuation is generated from techniques that use significant assumptions that are not observable in the market. These unobservable assumptions reflect estimates of assumptions that market participants would use in pricing the asset or liability. Recurring Changes in Fair Value The following tables present the carrying amounts of assets and liabilities that are measured at fair value on a recurring basis by instrument type and based upon the level of the fair value hierarchy within which fair value measurements of such assets and liabilities are categorized : Fair Value Measurements At September 30, (in thousands) 2018 Level 1 Level 2 Level 3 Assets: Investments in debt securities $ 147,808 $ ─ $ ─ $ 147,808 Derivative instruments 9,653 ─ 7,064 2,589 Liabilities: Derivative instruments $ 85 $ ─ $ 15 $ 70 Fair Value Measurements At December 31, (in thousands) 2017 Level 1 Level 2 Level 3 Assets: Investments in debt securities $ 143,604 $ ─ $ ─ $ 143,604 Derivative instruments 6,865 ─ 4,518 2,347 Liabilities: Derivative instruments $ 319 $ ─ $ 273 $ 46 Changes in Fair Value Levels We monitor the availability of observable market data to assess the appropriate classification of financial instruments within the fair value hierarchy and transfer between Level 1, Level 2, and Level 3 accordingly. Observable market data includes, but is not limited to, quoted prices and market transactions. Changes in economic conditions or market liquidity generally will drive changes in availability of observable market data. Changes in availability of observable market data, which also may result in changing the valuation technique used, are generally the cause of transfers between Level 1, Level 2 and Level 3. For the three months ended September 30, 2018 and September 30, 2017, there were no individually significant transfers between Levels 1 and 2, or between Levels 2 and 3. Changes in the fair value of assets and liabilities that are measured at fair value on a recurring basis and that are categorized as Level 3 within the fair value hierarchy are attributed in the following table to identified activities that occurred during the three months ended September 30, 2018: (in thousands) Investments in Debt Securities Derivative Assets Derivative Liabilities Balance, July 1, 2018 $ 162,261 $ 2,747 $ (44) Net losses included in earnings ─ (158) (26) Net change in AOCI (1) (3,914) ─ ─ Impact from sales/redemptions (10,364) ─ ─ Impact from settlements (2) (175) ─ ─ Balance, September 30, 2018 $ 147,808 $ 2,589 $ (70) (1) This amount includes the reclassification into the Consolidated Statements of Operations of $5.1 million of realized bond gains related to bonds that were sold or redeemed. This decline was partially offset by $1.0 million of net unrealized holding gains recognized during this reporting period, as well as by $0.1 million of realized losses that were reclassified out of AOCI and into the Consolidated Statements of Operations in connection with one of the Company’s bond investments that was assessed as OTTI. (2) This impact considers the effect of principal payments received and amortization of cost basis adjustments. The following table provides information about the amount of realized and unrealized (losses) gains that were reported in the Company’s Consolidated Statements of Operations for the three months ended September 30, 2018 related to activity presented in the preceding table: (in thousands) Net gains on bonds (1) Net gains on derivatives (2) Net change in unrealized losses related to assets and liabilities still held at September 30, 2018 $ ─ $ (184) Additional realized gains recognized 5,080 605 Total gains reported in earnings $ 5,080 $ 421 (1) Amounts are classified as “Impairments” and “Net gains on bonds” in the Company’s Consolidated Statements of Operations. (2) Amounts are classified as “Net gains on derivatives” in the Company’s Consolidated Statements of Operations. Changes in the fair value of assets and liabilities that are measured at fair value on a recurring basis and that are categorized as Level 3 within the fair value hierarchy are attributed in the following table to identified activities that occurred during the three months ended September 30, 2017: (in thousands) Investments in Debt Securities Loans Held for Investment Derivative Assets Derivative Liabilities Balance, July 1, 2017 $ 151,662 $ 3,899 $ 3,405 $ (399) Net (losses) gains included in earnings (1,777) ─ 413 399 Net change in AOCI (1) 42 ─ ─ ─ Impact from sales/redemptions (6,784) (3,899) ─ ─ Impact from settlements (2) (192) ─ ─ ─ Balance, September 30, 2017 $ 142,951 $ ─ $ 3,818 $ ─ (1) This amount includes $0.6 million of net unrealized holding gains recognized during this reporting period, an increase of which was mostly offset by the reclassification into the Consolidated Statements of Operations of $0.6 million of realized gains related to bonds that were sold or redeemed during such reporting period. (2) This impact considers the effect of principal payments received and amortization of cost basis adjustments. The following table provides information about the amount of realized and unrealized (losses) gains that were reported in the Company’s Consolidated Statements of Operations for the three months ended September 30, 2017 related to activity presented in the preceding table: (in thousands) Net losses on bonds (1) Equity in Losses from LTPPs Net gains on loans (2) Net gains on derivatives (3) Change in unrealized (losses) gains related to assets and liabilities still held at September 30, 2017 $ (880) $ (897) $ ─ $ 812 Additional realized gains recognized 620 ─ 805 710 Total (losses) gains reported in earnings $ (260) $ (897) $ 805 $ 1,522 (1) Amounts are classified as “Impairments” and “Net gains on bonds” in the Company’s Consolidated Statements of Operations. (2) Amounts are classified as “Net gains (losses) on loans” in the Company’s Consolidated Statements of Operations. (3) Amounts are classified as “Net gains on derivatives” in the Company’s Consolidated Statements of Operations. Changes in the fair value of assets and liabilities that are measured at fair value on a recurring basis and that are categorized as Level 3 within the fair value hierarchy are attributed in the following table to identified activities that occurred during the nine months ended September 30, 2018: (in thousands) Investments in Debt Securities Derivative Assets Derivative Liabilities Balance, January 1, 2018 $ 143,604 $ 2,347 $ (46) Net (losses) gains included in earnings (6) 242 (24) Net change in AOCI (1) (2,931) ─ ─ Impact from deconsolidation 17,997 ─ ─ Impact from sales/redemptions (10,364) ─ ─ Impact from settlements (2) (492) ─ ─ Balance, September 30, 2018 $ 147,808 $ 2,589 $ (70) (1) This amount includes the reclassification into the Consolidated Statements of Operations of $5.1 million of net realized gains related to bonds that were sold or redeemed during this reporting period. This decline was partially offset by $2.1 million of net un realized gains recognized during this reporting period. (2) This impact considers the effect of principal payments received and amortization of cost basis adjustments. The following table provides information about the amount of realized and unrealized (losses) gains that were reported in the Company’s Consolidated Statements of Operations for the nine months ended September 30, 2018 related to activity presented in the preceding table : (in thousands) Net gains on bonds (1) Net gains on derivatives (2) Change in unrealized (losses) gains related to assets and liabilities still held at September 30, 2018 $ (6) $ 218 Additional realized gains recognized 5,080 1,842 Total gains reported in earnings $ 5,074 $ 2,060 (1) Amounts are classified as “Impairments” and “Net gains on bonds” in the Company’s Consolidated Statements of Operations. (2) Amounts are classified as “Net gains on derivatives” in the Company’s Consolidated Statements of Operations. Changes in the fair value of assets and liabilities that are measured at fair value on a recurring basis and that are categorized as Level 3 within the fair value hierarchy are attributed in the following table to identified activities that occurred during the nine months ended September 30, 2017: (in thousands) Investments in Debt Securities Loans Held for Investment Derivative Assets Derivative Liabilities Balance, January 1, 2017 $ 155,981 $ 3,835 $ 2,327 $ (372) Net (losses) gains included in earnings (3,984) (5,335) 1,491 372 Net change in AOCI (1) 1,388 ─ ─ ─ Impact from purchases ─ 14,028 ─ ─ Impact from loan originations ─ 1,500 ─ ─ Impact from sales/redemptions (6,784) (14,028) ─ ─ Impact from settlements (2) (3,650) ─ ─ ─ Balance, September 30, 2017 $ 142,951 $ ─ $ 3,818 $ ─ (1) This amount represents $ 2.0 million of net unrealized holding gains recognized during the period, an amount of which was partially offset by the reclassification into the Consolidated Statements of Operations of $0.6 million of realized gains related to bonds that were sold or redeemed during this reporting period. (2) This impact considers the effect of principal payments received and amortization of cost basis adjustments. The following table provides information about the amount of realized and unrealized (losses) gains that were reported in the Company’s Consolidated Statements of Operations for the nine months ended September 30, 2017 related to activity presented in the preceding table: (in thousands) Net gains on bonds (1) Equity in losses from LTPPs Net losses on loans (2) Net gains on derivatives (3) Change in unrealized (losses) gains related to assets and liabilities still held at September 30, 2017 $ (880) $ (3,104) $ ─ $ 1,863 Change in unrealized losses related to assets and liabilities held at January 1, 2017, but settled during 2017 ─ ─ (5,335) ─ Additional realized gains recognized 620 ─ 805 2,237 Total (losses) gains reported in earnings $ (260) $ (3,104) $ (4,530) $ 4,100 (1) Amounts are classified as “Impairments” and “Net gains on bonds” in the Company’s Consolidated Statements of Operations. (2) Amounts are classified as “Net gains (losses) on loans” in the Company’s Consolidated Statements of Operations. (3) Amounts are classified as “Net gains on derivatives” in the Company’s Consolidated Statements of Operations. Fair Value Measurements of Instruments That Are Classified as Level 3 The tables that follow provide quantitative information about the valuation techniques and the range and weighted-average of significant unobservable inputs used in the valuation of substantially all of our Level 3 assets and liabilities measured at fair value on a recurring basis for which we use an internal model to measure fair value. The significant unobservable inputs for Level 3 assets and liabilities that are valued using dealer pricing are not included in the table, as the specific inputs applied are not provided by the dealer. Fair Value Measurement at September 30, 2018 Significant Significant Valuation Unobservable Weighted (dollars in thousands) Fair Value Techniques Inputs (1) Range (1) Average (2) Recurring Fair Value Measurements: Investments in debt securities: Multifamily tax-exempt bonds Performing $ 102,593 Discounted cash flow Market yield 4.3 - 6.7 % 4.8 % Non-performing 12,965 Discounted cash flow Market yield 8.1 N/A Capitalization rate 6.9 N/A Net operating income (" NOI ") annual growth rate 0.1 N/A Property bids $ 13,162 - 13,557 $ 13,404 Valuation technique weighting factors 10 - 90 % N/A % Subordinated cash flow 10,674 Discounted cash flow Market yield 7.4 N/A Capitalization rate 6.2 - 6.3 6.3 NOI annual growth rate 0.4 - 0.5 0.5 Infrastructure bonds 21,576 Discounted cash flow Market yield 7.3 - 9.9 8.4 Cash flow probability - future incremental tax revenue growth 75 N/A Cash flow probability - no future incremental tax revenue growth 25 N/A Derivative instruments: Total return swaps 2,519 Discounted cash flow Market yield 4.6 - 5.4 4.8 (1) Unobservable inputs reflect information that is not based upon independent sources that are readily available. These inputs are based upon assumptions and internally generated data made by the Company, which may include significant judgment that has been developed based upon available information from third party sources or dealers about what a market participant would use in valuing the asset . (2) Weighted-averages are calculated using outstanding UPB for cash instruments, such as loans and securities, and notional amounts for derivative instruments. Fair Value Measurement at December 31, 2017 Significant Significant Valuation Unobservable Weighted (dollars in thousands) Fair Value Techniques Inputs (1) Range (1) Average (2) Recurring Fair Value Measurements: Investments in debt securities: Multifamily tax-exempt bonds Performing $ 90,963 Discounted cash flow Market yield 4.3 - 6.7 % 5.0 % Non-performing 8,033 Discounted cash flow Market yield 7.5 7.5 Capitalization rate 6.4 6.4 NOI annual growth rate (1.2) (1.2) Subordinated cash flow 12,573 Discounted cash flow Market yield 6.7 - 7.0 6.8 Capitalization rate 5.8 - 6.1 5.9 NOI annual growth rate 0.6 - 0.9 0.8 Infrastructure bonds 21,824 Discounted cash flow Market yield 7.1 - 9.2 8.0 Cash flow probability - future incremental tax revenue growth 80 80 Cash flow probability - no future incremental tax revenue growth 20 20 Other bonds 10,211 Discounted cash flow Market yield 4.2 4.2 Derivative instruments: Total return swaps 2,301 Discounted cash flow Market yield 4.1 - 5.3 5.0 (1) Unobservable inputs reflect information that is not based upon independent sources that are readily available. These inputs are based upon assumptions and internally generated data made by the Company, which may include significant judgment that has been developed based upon available information from third party sources or dealers about what a market participant would use in valuing the asset . (2) Weighted-averages are calculated using outstanding UPB for cash instruments, such as loans and securities, and notional amounts for derivative instruments. We use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. For our Level 3 assets and liabilities, we generally use a discounted cash flow valuation technique to measure fair value. This type of valuation technique involves developing a projection of expected future cash flows of an instrument and then discounting such cash flows using discount factors that consider the relative risk of the cash flows and the time value of money. In applying this technique, the rate of return, or discount rate, that is utilized for such purposes reflects specific characteristics of an instrument including, but not limited to the expected term of the instrument, its debt service coverage ratio or credit quality, geographic location, investment size and other attributes: · For performing multifamily bonds and certain TRS derivatives, the Company’s projection of expected future cash flows reflects cash flows that are contractually due over the life of an instrument. Such projected cash flows are discounted based upon the market yield of such instruments. For such instruments, the Company determines market yield by generally utilizing the AAA Municipal Market Data tax-exempt rate (“ MMD ”) for each instrument’s specific term and applies a market rate risk premium spread that reflects that instrument’s specific credit characteristics, such as size, debt service coverage, state or bond type. · For infrastructure bonds, the Company’s projection of expected future cash flows reflects a probability-weighted assessment of the expected future incremental tax revenues that would be generated through existing and future development of raw land and the mixed-use town center that support the debt service payments on the Company’s bonds. Such projected cash flows are discounted based upon the market yield of such instruments. For such instruments, the Company determines market yield by generally utilizing the AAA MMD tax-exempt rate for each infrastructure bond’s specific term and applies a market rate risk premium spread that reflects each instrument’s specific credit characteristics. · For non-performing bonds, subordinate cash flow bonds and certain TRS derivatives, the Company’s projection of expected future cash flows reflects internally-generated projections over a 10-year investment period of future NOI from the underlying properties that serve as collateral for our instruments. A terminal value, less estimated costs of sale, is then added to the projected discounted projection to reflect the remaining value that is expected to be generated at the end of the projection period. The Company utilizes geographic and sector specific discount rates that are published by an independent real estate research organization. For purposes of projecting expected future cash flows associated with non-performing bonds, the Company may also consider quotes received from third parties related to underlying properties that serve as collateral for our instruments. In instances where the Company uses more than one valuation technique to measure the fair value of underlying properties, the results (respective indications of fair value) are evaluated and weighted, as appropriate, considering the reasonableness of the range indicated by those results. Significant unobservable inputs presented in the preceding tables are those we consider significant to the fair value of the Level 3 asset or liability. We consider unobservable inputs to be significant if, by their exclusion, the fair value of the Level 3 asset or liability would be impacted by a predetermined percentage change, or based on qualitative factors, such as nature of the instrument, type of valuation technique used and the significance of the unobservable inputs relative to other inputs used within the valuation. Following is a description of the significant unobservable inputs that are referenced in the table: · Market yield – is a market rate of return used to present value the future expected cash flows to arrive at the fair value of an instrument. The market yield typically consists of a benchmark rate component and a risk premium component. The benchmark rate component, for example, MMD or SIFMA, is generally observable within the market and is necessary to appropriately reflect the time value of money. The risk premium component reflects the amount of compensation market participants require due to the uncertainty inherent in the instrument’s cash flows resulting from risks such as credit and liquidity. A significant decrease in this input in isolation would result in a significantly higher fair value measurement. · Capitalization rate – is calculated as the ratio between the NOI produced by a commercial real estate property and the price for such asset. A significant decrease in this input in isolation would result in a significantly higher fair value measurement. · NOI annual growth rate – is the amount of future growth in NOI that the Company projects each property to generate on an annual basis over the 10-year projection period. These annual growth estimates take into account the Company’s expectation about the future increases, or decreases, in rental rates, vacancy rates, bad debt expense, concessions and operating expenses for each property. Generally, an increase in NOI will result in an increase to the fair value of the property. · Cash flow probabilities – represent factors that, in the aggregate, sum to 100% and that are individually applied to two or more cash flow scenarios to arrive at a set of bond cash flows that represents the probability-weighted average of all possible bond cash flows. Changes in probabilities that are assigned to underlying cash flow scenarios could potentially have significant impacts on the fair value measurement of the Company’s investments in infrastructure bonds. · Valuation technique weighting factors – represent factors that, in the aggregate, sum to 100% and that are individually applied to two or more indications of fair value considering the reasonableness of the range indicated by those results. · Property bids – represent the average of bids, net of closing costs, received from third parties in connection with the pending sale of affordable housing properties that secure non-performing bond investments. Non-Recurring Changes in Fair Value During the nine months ended September 30, 2018, the Company recognized $0.4 million of impairment losses associated with certain equity investments based upon the fair value of such instruments. Fair value measurements of these instruments, which were categorized as Level 3 in the fair value hierarchy, were completed using a discounted cash flow methodology. There were no non-recurring fair value adjustments recorded for the nine months ended September 30, 2017. Additional Disclosures Related To The Fair Value of Financial Instruments That Are Not Carried On The Consolidated Balance Sheets at Fair Value The tables that follow provide information about the carrying amounts and fair values of those financial instruments of the Company for which fair value is not measured on a recurring basis and organizes such information based upon the level of the fair value hierarchy within which fair value measurements are categorized. Assets and liabilities that do not represent financial instruments ( e.g. , premises and equipment) are excluded from these disclosures. At September 30, 2018 Carrying Fair Value (in thousands) Amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 15,556 $ 15,556 $ ─ $ ─ Restricted cash 10,944 10,944 ─ ─ Asset management fees and reimbursements receivable 288 ─ ─ ─ Loans held for investment 58,299 ─ ─ 59,399 Loans held for sale 9,000 ─ ─ 9,408 Liabilities: Notes payable and other debt, bond related 81,414 ─ ─ 81,452 Notes payable and other debt, non-bond related 7,473 ─ ─ 7,755 Subordinated debt issued by MFH 98,285 ─ ─ 52,088 At December 31, 2017 Carrying Fair Value (in thousands) Amount Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 35,693 $ 35,693 $ ─ $ ─ Restricted cash 21,271 21,271 ─ ─ Restricted cash related to CFVs 23,495 23,495 ─ ─ Asset management fee receivable from TC Fund I 116 ─ ─ 116 Loans held for investment 736 ─ ─ 1,754 Loans held for investment related to CFVs 65 ─ ─ 497 Liabilities: Notes payable and other debt, bond related 83,838 ─ ─ 83,879 Notes payable and other debt, non-bond related 25,592 ─ ─ 26,014 Notes payable and other debt related to CFVs 6,712 ─ ─ ─ Subordinated debt issued by MFH 99,997 ─ ─ 43,256 Valuation Techniques Cash and cash equivalents and restricted cash – The carrying value of these assets approximate fair value due to the short-term nature and negligible credit risk inherent in them. Accrued interest and accounts receivable – The carrying value of these assets approximate fair value due to the short-term nature and negligible credit risk inherent in them. Asset management fee receivable – Fair value is measured using a discounted cash flow methodology pursuant to which contractual payments from actual or anticipated residual events are discounted based upon a market yield. Loans held for investment – Fair value is measured using a discounted cash flow methodology pursuant to which contractual payments are discounted based upon market yields for similar credit risks. Notes payable and other debt – Fair value is measured by discounting contractual cash flows using a market rate of interest or by estimating the fair value of the collateral supporting the debt arrangement, taking into account credit risk. Subordinated debt – The Company measures the fair value of the subordinated debt by discounting contractual cash flows based upon its estimated market yield, which was 12.5% and 14.0% at September 30, 2018 and December 31, 2017, respectively. As outlined in the table above, at September 30, 2018, the aggregate fair value was measured at $52.1 million. At September 30, 2018, the measured fair value of this debt would have been $62.0 million and $44.7 million using a market yield of 10.0% and 15.0% , respectively. The measured fair value of this debt is inherently judgmental and based on management’s assumption of market yields. There can be no assurance that the Company could repurchase the remaining subordinated debt at the measured fair values reflected in the table above or that the debt would trade at that price. |