FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 8: FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value of Financial Instruments FASB ASC Topic 825, “Financial Instruments” requires disclosure of the fair value of financial instruments for which it is practicable to estimate that value. The fair value of investments in mortgages and loans, investments in securities, CDO notes payable, convertible senior notes, junior subordinated notes and derivative assets and liabilities is based on significant observable and unobservable inputs. The fair value of cash and cash equivalents, restricted cash, secured credit facilities, CMBS facilities and commercial mortgage facilities approximates cost due to the nature of these instruments. The following table summarizes the carrying amount and the fair value of our financial instruments as of June 30, 2015: Financial Instrument Carrying Amount Estimated Fair Value Assets Commercial mortgages, mezzanine loans, other loans and preferred equity interests, net $ 1,493,746 $ 1,448,755 Cash and cash equivalents 104,772 104,772 Restricted cash 179,878 179,878 Derivative assets 278 278 Liabilities Recourse indebtedness: 7.0% convertible senior notes 33,658 36,882 4.0% convertible senior notes 135,752 120,480 7.625% senior notes 60,000 55,440 7.125% senior notes 71,905 71,330 Secured credit facilities 14,848 14,848 Junior subordinated notes, at fair value 12,866 12,866 Junior subordinated notes, at amortized cost 25,100 14,107 CMBS facilities 77,742 77,742 Senior secured notes 65,559 75,777 Non-recourse indebtedness: CDO notes payable, at amortized cost 986,891 807,995 CMBS securitizations 536,796 536,528 Loans payable on real estate 640,411 667,791 Derivative liabilities 12,154 12,154 The following table summarizes the carrying amount and the fair value of our financial instruments as of December 31, 2014: Financial Instrument Carrying Estimated Fair Assets Commercial mortgages, mezzanine loans, other loans and preferred equity interests, net $ 1,392,436 $ 1,316,796 Investments in securities and security-related receivables 31,412 31,412 Cash and cash equivalents 121,726 121,726 Restricted cash 124,220 124,220 Liabilities Recourse indebtedness: 7.0% convertible senior notes 33,417 41,901 4.0% convertible senior notes 134,418 123,677 7.625% senior notes 60,000 56,016 7.125% senior notes 71,905 70,064 Secured credit facilities 18,392 18,392 Junior subordinated notes, at fair value 13,102 13,102 Junior subordinated notes, at amortized cost 25,100 14,471 CMBS facilities 55,956 55,956 Commercial mortgage facility 29,097 29,097 Senior secured notes 68,314 79,594 Non-recourse indebtedness: CDO notes payable, at amortized cost 1,073,145 913,050 CMBS securitizations 389,415 389,771 Loans payable on real estate 643,405 678,306 Derivative liabilities 20,695 20,695 Warrants and investor SARs 35,384 35,384 Fair Value Measurements The following tables summarize information about our assets and liabilities measured at fair value on a recurring basis as of June 30, 2015, and indicate the fair value hierarchy of the valuation techniques utilized to determine such fair value: Assets: Quoted Prices in Significant Other Significant Balance of Available-for-sale securities $ — $ — $ — $ — Security-related receivables Unsecured REIT note receivables — — — — CMBS receivables — — — — Other securities — — — — Derivative assets — 278 — 278 Total assets $ — $ 278 $ — $ 278 Liabilities: Quoted Prices in Significant Other Significant Balance of Junior subordinated notes, at fair value $ — $ — $ 12,866 $ 12,866 Derivative liabilities — 12,154 — 12,154 Warrants and investor SARs — — 22,181 22,181 Total liabilities $ — $ 12,154 $ 35,047 $ 47,201 (a) During the six-month period ended June 30, 2015, there were no transfers between Level 1 and Level 2, nor were there any transfers into and out of Level 3. The following tables summarize information about our assets and liabilities measured at fair value on a recurring basis as of December 31, 2014, and indicate the fair value hierarchy of the valuation techniques utilized to determine such fair value: Assets: Quoted Prices in Significant Other Significant Balance of Available-for-sale securities $ — $ 19,167 $ — $ 19,167 Security-related receivables Unsecured REIT note receivables — 10,995 — 10,995 CMBS receivables — 1,250 — 1,250 Other securities — — — — Derivative assets — — — — Total assets $ — $ 31,412 $ — $ 31,412 Liabilities: Quoted Prices in Significant Other Significant Balance of Junior subordinated notes, at fair value $ — $ — $ 13,102 $ 13,102 Derivative liabilities — 20,695 — 20,695 Warrants and investor SARs — — 35,384 35,384 Total liabilities $ — $ 20,695 $ 48,486 $ 69,181 (a) During the year ended December 31, 2014, there were no transfers between Level 1 and Level 2, nor were there any transfers into and out of Level 3. When estimating the fair value of our Level 3 financial instruments, management uses various observable and unobservable inputs. These inputs include yields, credit spreads, duration, effective dollar prices and overall market conditions on not only the exact financial instrument for which management is estimating the fair value, but also financial instruments that are similar or issued by the same issuer when such inputs are unavailable. Generally, an increase in the yields, credit spreads or estimated duration will decrease the fair value of our financial instruments. Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value, as determined by management, may fluctuate from period to period and any ultimate liquidation or sale of the investment may result in proceeds that may be significantly different than fair value. The following tables summarize additional information about liabilities that are measured at fair value on a recurring basis for which we have utilized level 3 inputs to determine fair value for the three-month period ended June 30, 2015: Liabilities Warrants and investor Junior Total Balance, as of December 31, 2014 $ 35,384 $ 13,102 $ 48,486 Change in fair value of financial instruments (13,203 ) (236 ) (13,439 ) Purchases — — — Sales — — — Principal repayments — — — Balance, as of June 30, 2015 $ 22,181 $ 12,866 $ 35,047 Our non-routine fair value measurements relate primarily to our commercial real estate loans that are considered impaired and for which we maintain an allowance for loss. In determining the allowance for losses, we estimate the fair value of the respective commercial real estate loan and compare that fair value to our total investment in the loan. When estimating the fair value of the commercial real estate loan, management uses discounted cash flow analyses and capitalization rates on the underlying property’s net operating income. The discounted cash flow analyses and capitalization rates are based on market information and comparable sales of similar properties. The following tables summarize the valuation technique and the level of the fair value hierarchy for financial instruments that are not fair valued in the accompanying consolidated balance sheets but for which fair value is required to be disclosed. The fair value of cash and cash equivalents, restricted cash, secured credit facilities, CMBS facilities and commercial mortgage facility approximates cost due to the nature of these instruments and are not included in the tables below. Fair Value Measurement Carrying Amount June 30, 2015 Estimated Fair 2015 Valuation Technique Quoted Prices in Significant Other Significant Other (Level 3) Commercial mortgages, mezzanine loans and other loans $ 1,493,746 $ 1,448,755 Discounted cash flows $ — $ — $ 1,448,755 7.0% convertible senior notes 33,658 36,882 Trading price 36,882 — — 4.0% convertible senior notes 135,752 120,480 Trading price 120,480 — — 7.625% senior notes 60,000 55,440 Trading price 55,440 — — 7.125% senior notes 71,905 71,330 Trading price 71,330 — — Senior Secured Notes 65,559 75,777 Discounted cash flows — — 75,777 Junior subordinated notes, at amortized cost 25,100 14,107 Discounted cash flows — — 14,107 CDO notes payable, at amortized cost 986,891 807,995 Trading price 807,995 — — CMBS securitization 536,796 536,528 Trading price 536,528 — — Loans payable on real estate 640,411 667,791 Discounted cash flows — — 667,791 Fair Value Measurement Carrying Amount Estimated Fair Valuation Technique Quoted Prices in Significant Other Significant Other Commercial mortgages, mezzanine loans and other loans $ 1,392,436 $ 1,316,796 Discounted cash flows $ — $ — $ 1,316,796 7.0% convertible senior notes 33,417 41,901 Trading price 41,901 — — 4.0% convertible senior notes 134,418 123,677 Trading price 123,677 — — 7.625% senior notes 60,000 56,016 Trading price 56,016 — — 7.125% senior notes 71,905 70,064 Trading price 70,064 — — Senior Secured Notes 68,314 79,594 Discounted cash flows — — 79,594 Junior subordinated notes, at amortized cost 25,100 14,471 Discounted cash flows — — 14,471 CDO notes payable, at amortized cost 1,073,145 913,050 Trading price 913,050 — — CMBS securitization 389,415 389,771 Trading price 389,771 — — Loans payable on real estate 643,405 678,306 Discounted cash flows — — 678,306 Change in Fair Value of Financial Instruments The following table summarizes realized and unrealized gains and losses on assets and liabilities for which we elected the fair value option of FASB ASC Topic 825, “Financial Instruments” and derivatives as reported in change in fair value of financial instruments in the accompanying consolidated statements of operations: For the Three-Month For the Six-Month Description 2015 2014 2015 2014 Change in fair value of trading securities and security- related receivables $ — $ 2,132 $ (173 ) $ 8,574 Change in fair value of CDO notes payable and trust preferred obligations 316 (18,937 ) 236 (49,333 ) Change in fair value of derivatives 1,627 (7,484 ) (420 ) (11,711 ) Change in fair value of warrants and investor SARs 6,413 (782 ) 13,203 3,260 Change in fair value of financial instruments $ 8,356 $ (25,071 ) $ 12,846 $ (49,210 ) The changes in the fair value for the trading securities and security-related receivables, CDO notes payable, and other liabilities for which the fair value option was elected for the three-month and six-month periods ended June 30, 2015 and 2014 was primarily attributable to changes in instrument specific credit risks. The changes in the fair value of the CDO notes payable for which the fair value option was elected was due to required repayments at par of senior CDO notes due of OC failures when the CDO notes being repaid have a fair value of less than par. The changes in the fair value of derivatives for which the fair value option was elected for the three-month and six-month periods ended June 30, 2015 and 2014 was mainly due to changes in interest rates. The change in fair value of the warrants and investor SARs was due to changes in the reference stock price. |