Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company has established and documented processes for determining fair values. Fair value is based upon quoted market prices, where available. If listed prices or quotes are not available, then fair value is based upon internally developed models that primarily use inputs that are market-based or independently sourced market parameters, including interest rate yield curves. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of valuation hierarchy are defined as follows: Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 - inputs to the valuation methodology are unobservable and significant to the fair value measurement. The following describes the valuation methodologies used for the Company’s financial instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy. a. Investment Securities Available for Sale – The Company determines the fair value of the investment securities available for sale in our portfolio by considering several observable market data points, including prices obtained from third-party pricing services or dealers who make markets in similar financial instruments, as well as dialogue with market participants. Third-party pricing services typically incorporate commonly used market pricing methods, trading activity observed in the marketplace and other data inputs. The methodology considers the characteristics of the particular security and its underlying collateral, which are observable inputs. These inputs include, but are not limited to, historical performance, coupon, periodic and life caps, collateral type, rate reset period, seasoning, prepayment speeds and credit enhancement levels. The Company’s investment securities available for sale are valued based upon readily observable market parameters and are classified as Level 2 fair values. b. Multi-Family Loans Held in Securitization Trusts and Residential Loans Held in Consolidated SLST – Multi-family loans held in securitization trusts and residential loans held in Consolidated SLST are carried at fair value and classified as Level 3 fair values. In accordance with the practical expedient in ASC 810, the Company determines the fair value of multi-family loans held in securitization trusts and residential loans held in Consolidated SLST based on the fair value of its Multi-Family CDOs and SLST CDOs and its retained interests from these securitizations (eliminated in consolidation in accordance with GAAP), as the fair value of these instruments is more observable. c. Residential Loans and Residential Loans Held in Securitization Trusts – The Company’s acquired residential loans are recorded at fair value and classified as Level 3 in the fair value hierarchy. The fair value for residential loans is determined using valuations obtained from a third party that specializes in providing valuations of residential loans. The valuation approach depends on whether the residential loan is considered performing, re-performing or non-performing at the date the valuation is performed. For performing and re-performing loans, estimates of fair value are derived using a discounted cash flow model, where estimates of cash flows are determined from scheduled payments for each loan, adjusted using forecast prepayment rates, default rates and rates for loss upon default. For non-performing loans, asset liquidation cash flows are derived based on the estimated time to liquidate the loan, expected liquidation costs and home price appreciation. Estimated cash flows for both performing and non-performing loans are discounted at yields considered appropriate to arrive at a reasonable exit price for the asset. Indications of loan value such as actual trades, bids, offers and generic market color may be used in determining the appropriate discount yield. d. Derivative Instruments – The Company’s derivative instruments as of December 31, 2019 were classified as Level 2 fair values and were measured using valuations reported by the clearing house, CME Clearing, through which these instruments were cleared. The derivatives were presented net of variation margin payments pledged or received. e. Investments in Unconsolidated Entities – Fair value for investments in unconsolidated entities is determined by (i) the valuation process for residential loans as described in c. above, (ii) the valuation process for preferred equity and mezzanine loan investments as described in f. below or (iii) provided by the general partner of the equity investment entity. These fair value measurements are generally based on unobservable inputs and, as such, are classified as Level 3 in the fair value hierarchy. f. Preferred Equity and Mezzanine Loan Investments – Fair value for preferred equity and mezzanine loan investments is determined by both market comparable pricing and discounted cash flows. The discounted cash flows are based on the underlying contractual cash flows and estimated changes in market yields. The fair value also reflects consideration of changes in credit risk since the origination or time of initial investment. This fair value measurement is generally based on unobservable inputs and, as such, is classified as Level 3 in the fair value hierarchy. g. Multi-Family and Residential Collateral Debt Obligations, at fair value – Multi-Family CDOs and SLST CDOs are classified as Level 3 fair values. The fair value of Multi-Family CDOs and SLST CDOs is determined by considering several market data points, including prices obtained from third-party pricing services or dealers who make markets in similar financial instruments. The third-party pricing service or dealers incorporate common market pricing methods, including a spread measurement to the Treasury curve or interest rate swap curve as well as underlying characteristics of a particular security. They will also consider contractual cash payments and yields expected by market participants. Management reviews all prices used in determining fair value to ensure they represent current market conditions. This review includes surveying similar market transactions and comparisons to interest pricing models as well as offerings of like securities by dealers. Any changes to the valuation methodology are reviewed by management to ensure the changes are appropriate. As markets and products develop and the pricing for certain products becomes more transparent, the Company continues to refine its valuation methodologies. The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies, or assumptions, to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. The Company uses inputs that are current as of each reporting date, which may include periods of market dislocation, during which time price transparency may be reduced. This condition could cause the Company’s financial instruments to be reclassified from Level 2 to Level 3 in future periods. The following table presents the Company’s financial instruments measured at fair value on a recurring basis as of September 30, 2020 and December 31, 2019, respectively, on the Company’s condensed consolidated balance sheets (dollar amounts in thousands): Measured at Fair Value on a Recurring Basis at September 30, 2020 December 31, 2019 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets carried at fair value Investment securities available for sale, at fair value: Agency RMBS $ — $ — $ — $ — $ — $ 922,877 $ — $ 922,877 Agency CMBS — — — — — 50,958 — 50,958 Non-Agency RMBS — 375,765 — 375,765 — 715,314 — 715,314 CMBS — 182,925 — 182,925 — 267,777 — 267,777 ABS — 45,007 — 45,007 — 49,214 — 49,214 Residential loans, at fair value: Residential loans — — 1,177,298 1,177,298 — — 1,429,754 1,429,754 Consolidated SLST — — 1,290,005 1,290,005 — — 1,328,886 1,328,886 Residential loans held in securitization trusts — — 355,486 355,486 — — — — Investments in unconsolidated entities — — 218,706 218,706 — — 83,882 83,882 Preferred equity and mezzanine loan investments — — 183,154 183,154 — — — — Multi-family loans held in securitization trusts, at fair value — — — — — — 17,816,746 17,816,746 Derivative assets: Interest rate swaps (1) — — — — — 15,878 — 15,878 Total $ — $ 603,697 $ 3,224,649 $ 3,828,346 $ — $ 2,022,018 $ 20,659,268 $ 22,681,286 Liabilities carried at fair value Multi-family collateralized debt obligations, at fair value $ — $ — $ — $ — $ — $ — $ 16,724,451 $ 16,724,451 Residential collateralized debt obligations, at fair value — — 1,077,980 1,077,980 — — 1,052,829 1,052,829 Total $ — $ — $ 1,077,980 $ 1,077,980 $ — $ — $ 17,777,280 $ 17,777,280 (1) All of the Company's interest rate swaps were cleared through a central clearing house. The Company exchanged variation margin for swaps based upon daily changes in fair value. Included derivative liabilities of $29.0 million netted against a variation margin of $44.8 million at December 31, 2019. The following tables detail changes in valuation for the Level 3 assets for the nine months ended September 30, 2020 and 2019, respectively (dollar amounts in thousands): Level 3 Assets: Nine Months Ended September 30, 2020 Residential loans Consolidated SLST Residential loans held in securitization trusts Investments in unconsolidated entities Preferred equity and mezzanine loan investments Multi-family loans held in securitization trusts Total Balance at beginning of period $ 1,429,754 $ 1,328,886 $ — $ 83,882 $ — $ 17,816,746 $ 20,659,268 Total (losses)/gains (realized/unrealized) Included in earnings (26,069) 24,096 8,836 14,573 9,760 41,795 72,991 Transfers in (1) 164,279 — 46,572 107,477 182,465 — 500,793 Transfers out (2) (3) (5,061) — (1,497) — — (237,297) (243,855) Transfer to securitization trust (4) (317,089) — 317,089 — — — — Contributions — — — 35,951 13,712 — 49,663 Paydowns/Distributions (224,073) (62,977) (15,514) (23,177) (22,783) (239,796) (588,320) Recovery of charge-off — — — — — 35 35 Sales (3) (93,755) — — — — (17,381,483) (17,475,238) Purchases 249,312 — — — — — 249,312 Balance at the end of period $ 1,177,298 $ 1,290,005 $ 355,486 $ 218,706 $ 183,154 $ — $ 3,224,649 (1) As of January 1, 2020, the Company has elected to account for all residential loans, residential loans held in securitization trusts, investments in unconsolidated entities and preferred equity and mezzanine loan investments using the fair value option ( see Note 2 ). (2) Transfers out of Level 3 assets include the transfer of residential loans to real estate owned. (3) During the nine months ended September 30, 2020, the Company sold first loss PO securities included in the Consolidated K-Series and, as a result, de-consolidated multi-family loans held in securitization trusts and transferred its remaining securities owned in the Consolidated K-Series to investment securities available for sale ( see Notes 2 and 6 ). (4) In July 2020, the Company completed a securitization of certain performing, re-performing and non-performing residential loans ( see Note 9 ). Nine Months Ended September 30, 2019 Residential loans Investments in unconsolidated entities Multi-family loans held in securitization trusts CMBS held in securitization trusts Total Balance at beginning of period $ 737,523 $ 32,994 $ 11,679,847 $ 52,700 $ 12,503,064 Total gains/(losses) (realized/unrealized) Included in earnings 44,913 7,169 760,132 17,734 829,948 Included in other comprehensive income (loss) — — — (13,665) (13,665) Transfers in — — — — — Transfers out (437) — — — (437) Contributions — 50,000 — — 50,000 Paydowns/Distributions (106,113) (13,914) (368,811) — (488,838) Charge-off — — (3,510) — (3,510) Sales (19,814) — — (56,769) (76,583) Purchases (1) 460,056 — 3,795,606 — 4,255,662 Balance at the end of period $ 1,116,128 $ 76,249 $ 15,863,264 $ — $ 17,055,641 (1) During the nine months ended September 30, 2019, the Company purchased first loss PO securities and certain IOs and senior or mezzanine CMBS securities issued from securitizations that it determined to consolidate and included in the Consolidated K-Series. As a result, the Company consolidated assets of these securitizations in the amount of $3.8 billion during the nine months ended September 30, 2019 ( see Notes 2 and 6 ). The following tables detail changes in valuation for the Level 3 liabilities for the nine months ended September 30, 2020 and 2019, respectively (dollar amounts in thousands): Level 3 Liabilities: Nine Months Ended September 30, 2020 Multi-Family CDOs SLST CDOs Total Balance at beginning of period $ 16,724,451 $ 1,052,829 $ 17,777,280 Total losses/(gains) (realized/unrealized) Included in earnings 35,018 66,203 101,221 Paydowns (147,376) (63,278) (210,654) Sales (1) (16,612,093) 22,226 (16,589,867) Transfers out — — — Balance at the end of period $ — $ 1,077,980 $ 1,077,980 (1) During the nine months ended September 30, 2020, the Company sold first loss PO securities included in the Consolidated K-Series and, as a result, de-consolidated the Multi-Family CDOs ( see Notes 2 and 6 ). Also includes the Company's net sales of senior securities issued by Consolidated SLST during the nine months ended September 30, 2020 ( see Note 4 ). Nine Months Ended September 30, 2019 Multi-Family CDOs Balance at beginning of period $ 11,022,248 Total losses (realized/unrealized) Included in earnings 694,043 Purchases (1) 3,633,525 Paydowns (368,107) Charge-off (3,510) Balance at the end of period $ 14,978,199 (1) During the nine months ended September 30, 2019, the Company purchased first loss PO securities and certain IOs and senior or mezzanine CMBS securities issued from securitizations that it determined to consolidate and included in the Consolidated K-Series. As a result, the Company consolidated liabilities of these securitizations in the amount of $3.6 billion during the nine months ended September 30, 2019 ( see Notes 2 and 6 ). The following table discloses quantitative information regarding the significant unobservable inputs used in the valuation of our Level 3 assets and liabilities measured at fair value (dollar amounts in thousands, except input values): September 30, 2020 Fair Value Valuation Technique Unobservable Input Weighted Average Range Assets Residential loans, at fair value: Residential loans and residential loans held in securitization trusts (1) $1,397,090 Discounted cash flow Lifetime CPR 9.6% — - 67.6% Lifetime CDR 2.6% — - 100.0% Loss severity 16.3% — - 100.0% Yield 5.3% 2.3% - 35.0% $135,694 Liquidation model Annual home price appreciation 0.1% — - 5.7% Liquidation timeline (months) 29 1 - 57 Property value $572,723 $12,430 - $3,550,000 Yield 7.1% 7.0% - 35.0% Residential loans held in Consolidated SLST (2) $1,290,005 Liability price N/A Total $2,822,789 Investments in unconsolidated entities (1) $145,250 Discounted cash flow Discount rate 12.5% 12.0% - 13.5% Months to assumed redemption 42 18 - 56 Loss severity — Preferred equity and mezzanine loan investments (1) $183,154 Discounted cash flow Discount rate 12.4% 11.5% - 16.0% Months to assumed redemption 45 1 - 186 Loss severity — Liabilities Residential collateralized debt obligations, at fair value SLST CDOs (2) (3) $1,077,980 Discounted cash flow Yield 2.3% 1.2% - 11.5% Collateral prepayment rate 5.5% 2.8% - 6.1% Collateral default rate 2.0% — - 6.8% Loss severity 21.1% — - 23.7% (1) Weighted average amounts are calculated based on the weighted average fair value of the assets. (2) In accordance with the practical expedient in ASC 810, the Company determines the fair value of the residential loans held in Consolidated SLST based on the fair value of SLST CDOs, including securities we own, as the fair value of these instruments is more observable. At September 30, 2020, the fair value of securities we owned in Consolidated SLST was $210.9 million. (3) Weighted average yield calculated based on the weighted average fair value of the liabilities. Weighted average collateral prepayment rate, weighted average collateral default rate, and weighted average loss severity are calculated based on the weighted average unpaid balance of the liabilities. The following table details the changes in unrealized gains (losses) included in earnings for the three and nine months ended September 30, 2020 and 2019 for our Level 3 assets and liabilities held as of September 30, 2020 and 2019, respectively (dollar amounts in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Assets Residential loans, at fair value Residential loans (1) $ 35,420 $ 17,413 $ (883) $ 37,079 Consolidated SLST (1) 41,063 — 28,014 — Residential loans held in securitization trusts (1) 817 — (823) — Investments in unconsolidated entities (2) 7 449 (4,052) 1,295 Preferred equity and mezzanine loan investments (1) (955) — (6,518) — Multi-family loans held in securitization trusts, at fair value (1) — 197,837 — 802,625 Liabilities Multi-family collateralized debt obligations, at fair value (1) — (190,207) — (780,378) Residential collateralized debt obligations, at fair value (1) (13,918) — (62,907) — (1) Presented in unrealized gains (losses), net on the Company's condensed consolidated statements of operations. (2) Presented in other income on the Company's condensed consolidated statements of operations. The following table presents assets measured at fair value on a non-recurring basis as of December 31, 2019, on the Company's condensed consolidated balance sheets (dollar amounts in thousands): December 31, 2019 Level 1 Level 2 Level 3 Total Residential loans held in securitization trusts – impaired loans, net — — $ 5,256 $ 5,256 The following table presents gains (losses) incurred for assets measured at fair value on a non-recurring basis for the three and nine months ended September 30, 2019, respectively, on the Company’s condensed consolidated statements of operations (dollar amounts in thousands): Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Residential loans held in securitization trusts – impaired loans, net $ 13 $ (24) Residential Loans Held in Securitization Trusts – Impaired Loans, net – Impaired residential loans held in securitization trusts, net were recorded at amortized cost less specific loan loss reserves. Impaired loan value was based on management’s estimate of the net realizable value taking into consideration local market conditions of the property, updated appraisal values of the property and estimated expenses required to remediate the impaired loan. The following table presents the carrying value and estimated fair value of the Company’s financial instruments at September 30, 2020 and December 31, 2019, respectively (dollar amounts in thousands): September 30, 2020 December 31, 2019 Fair Value Carrying Estimated Carrying Estimated Financial Assets: Cash and cash equivalents Level 1 $ 649,822 $ 649,822 $ 118,763 $ 118,763 Investment securities available for sale, at fair value Level 2 603,697 603,697 2,006,140 2,006,140 Residential loans, at fair value Residential loans Level 3 1,177,298 1,177,298 1,429,754 1,429,754 Consolidated SLST Level 3 1,290,005 1,290,005 1,328,886 1,328,886 Residential loans held in securitization trusts Level 3 355,486 355,486 — — Residential loans, net Level 3 — — 202,756 208,471 Investments in unconsolidated entities Level 3 218,706 218,706 189,965 191,359 Preferred equity and mezzanine loan investments Level 3 183,154 183,154 180,045 182,465 Multi-family loans held in securitization trusts, at fair value Level 3 — — 17,816,746 17,816,746 Derivative assets Level 2 — — 15,878 15,878 Loans held for sale, net (1) Level 3 — — 2,406 2,482 Financial Liabilities: Repurchase agreements Level 2 672,519 672,519 3,105,416 3,105,416 Securitized debt Level 2 88,791 90,096 — — Residential collateralized debt obligations Level 3 268,820 269,749 40,429 38,888 Multi-family collateralized debt obligations, at fair value Level 3 — — 16,724,451 16,724,451 Residential collateralized debt obligations, at fair value Level 3 1,077,980 1,077,980 1,052,829 1,052,829 Subordinated debentures Level 3 45,000 32,548 45,000 41,592 Convertible notes Level 2 134,720 135,457 132,955 140,865 In addition to the methodology to determine the fair value of the Company’s financial assets and liabilities reported at fair value on a recurring basis and non-recurring basis, as previously described, the following methods and assumptions were used by the Company in arriving at the fair value of the Company’s other financial instruments in the table immediately above: a. Cash and cash equivalents – Estimated fair value approximates the carrying value of such assets. b. Repurchase agreements – The fair value of these repurchase agreements approximates cost as they are short term in nature. c. Securitized debt - The fair value is based on discounted cash flows as well as market pricing on comparable obligations. d. Residential collateralized debt obligations – The fair value of these CDOs is based on discounted cash flows as well as market pricing on comparable obligations. e. Subordinated debentures – The fair value of these subordinated debentures is based on discounted cash flows using management’s estimate for market yields. f. Convertible notes – The fair value is based on quoted prices provided by dealers who make markets in similar financial instruments. |