Investments and fair value measurements | Investments and fair value measurements Held-to-maturity debt securities The cost basis, fair values and gross unrealized gains and losses of our held-to-maturity debt securities are as follows: September 30, 2022 December 31, 2021 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate debt securities (1) $ 38,258 $ 4 $ (2,089) $ 36,173 $ 62,078 $ 459 $ (207) $ 62,330 U.S. Treasury securities 8,070 — (187) 7,883 4,849 — (16) 4,833 Certificates of deposit 237 — — 237 237 — — 237 Total $ 46,565 $ 4 $ (2,276) $ 44,293 $ 67,164 $ 459 $ (223) $ 67,400 _______________ (1) Includes both U.S. and foreign corporate debt securities. The cost basis of held-to-maturity debt securities includes an adjustment for the amortization of premium or discount since the date of purchase. Held-to-maturity debt securities valued at approximately $4.4 million and $4.2 million were on deposit with various governmental authorities at September 30, 2022 and December 31, 2021, respectively, as required by law. The change in net unrealized gains and losses on held-to-maturity debt securities for the nine months ended September 30, 2022 and 2021 was $(2.5) million and $(0.3) million, respectively. Net realized gains of held-to-maturity debt securities are computed using the specific identification method and are included in the condensed consolidated statements of operations. The following table presents certain information regarding contractual maturities of our held-to-maturity debt securities: Maturity September 30, 2022 Amortized Cost % of Total Fair Value % of Total One year or less $ 22,688 49 % $ 22,356 50 % After one year through five years 23,877 51 % 21,937 50 % Total $ 46,565 100 % $ 44,293 100 % There were no held-to-maturity debt securities with contractual maturities after five years. Expected maturities may differ from contractual maturities because certain borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Net unrealized losses on held-to-maturity debt securities and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position are as follows: September 30, 2022 December 31, 2021 Corporate debt securities U.S. Treasury securities Total Corporate debt securities U.S. Treasury securities Total Less than 12 months Fair value $ 31,606 $ 6,455 $ 38,061 $ 18,309 $ 4,667 $ 22,976 Unrealized losses $ (1,638) $ (163) $ (1,801) $ (192) $ (16) $ (208) Greater than 12 months Fair value $ 3,316 $ 1,428 $ 4,744 $ 605 $ — $ 605 Unrealized losses $ (451) $ (24) $ (475) $ (15) $ — $ (15) Total Fair value $ 34,922 $ 7,883 $ 42,805 $ 18,914 $ 4,667 $ 23,581 Unrealized losses $ (2,089) $ (187) $ (2,276) $ (207) $ (16) $ (223) We believe that any unrealized losses on our held-to-maturity debt securities at September 30, 2022 are temporary based upon our current analysis of the issuers of the securities that we hold and current market conditions. We have no intent to sell, and it is more likely than not that we will not be required to sell, these securities until the fair value recovers to at least equal our cost basis or the securities mature. Under the CECL model, the Company recognizes credit losses for its held-to-maturity debt securities by setting up an allowance which is remeasured each reporting period, with changes in the allowance recorded in the condensed consolidated statements of operations. The Company establishes an allowance for credit losses based on a number of factors including the current economic conditions, management's expectations of future economic conditions and performance indicators, such as credit agency ratings and payment and default history. As of September 30, 2022, credit agency ratings on our U.S. Treasury and corporate debt securities ranged from AAA through B1. For our held-to-maturity debt securities, the Company's model estimates expected credit loss by multiplying the exposure at default by both the probability of default and loss given default (“LGD”). The probability of default and LGD percentages are estimated after considering historical experience with global default rates and unsecured bond recovery rates for horizons aligning to the Company’s held-to-maturity debt security portfolio. The calculated allowance is recorded as an offset to held-to-maturity debt securities in the condensed consolidated balance sheets and in the investment, dividend and other income line on the condensed consolidated statements of operations. Rollforward of Credit Loss Allowance for Held-to-Maturity Debt Securities Beginning balance, January 1, 2022 $ 399 Current-period provision for expected credit losses 34 Write-off charged against the allowance, if any — Recoveries of amounts previously written off, if any — Ending balance of the allowance for credit losses, September 30, 2022 $ 433 The current-period provision for expected credit losses is due to changes in portfolio composition, the maturity of certain securities, and changes in the credit ratings of certain securities. Available-for-sale debt securities The cost basis, fair values and gross unrealized gains and losses of our available-for-sale debt securities are as follows: September 30, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate debt securities (1) $ 18,488 $ — $ (308) $ 18,180 U.S. Treasury securities 28,445 — (482) 27,963 Foreign government securities 1,466 — (25) 1,441 Total $ 48,399 $ — $ (815) $ 47,584 _______________ (1) Includes both U.S. and foreign corporate debt securities. The Company had no available-for-sale securities or related unrealized gain or loss as of December 31, 2021. The cost basis of available-for-sale debt securities includes an adjustment for the amortization of premium or discount since the date of purchase. The change in net unrealized gains on available-for-sale debt securities for the nine months ended September 30, 2022 and 2021 wa s $(0.8) million and $(0.9) million, respectively . Prior to the purchases of available-for-sale debt securities in the three months ended June 30, 2022, the Company disposed of all available-for-sale debt securities in the three months ended March 31, 2021 and therefore had no unrealized gain or loss as of September 30, 2021 and no change in net unrealized gains on available-for-sale debt securities for the three months ended September 30, 2021. Any unrealized holding gains or losses on available-for-sale debt securities as of September 30, 2022 are reported as accumulated other comprehensive gain or loss, which is a separate component of stockholders’ equity, net of tax, until realized. The following table reflects the composition of net realized gains or losses for the sales of the available-for-sale securities: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Realized gains (losses): Available-for-sale debt securities: Gains $ — $ — $ — $ 768 Losses — — — (90) Net $ — $ — $ — $ 678 Proceeds from sales $ — $ — $ — $ 7,817 Net realized gains on disposition of available-for-sale debt securities are computed using the specific identification method and are included in the condensed consolidated statements of operations. The following table presents certain information regarding contractual maturities of our available-for-sale debt securities: Maturity September 30, 2022 Amortized Cost % of Total Fair Value % of Total One year or less $ — — % $ — — % After one year through five years 48,399 100 % 47,584 100 % Total $ 48,399 100 % $ 47,584 100 % There were no available-for-sale debt securities with contractual maturities after five years. Expected maturities may differ from contractual maturities because certain borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Net unrealized losses on available-for-sale debt securities and the fair value of the related securities, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position are as follows: September 30, 2022 December 31, 2021 Corporate debt securities U.S. Treasury securities Foreign government securities Total Corporate debt securities U.S. Treasury securities Total Less than 12 months Fair value $ 18,179 $ 27,964 $ 1,442 $ 47,585 $ — $ — $ — Unrealized losses $ (308) $ (482) $ (25) $ (815) $ — $ — $ — Greater than 12 months Fair value $ — $ — $ — $ — $ — $ — $ — Unrealized losses $ — $ — $ — $ — $ — $ — $ — Total Fair value $ 18,179 $ 27,964 $ 1,442 $ 47,585 $ — $ — $ — Unrealized losses $ (308) $ (482) $ (25) $ (815) $ — $ — $ — We believe that any unrealized losses on our available-for-sale debt securities at September 30, 2022 are temporary based upon our current analysis of the issuers of the securities that we hold and current market conditions. We have no intent to sell, and it is more likely than not that we will not be required to sell, these securities until the fair value recovers to at least equal our cost basis or the securities mature. As of September 30, 2022, the Company did not have an allowance for credit losses for available-for-sale debt securities. Equity securities The Company disposed of all equity securities in the three months ended March 31, 2021. Mortgage loans The mortgage loan portfolio as of September 30, 2022 is comprised entirely of single-family residential mortgage loans. During the nine months ended September 30, 2022, the Company did not purchase any new mortgage loans. Mortgage loans, which include contractual terms to maturity of thirty years, are not categorized by contractual maturity as borrowers may have the right to call or prepay obligations with, or without, call or prepayment penalties. The change in the mortgage loans during the nine months ended September 30, 2022 was the result of principal prepayments and maturities. The cost and estimated fair value of mortgage loans are as follows: September 30, 2022 December 31, 2021 Cost Estimated Fair Value Cost Estimated Fair Value Mortgage loans $ 302 $ 302 $ 2,022 $ 2,022 Total $ 302 $ 302 $ 2,022 $ 2,022 Investment income Investment income from securities consists of the following: Three months ended September 30, Nine months ended September 30, 2022 2021 2022 2021 Available-for-sale debt securities $ 428 $ — $ 491 $ 773 Held-to-maturity debt securities 316 543 1,062 1,507 Equity investments — — — (89) Mortgage loans 10 45 51 136 Other 110 — 235 61 Total $ 864 $ 588 $ 1,839 $ 2,388 Accrued interest receivable Accrued interest receivable from investments is included in receivables, net in the condensed consolidated balance sheets. The following table reflects the composition of accrued interest receivable for investments: September 30, 2022 December 31, 2021 Corporate debt securities $ 356 $ 874 U.S. Treasury securities 186 12 Foreign government securities 10 — Accrued interest receivable on investment securities $ 552 $ 886 Mortgage loans — 13 Accrued interest receivable on investments $ 552 $ 899 The Company does not recognize an allowance for credit losses for accrued interest receivable, which is recorded in the receivables line in the condensed consolidated balance sheets, because the Company writes off accrued investment timely. The Company writes off accrued interest receivables after three months by reversing interest income. Fair value measurement ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”) establishes a fair value hierarchy that prioritizes and ranks the level of observability of inputs used to measure financial assets or liabilities at fair value. The observability of inputs is impacted by a number of factors, including the type of asset or liability, characteristics specific to the asset or liability, market conditions and other factors. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are as follows: Level 1 Quoted prices (unadjusted) in active markets for identical asset or liability at the measurement date are used. Level 2 Pricing inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 pricing inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Pricing inputs are unobservable and include situations where there is little, if any, market activity for the asset or liability. The inputs used in determination of fair value require significant judgment and estimation. When fair value inputs fall within different levels of the fair value hierarchy, the level in the fair value hierarchy within which the asset or liability is categorized in its entirety is determined based on the lowest level input that is significant to the asset or liability. Assessing the significance of a particular input to the valuation of an asset or liability in its entirety requires judgment and considers factors specific to the asset or liability. The categorization of an asset or liability within the hierarchy is based upon the pricing transparency of the asset or liability and does not necessarily correspond to the perceived risk of that asset or liability. The following table summarizes the Company’s investments measured at fair value. The Company’s available-for-sale securities in the following table are recorded at fair value on the accompanying condensed consolidated balance sheets. Assets September 30, 2022 December 31, 2021 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Held-to-maturity: Corporate debt securities $ — $ 36,173 $ — $ 36,173 $ — $ 62,330 $ — $ 62,330 U.S. Treasury securities 7,883 — — 7,883 4,833 — — 4,833 Certificate of deposits — 237 — 237 — 237 — 237 Total held-to-maturity debt securities $ 7,883 $ 36,410 $ — $ 44,293 $ 4,833 $ 62,567 $ — $ 67,400 Available-for-sale: Corporate debt securities $ — $ 18,180 $ — $ 18,180 $ — $ — $ — $ — U.S. Treasury securities 27,963 — — 27,963 — — — — Foreign government securities — 1,441 — 1,441 — — — — Total available-for-sale debt securities $ 27,963 $ 19,621 $ — $ 47,584 $ — $ — $ — $ — Mortgage loans $ — $ — $ 302 $ 302 $ — $ — $ 2,022 $ 2,022 Total $ 35,846 $ 56,031 $ 302 $ 92,179 $ 4,833 $ 62,567 $ 2,022 $ 69,422 The Company classifies U.S. Treasury bonds within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets. Corporate debt securities and certificates of deposit are classified within Level 2 because they are valued using inputs other than quoted prices that are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security which may be actively traded. The Company classifies mortgage loans as Level 3 due to the reliance on significant unobservable valuation inputs. The Company’s liabilities in the following table are recorded at fair value on the accompanying condensed consolidated balance sheets. The following table summarizes the Company’s liabilities measured at fair value: Liabilities September 30, 2022 December 31, 2021 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Public Warrants $ 690 $ — $ — $ 690 $ 10,925 $ — $ — $ 10,925 Private Placement Warrants — 350 — 350 — 5,542 — 5,542 Sponsor Covered Shares — — 312 312 — — 5,415 5,415 Total $ 690 $ 350 $ 312 $ 1,352 $ 10,925 $ 5,542 $ 5,415 $ 21,882 The Company considers the Public Warrants to be Level 1 liabilities due to the use of an observable market quote in an active market under the ticker DOMA.WS. For the Private Placement Warrants, the Company considers the fair value of each Private Placement Warrant to be equivalent to that of each Public Warrant, with an immaterial adjustment for short-term marketability restrictions. As such, the Private Placement Warrants are classified as Level 2. The fair value of the Sponsor Covered Shares was determined using a Monte Carlo simulation valuation model using a distribution of potential stock price outcomes on a daily basis over the original 10-year vesting period. The unobservable significant inputs to the valuation model were as follows: September 30, Current stock price $ 0.44 Expected volatility 75.0 % Risk-free interest rate 3.90 % Current expected term 8.8 Expected dividend yield — % Annual change in control probability 2.0 % The changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs are as follows: Sponsor Covered Shares Fair value as of December 31, 2021 $ 5,415 Change in fair value of Sponsor Covered Shares (5,103) Fair value as of September 30, 2022 $ 312 There were no transfers of assets or liabilities between Level 1 and Level 2 during the three or nine months ended September 30, 2022 and the year ended December 31, 2021. There were no transfers involving Level 3 assets or liabilities during the three or nine months ended September 30, 2022 and the year ended December 31, 2021. Cash and cash equivalents, restricted cash, receivables, prepaid expenses and other assets, accounts payable, and accrued expenses and other liabilities approximate fair value and are therefore excluded from the leveling table above. The cost basis is determined to approximate fair value due to the short term duration of these financial instruments. |