Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 03, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-39189 | |
Entity Registrant Name | UWM HOLDINGS CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-2124167 | |
Entity Address, Address Line One | 585 South Boulevard E. | |
Entity Address, City or Town | Pontiac, | |
Entity Address, State or Province | MI | |
Entity Address, Postal Zip Code | 48341 | |
City Area Code | (800) | |
Local Phone Number | 981-8898 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001783398 | |
Common Class A | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A Common Stock, par value $0.0001 per share | |
Trading Symbol | UWMC | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 100,367,478 | |
Warrant | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants, each warrant exercisable for one share of Class A Common Stock | |
Trading Symbol | UWMCWS | |
Security Exchange Name | NYSE | |
Common Class D | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,502,069,787 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Cash and cash equivalents | $ 950,910 | $ 1,223,837 |
Mortgage loans at fair value | 11,736,642 | 7,916,515 |
Derivative assets | 143,807 | 61,072 |
Investment securities at fair value, pledged | 41,809 | 0 |
Accounts receivable, net | 340,028 | 253,600 |
Mortgage servicing rights - fair value as of September 30, 2021; amortized cost as of December 31, 2020 (see Note 1 and Note 5) | 2,900,310 | 1,756,864 |
Premises and equipment, net | 145,774 | 107,572 |
Operating lease right-of-use asset, net (includes $105,594 and $92,571 with related parties) | 105,902 | 93,098 |
Finance lease right-of-use asset (includes $29,129 and $0 with related parties) | 60,113 | 22,929 |
Other assets | 55,655 | 57,989 |
Total assets | 16,480,950 | 11,493,476 |
Liabilities and equity | ||
Warehouse lines of credit | 10,487,950 | 6,941,397 |
Accounts payable and accrued expenses | 1,229,483 | 847,745 |
Accrued dividends payable | 10,087 | 0 |
Derivative liabilities | 61,434 | 66,237 |
Borrowings against investment securities | 32,560 | 0 |
Equipment note payable | 2,343 | 26,528 |
Operating lines of credit | 0 | 320,300 |
Senior notes | 1,484,370 | 789,323 |
Operating lease liability (includes $117,516 and $104,006 with related parties) | 117,824 | 104,534 |
Finance lease liability (includes $29,462 and $0 with related parties) | 60,871 | 23,132 |
Total liabilities | 13,486,922 | 9,119,196 |
Equity | ||
Preferred stock, $0.0001 par value - 100,000,000 shares authorized, none issued and outstanding as of September 30, 2021 | 0 | |
Additional paid-in capital | 313 | 24,839 |
Retained earnings | 129,815 | 2,349,441 |
Non-controlling interest | 2,863,740 | 0 |
Total equity | 2,994,028 | 2,374,280 |
Total liabilities and equity | 16,480,950 | $ 11,493,476 |
Common Class A | ||
Equity | ||
Common stock, $0.0001 par value | 10 | |
Common Class B | ||
Equity | ||
Common stock, $0.0001 par value | 0 | |
Common Class C | ||
Equity | ||
Common stock, $0.0001 par value | 0 | |
Common Class D | ||
Equity | ||
Common stock, $0.0001 par value | $ 150 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Related party operating lease right-of-use asset | $ 105,594 | $ 92,571 |
Related party finance lease right-of-use asset | 29,129 | 0 |
Related party operating lease liabilities | 117,516 | 104,006 |
Related party finance lease liability | $ 29,462 | $ 0 |
Preferred stock, par value (in usd per share) | $ 0.0001 | |
Preferred stock, shares authorized | 100,000,000 | |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Common Class A | ||
Common stock, par value (in usd per share) | $ 0.0001 | |
Common stock, shares authorized | 4,000,000,000 | |
Common stock, shares, issued | 100,367,478 | |
Common stock, shares, outstanding | 100,367,478 | |
Common Class B | ||
Common stock, par value (in usd per share) | $ 0.0001 | |
Common stock, shares authorized | 1,700,000,000 | |
Common stock, shares, issued | 0 | |
Common stock, shares, outstanding | 0 | |
Common Class C | ||
Common stock, par value (in usd per share) | $ 0.0001 | |
Common stock, shares authorized | 1,700,000,000 | |
Common stock, shares, issued | 0 | |
Common stock, shares, outstanding | 0 | |
Common Class D | ||
Common stock, par value (in usd per share) | $ 0.0001 | |
Common stock, shares authorized | 1,700,000,000 | |
Common stock, shares, issued | 1,502,069,787 | |
Common stock, shares, outstanding | 1,502,069,787 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue | ||||
Loan production income | $ 589,461 | $ 1,723,981 | $ 2,143,400 | $ 2,884,162 |
Loan servicing income | 174,695 | 70,503 | 443,762 | 182,656 |
Change in fair value of mortgage servicing rights (see Note 5) | (170,462) | 0 | (448,825) | 0 |
Gain (loss) on sale of mortgage servicing rights | (5,443) | (324) | (670) | (65,821) |
Interest income | 102,063 | 40,041 | 227,169 | 119,308 |
Total revenue, net | 690,314 | 1,834,201 | 2,364,836 | 3,120,305 |
Expenses | ||||
Salaries, commissions and benefits | 164,971 | 206,174 | 550,983 | 462,706 |
Direct loan production costs | 18,980 | 16,685 | 47,660 | 39,864 |
Marketing, travel, and entertainment | 14,138 | 3,608 | 37,138 | 13,913 |
Depreciation and amortization | 9,034 | 2,749 | 24,676 | 8,071 |
Servicing costs | 29,192 | 15,320 | 72,767 | 41,286 |
Amortization, impairment and pay-offs of mortgage servicing rights (see Note 5) | 0 | 68,928 | 0 | 357,728 |
General and administrative | 39,148 | 28,484 | 96,867 | 70,835 |
Interest expense | 90,221 | 40,620 | 215,884 | 113,683 |
Other (income)/expense | (8,710) | 0 | (27,544) | 0 |
Total expenses | 356,974 | 382,568 | 1,018,431 | 1,108,086 |
Earnings before income taxes | 333,340 | 1,451,633 | 1,346,405 | 2,012,219 |
Provision for income taxes | 3,483 | 750 | 17,831 | 1,500 |
Net income | 329,857 | $ 1,450,883 | 1,328,574 | $ 2,010,719 |
Net income attributable to non-controlling interests | 304,611 | 1,247,079 | ||
Net income attributable to UWM Holdings Corporation | $ 25,246 | $ 81,495 | ||
Earnings per share of Class A common stock (see Note 17): | ||||
Basic (in usd per share) | $ 0.25 | $ 0.80 | ||
Diluted (in usd per share) | $ 0.16 | $ 0.55 | ||
Weighted average shares outstanding: | ||||
Basic (in shares) | 101,106,023 | 102,247,594 | ||
Diluted (in shares) | 1,603,710,511 | 1,604,567,758 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Cumulative Effect, Remeasurement Due to Change in Parent Ownership | Cumulative Effect, Period of Adoption, Adjustment | Common Class A | Common Class D | Common StockCommon Class A | Common StockCommon Class D | Additional Paid-in Capital | Retained Earnings | Retained EarningsCumulative Effect, Remeasurement Due to Change in Parent Ownership | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Non-controlling Interest | Non-controlling InterestCumulative Effect, Remeasurement Due to Change in Parent Ownership |
Balance at beginning of period at Dec. 31, 2019 | $ 661,323 | $ 24,839 | $ 636,484 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 20,349 | 20,349 | |||||||||||
Member distributions | (177) | (177) | |||||||||||
Balance at end of period at Mar. 31, 2020 | 681,495 | 24,839 | 656,656 | ||||||||||
Balance at beginning of period at Dec. 31, 2019 | 661,323 | 24,839 | 636,484 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 2,010,719 | ||||||||||||
Balance at end of period at Sep. 30, 2020 | 2,022,361 | 24,839 | 1,997,522 | ||||||||||
Balance at beginning of period at Mar. 31, 2020 | 681,495 | 24,839 | 656,656 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 539,487 | 539,487 | |||||||||||
Member contributions | 247,169 | 247,169 | |||||||||||
Balance at end of period at Jun. 30, 2020 | 1,468,151 | 24,839 | 1,443,312 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 1,450,883 | 1,450,883 | |||||||||||
Member distributions | (949,504) | (949,504) | |||||||||||
Member contributions | 52,831 | 52,831 | |||||||||||
Balance at end of period at Sep. 30, 2020 | 2,022,361 | 24,839 | 1,997,522 | ||||||||||
Balance at beginning of period at Dec. 31, 2020 | 2,374,280 | $ 3,440 | 24,839 | 2,349,441 | $ 3,440 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 1,328,574 | ||||||||||||
Balance at beginning of period at Dec. 31, 2020 | 2,374,280 | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Stock-based compensation expense (in shares) | 5,890 | ||||||||||||
Balance at end of period (in shares) at Sep. 30, 2021 | 100,367,478 | 1,502,069,787 | 100,367,478 | 1,502,069,787 | |||||||||
Balance at end of period at Sep. 30, 2021 | 2,994,028 | $ 10 | $ 150 | 313 | 129,815 | $ 2,863,740 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 676,249 | 47,985 | 628,264 | ||||||||||
Balance at beginning of period (in shares) at Jan. 21, 2021 | 103,104,205 | 1,502,069,787 | 103,104,205 | 1,502,069,787 | |||||||||
Balance at beginning of period at Jan. 21, 2021 | 0 | $ 10 | $ 150 | (24,839) | (2,164,975) | 2,189,654 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Opening net liabilities of Gores Holdings IV, Inc. acquired | (75,381) | (75,381) | |||||||||||
Dividend and distribution | (160,517) | (10,310) | (150,207) | ||||||||||
Member distributions to SFS Corp. | (2,913) | (2,913) | |||||||||||
Balance at end of period (in shares) at Mar. 31, 2021 | 103,104,205 | 1,502,069,787 | |||||||||||
Balance at end of period at Mar. 31, 2021 | 2,778,036 | $ 0 | $ 10 | $ 150 | 0 | 113,078 | $ (1,305) | 2,664,798 | $ 1,305 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 138,712 | 8,265 | 130,447 | ||||||||||
Dividend and distribution | (160,444) | (10,237) | (150,207) | ||||||||||
Member distributions to SFS Corp. | (65,504) | (65,504) | |||||||||||
Stock-based compensation expense (in shares) | 5,170 | ||||||||||||
Stock-based compensation expense | 2,334 | 187 | 2,147 | ||||||||||
Class A common stock repurchased (in shares) | (790,599) | ||||||||||||
Class A common stock repurchased | (6,148) | (403) | (5,745) | ||||||||||
Balance at end of period (in shares) at Jun. 30, 2021 | 102,318,776 | 1,502,069,787 | |||||||||||
Balance at end of period at Jun. 30, 2021 | 2,686,986 | $ 0 | $ 10 | $ 150 | 187 | 109,398 | $ 6,191 | 2,577,241 | $ (6,191) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income | 329,857 | 25,246 | 304,611 | ||||||||||
Dividend and distribution | (10,087) | (10,087) | 0 | ||||||||||
Stock-based compensation expense (in shares) | 720 | ||||||||||||
Stock-based compensation expense | 2,119 | 126 | 1,993 | ||||||||||
Class A common stock repurchased (in shares) | (1,952,018) | ||||||||||||
Class A common stock repurchased | (14,847) | (933) | (13,914) | ||||||||||
Balance at end of period (in shares) at Sep. 30, 2021 | 100,367,478 | 1,502,069,787 | 100,367,478 | 1,502,069,787 | |||||||||
Balance at end of period at Sep. 30, 2021 | $ 2,994,028 | $ 10 | $ 150 | $ 313 | $ 129,815 | $ 2,863,740 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 1,328,574 | $ 2,010,719 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Loss on sale of mortgage servicing rights | 670 | 65,821 |
Reserve for representations and warranties | 34,262 | 25,574 |
Capitalization of mortgage servicing rights | (1,843,861) | (1,335,654) |
Retention of investment securities | (42,164) | 0 |
Amortization and pay-offs of mortgage servicing rights | 0 | 325,566 |
Impairment on mortgage servicing rights, net | 0 | 32,162 |
Change in fair value of mortgage servicing rights | 448,825 | 0 |
Depreciation and amortization of premises and equipment | 14,502 | 8,071 |
Senior notes issuance cost amortization | 2,085 | 0 |
Amortization of finance lease right-of-use assets | 10,174 | 5,779 |
Stock-based compensation expense | 4,453 | 0 |
Change in fair value of investment securities | 149 | 0 |
Decrease in fair value of warrants liability | (30,944) | 0 |
(Increase) decrease in: | ||
Mortgage loans at fair value | (3,820,127) | 231,114 |
Accounts receivable, net | (69,103) | (66,203) |
Derivative assets | (82,735) | (26,364) |
Other assets | 4,161 | (162,305) |
Increase (decrease) in: | ||
Accounts payable and accrued expenses | 292,023 | 256,789 |
Derivative liabilities | (4,803) | 19,089 |
Net cash (used in) provided by operating activities | (3,753,859) | 1,390,158 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchases of premises and equipment | (52,271) | (3,669) |
Proceeds from sale of mortgage servicing rights | 241,634 | 217,786 |
Proceeds from principal payments on investment securities | 206 | 0 |
Net cash provided by investing activities | 189,569 | 214,117 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Net borrowings (repayments) under warehouse lines of credit | 3,546,551 | (276,382) |
Repayments of finance lease liabilities | (9,620) | 0 |
Borrowings under equipment notes payable | 1,078 | 0 |
Repayments under equipment notes payable | (25,365) | 0 |
Borrowings under operating lines of credit | 79,700 | 456,895 |
Repayments under operating lines of credit | (400,000) | (512,595) |
Proceeds from borrowings against investment securities | 32,560 | 0 |
Proceeds from issuance of senior notes | 700,000 | 0 |
Discount and direct issuance costs on senior notes | (7,036) | 0 |
Proceeds from business combination transaction | 895,134 | 0 |
Costs incurred related to business combination transaction | (11,260) | 0 |
Dividends paid | (20,547) | 0 |
Member contributions from SFS Corp. | 0 | 300,000 |
Member distributions to SFS Corp. | (1,468,837) | (949,681) |
Class A common stock repurchased | (20,995) | 0 |
Net cash provided by (used in) financing activities | 3,291,363 | (981,763) |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (272,927) | 622,512 |
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD | 1,223,837 | 133,283 |
CASH AND CASH EQUIVALENTS, END OF THE PERIOD | 950,910 | 755,795 |
SUPPLEMENTAL INFORMATION | ||
Cash paid for interest | 176,304 | 117,432 |
Cash paid for taxes | $ 1,738 | $ 0 |
Organization, Basis of Presenta
Organization, Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Basis of Presentation and Summary of Significant Accounting Policies | ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization UWM Holdings Corporation, through its consolidated subsidiaries (collectively, the "Company"), engages in the origination, sale and servicing of residential mortgage loans. The Company is based in Michigan but originates and services loans throughout the United States. The Company is approved as a Title II, non-supervised direct endorsement mortgagee with the United States Department of Housing and Urban Development (or “HUD”). In addition, the Company is an approved issuer with the Government National Mortgage Association (or “Ginnie Mae”), as well as an approved seller and servicer with the Federal National Mortgage Association (or “Fannie Mae”) and the Federal Home Loan Mortgage Corporation (or “Freddie Mac”). The Company (f/k/a Gores Holdings IV, Inc.) was incorporated in Delaware on June 12, 2019. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. On September 22, 2020, the Company entered into a Business Combination Agreement (the "Business Combination Agreement") by and among the Company, SFS Holding Corp., a Michigan corporation (“SFS Corp.”), United Wholesale Mortgage, LLC, a Michigan limited liability company (“UWM”), and UWM Holdings, LLC, a newly formed Delaware limited liability company (“Holdings LLC” and, together with UWM, the “UWM Entities.”). The business combination with the UWM Entities closed on January 21, 2021. Prior to the closing of the business combination with the UWM Entities, SFS Corp. was the sole member of UWM, which had one unit authorized, issued and outstanding. On January 21, 2021, SFS Corp. contributed its equity interest in UWM to Holdings LLC and adopted the Amended and Restated Operating Agreement to admit Holdings LLC as UWM's sole member and its manager. Upon completion of the business combination transaction, (i) Holdings LLC issued approximately 6% of its units (Class A Common Units) to the Company, (ii) SFS Corp. retained approximately 94% of the units (Class B Common Units) in Holdings LLC and accordingly retained approximately 94% of the economic ownership interest of the combined company and (iii) Holdings LLC became a consolidated subsidiary of the Company, as the Company is the sole managing member of Holdings LLC. The economic interest in Holdings LLC owned by SFS Corp. is presented as a non-controlling interest in these condensed consolidated financial statements (see Note 11 - Non-Controlling Interests ). Following the consummation of the transactions contemplated by the Business Combination Agreement, the Company is organized in an “Up-C” structure in which UWM (the operating subsidiary) is held directly by Holdings LLC and the Company’s only material direct asset consists of Class A Common Units in Holdings LLC. The Company's current capital structure authorizes Class A common stock, Class B common stock, Class C common stock and Class D common stock. The Class A common stock and Class C common stock each provide holders with one vote on all matters submitted to a vote of stockholders, and the Class B common stock and Class D common stock each provide holders with 10 votes on all matters submitted to a vote of stockholders. The holders of Class C common stock and Class D common stock do not have any of the economic rights (including rights to dividends and distributions upon liquidation) provided to holders of Class A common stock and Class B common stock. Immediately following the business combination transaction, there were 103,104,205 shares of Class A common stock outstanding, and 1,502,069,787 shares of non-economic Class D common stock outstanding (all of which were held by SFS Corp.), and no shares of Class B or Class C common stock outstanding. Each Holdings LLC Class B Common Unit held by SFS Corp. may be exchanged, along with its stapled share of Class D common stock, for either, at the option of the Company, (a) cash or (b) one share of the Company’s Class B common stock (See Note 11 - Non-Controlling Interests) . Each share of Class B Stock is convertible into one share of Class A Stock upon the transfer or assignment of such share from SFS Corp. to a non-affiliated third-party. Pursuant to the Business Combination Agreement, SFS Corp. is entitled to receive an aggregate of up to 90,761,687 earn-out shares in the form of Class B Common Units in Holdings LLC and Class D common shares upon attainment of certain price targets. There are four different triggering events that affect the number of earn-out shares that will be issued based upon the per share price of Class A common stock ranging from $13.00 to $19.00 per share. The Company accounts for the potential earn-out shares as a component of stockholders’ equity in accordance with the applicable guidance in U.S. GAAP. See Note 17 - Earnings Per Share. Dividend Policy In connection with its decision to declare a dividend on its Class A stock, the Company's Board of Directors (the "Board"), in its capacity as the Manager of Holdings LLC, under the Holdings LLC Second Amended and Restated Operating Agreement, can determine whether to (a) make distributions from Holdings LLC to only the Company, as the owner of the Class A Units of Holdings LLC with the proportional amount due to SFS Corp. as the owner of the Class B Units of Holdings LLC, being distributed upon the sooner to occur of (i) the Board making a determination to do so or (ii) the date on which Class B Units of Holdings LLC are converted into shares of Class B common stock of the Company or (b) make proportional and simultaneous distributions from Holdings LLC to both the Company, as the owner of the Class A Units of Holdings LLC and to SFS Corp. as the owner of the Class B Units of Holdings LLC. On August 16, 2021, the Board declared a quarterly dividend of $0.10 per share on the outstanding shares of our Class A common stock (the "Q3 Dividend"). On September 9, 2021, the Board determined that it would make distributions from Holdings LLC for the Q3 Dividend to only the Company. The Q3 Dividend was paid on October 6, 2021 to stockholders of record of the Class A common stock at the close of business on September 10, 2021. The Q3 proportional distribution for SFS Corp. that has yet to be paid is $150.2 million. As of September 30, 2021 , cumulative distributions of approximately $150.2 million are required to be distributed by Holdings LLC to SFS Corp. upon the sooner to occur of (i) the Board making a determination to do so or (ii) the date on which Class B Units of Holdings LLC are converted into shares of Class B common stock of the Company. Basis of Presentation and Consolidation The business combination transaction was accounted for as a reverse recapitalization in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") as UWM was determined to be the accounting acquirer, primarily due to the fact that SFS Corp. continues to control the Company through its ownership of the Class D common stock. Under this method of accounting, while the Company was the legal acquirer, it was treated as the acquired company for financial reporting purposes. Accordingly, the business combination transaction was treated as the equivalent of UWM issuing stock for the net assets of the Company, accompanied by a recapitalization, with the net assets of the Company stated at historical cost, with no goodwill or other intangible assets recorded. The net proceeds received from Gores Holdings IV, Inc. in the business combination transaction approximated $895.1 million, and the Company incurred approximately $16.0 million in costs related to the transaction which were charged to stockholders' equity upon the closing of the transaction. As part of the business combination transaction, the Company assumed the liability related to the Public and Private Warrants (described below) of $45.6 million. During the period from January 21, 2021 to September 30, 2021, the fair value of the Public and Private Warrants decreased to $14.6 million, resulting in other income of $30.9 million for the nine month period ended September 30, 2021. The Company’s financial statement presentation included in these condensed consolidated financial statements include the condensed consolidated financial statements of UWM and its subsidiaries for periods prior to the completion of the business combination transaction with the UWM Entities and of the Company for periods from and after the business combination transaction. Our condensed consolidated financial statements are unaudited and presented in U.S. dollars. They have been prepared in accordance with U.S. GAAP pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In our opinion, these condensed consolidated financial statements include all normal and recurring adjustments considered necessary for a fair statement of our results of operations, financial position, and cash flows for the periods presented. However, our results of operations for any interim period are not necessarily indicative of the results that may be expected for a full fiscal year or for any other future period. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Accounting Change - Mortgage Servicing Rights On January 1, 2021, the Company adopted the fair value method to measure its servicing assets and liabilities for all current classes of servicing assets and liabilities subsequent to initial recognition. Management believes that the fair value method more directly reports the current expected benefits and obligations of the Company's servicing rights. The adoption of the fair value method for a particular class of servicing assets is irrevocable. Prior to January 1, 2021, the Company measured its servicing assets and liabilities after initial recognition using the amortized cost method. This change in accounting resulted in a $3.4 million increase to retained earnings and the mortgage servicing rights (MSR) asset as of January 1, 2021. Subsequent to the adoption of the fair value method of accounting for MSRs, changes in fair value of MSRs are reported as a component of "Total revenue, net" within the condensed consolidated statements of operations. Prior to the adoption of the fair value method, MSRs were amortized in proportion to the estimated future net servicing revenue, and periodically evaluated for impairment. For this purpose, the Company stratified its MSRs based on the interest rate of the underlying loans. The Company recorded a valuation allowance when the fair value of the mortgage servicing asset strata was less than its amortized book value. Valuation allowances were recorded as a temporary impairment to the affected strata effectively reducing recorded MSRs and incurring a charge to operations. When a mortgage prepaid, the Company permanently reduced the associated MSR in the period of prepayment with a charge to operations. Under both the fair value and amortization accounting methods, the fair value of MSRs is estimated with the assistance of a third party broker based upon a valuation model that calculates the estimated present value of future cash flows. The valuation model incorporates market estimates of prepayment speeds, discount rates, cost to service, float value, ancillary income, inflation, and delinquency and default rates. Income Taxes Our income tax expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits reflect management’s best assessment of estimated current and future taxes to be paid. We are subject to income taxes in the United States and various state and local jurisdictions. The tax laws are often complex and may be subject to different interpretations. To determine the financial statement impact of accounting for income taxes, the Company must make assumptions and judgements about how to interpret and apply complex tax laws to numerous transactions and business events, as well as make judgements regarding the timing of when certain items may affect taxable income. In calculating the provision for income taxes, we apply an estimated annual effective tax rate to year-to-date ordinary income. At the end of each interim period, we estimate the effective tax rate expected to be applicable for the full fiscal year. Tax-effects of significant, unusual or infrequently occurring items are excluded from the estimated annual effective tax rate calculation and recognized in the interim period in which they occur. Tax Receivable Agreement In connection with the Business Combination Agreement, the Company entered into a Tax Receivable Agreement with SFS Corp. that will obligate the Company to make payments to SFS Corp. of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax that the Company actually realizes as a result of (i) certain increases in tax basis resulting from exchanges of Holdings LLC Common Units; (ii) imputed interest deemed to be paid by the Company as a result of payments it makes under the tax receivable agreement; (iii) certain increases in tax basis resulting from payments the Company makes under the tax receivable agreement; and (iv) disproportionate allocations (if any) of tax benefits to the Company which arise from, among other things, the sale of certain assets as a result of section 704(c) of the Internal Revenue Code of 1986. The Company will retain the benefit of the remaining 15% of these tax savings. The Company recognized a liability of approximately $1.9 million for es timated amounts due under the Tax Receivable Agreement in connection with the business combination transaction. Subsequently, the liability is accounted for as a loss contingency, with changes in the liability measured and recorded when estimated amounts due under the Tax Receivable Agreement are probable and can be reasonably estimated and reported as part of other (income) expense in the condensed consolidated statements of operations. During the third quarter, as a result of the sale of MSR assets that existed prior to the consummation of the business combination, the Company recorded an additional liability of $3.4 million , representing 85% of the estimated tax benefits to the Company resulting from this asset sale. As of September 30, 2021, the total liability recorded for the Tax Receivable Agreement was approximately $5.3 million. Related Party Transactions The Company enters into various transactions with related parties. See Note 14 – Related Party Transactions for additional information. Public and Private Warrants As part of Gores Holdings IV, Inc.'s initial public offering ("IPO") in January 2020, Gores Holdings IV, Inc. issued to third party investors 42.5 million units, consisting of one share of Class A common stock of Gores Holdings IV, Inc. and one-fourth of one warrant, at a price of $10.00 per unit. Each whole warrant entitles the holder to purchase one share of Class A common stock at an exercise price of $11.50 per share (the “Public Warrants”). Simultaneously with the closing of the IPO, Gores Holdings IV, Inc. completed the private sale of 5.25 million warrants to Gores Holdings IV, Inc.'s sponsor at a purchase price of $2.00 per warrant (the “Private Warrants”). Each Private Warrant allows the sponsor to purchase one share of Class A common stock at $11.50 per share. Upon closing of the business combination transaction, the Company had 10,624,987 Public Warrants and 5,250,000 Private Warrants outstanding. The Private Warrants and the shares of common stock issuable upon the exercise of the Private Warrants were not transferable, assignable or salable until after the completion of the business combination, subject to certain limited exceptions. Additionally, the Private Warrants are exercisable for cash or on a cashless basis, at the holder’s option, and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. The Company evaluated the Public and Private Warrants under applicable U.S. GAAP and concluded that they do not meet the criteria to be classified in stockholders’ equity due to certain terms of the warrants. Since the Public and Private Warrants meet the definition of derivatives, the Company recorded these warrants as liabilities on the balance sheet at fair value upon the closing of the business combination transaction and as of September 30, 2021 (recorded within "Accounts payable and accrued expenses"), with the change in their respective fair values recognized in the condensed consolidated statement of operations (recorded within "Other income/expense") for the period ended September 30, 2021. Loans Eligible for Repurchase from Ginnie Mae When the Company has the unilateral right to repurchase Ginnie Mae pool loans it has previously sold (generally loans that are more than 90 days past due) and the call option results in a more than trivial benefit to the Company, the previously sold assets are required to be re-recognized on the consolidated balance sheets. The re cognition of previously sold loans does not impact the accounting for the previously recognized MSRs. At September 30, 2021 and December 31, 2020, the Company had recorded Ginnie Mae pool loans as part of "Mortgage loans at fair value" totaling $561.8 million and $451.1 million, respectively, with related purchase liabilities equal to the gross amount of the loan recorded in "Accounts payable and accrued expenses" on the condensed consolidated balance sheets. At September 30, 2021 and December 31, 2020, the fair values of the Ginnie Mae pool loans were $557.4 million and $448.5 million, reflecting fair value adjustments of $4.4 million and $2.6 million, respectively. Stock-Based Compensation Effective upon the closing of the business combination transaction, the Company adopted the UWM Holdings Corporation 2020 Omnibus Incentive Plan (the “2020 Plan”) which was approved by stockholders on January 20, 2021. The 2020 Plan allows for the grant of stock options, restricted stock, restricted stock units (“RSUs”), and stock appreciation rights. The Company's Compensation Committee approved, effective April 2, 2021, the issuance of 3.2 million restricted stock units to the Company's team members. The restricted stock units had a grant date fair value of approximately $25.2 million. The restricted stock units vest over three years, 33% on each of February 1, 2022 and 2023 and 34% on February 1, 2024. In addition, the Compensation Committee approved the issuance of 1,000 RSUs to each of the Company's four non-employee directors which were fully vested upon issuance. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period based on the fair value of the award on the date of grant and is included in "Salaries, commissions and benefits" on the condensed consolidated statements of operations. The Company made a policy election to recognize the effects of forfeitures as they occur. Recently Adopted Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-4, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which was subsequently amended by ASU No. 2021-1, Reference Rate Reform (Topic 848): Scope , which was issued in January 2021. This guidance provides practical expedients to address existing guidance on contract modifications due to the expected market transition from the London Inter-bank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate. The ASU was effective upon issuance on a prospective basis beginning January 1, 2020 and the Company may elect certain practical expedients as reference rate activities occur. The Company will evaluate its debt and other applicable contracts that are modified in the future to ensure they are eligible for modification relief and apply the practical expedients as needed. The Company does not anticipate this will have a material impact on our condensed consolidated financial statements and related disclosures. In October 2020, the FASB issued ASU No. 2020-10, Codification Improvements , which is intended to clarify or correct the unintended application of the Codification of accounting guidance for a wide variety of topics. The Company |
Mortgage Loans at Fair Value
Mortgage Loans at Fair Value | 9 Months Ended |
Sep. 30, 2021 | |
Receivables [Abstract] | |
Mortgage Loans at Fair Value | MORTGAGE LOANS AT FAIR VALUE The table below includes the estimated fair value and unpaid principal balance (“UPB”) of mortgage loans that have contractual principal amounts and for which the Company has elected the fair value option. The fair value option has been elected for mortgage loans, as this accounting treatment best reflects the economic consequences of the Company’s mortgage origination and related hedging and risk management activities. The difference between the UPB and estimated fair value is made up of the premiums paid on mortgage loans, as well as the fair value adjustment as of the balance sheet date. The change in fair value adjustment is recorded in the “Loan production income” line item of the condensed consolidated statements of operations. (In thousands) September 30, December 31, Mortgage loans, unpaid principal balance $ 11,568,222 $ 7,620,014 Premiums paid on mortgage loans 153,628 101,949 Fair value adjustment 14,792 194,552 Mortgage loans at fair value $ 11,736,642 $ 7,916,515 |
Derivatives
Derivatives | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | DERIVATIVES The Company enters into interest rate lock commitments ("IRLCs") to originate residential mortgage loans at specified interest rates and terms within a specified period of time with customers who have applied for a loan and may meet certain credit and underwriting criteria. To determine the fair value of the IRLCs, each contract is evaluated based upon its stage in the application, approval and origination process for its likelihood of consummating the transaction (or “pullthrough”). Pullthrough is estimated based on changes in market conditions, loan stage, and actual borrower behavior using a historical analysis of IRLC closing rates. Generally, the further into the process the more likely that the IRLC will convert to a loan. The blended average pullthrough rate was 88% and 92%, as of September 30, 2021 and December 31, 2020, respectively. The Company primarily uses forward mortgage backed security contracts, which are known as forward loan sale commitments ("FLSCs"), to economically hedge the IRLCs. The notional amounts and fair values of derivative financial instruments not designated as hedging instruments were as follows (in thousands): September 30, 2021 December 31, 2020 Fair value Fair value Derivative Derivative Notional Derivative Derivative Notional IRLCs $ 14,476 $ 50,510 $ 16,908,591 (a) $ 60,248 $ 670 $ 10,594,329 (a) FLSCs 129,331 10,924 27,265,436 824 65,567 16,602,739 Total $ 143,807 $ 61,434 $ 61,072 $ 66,237 (a) Adjusted for pullthrough rates of 88% and 92%, respectively. |
Accounts Receivable, Net
Accounts Receivable, Net | 9 Months Ended |
Sep. 30, 2021 | |
Receivables [Abstract] | |
Accounts Receivable, Net | ACCOUNTS RECEIVABLE, NET The following summarizes accounts receivable, net (in thousands): September 30, December 31, Servicing fees $ 91,231 $ 55,838 Investor receivables 63,049 89,881 Servicing advances 61,602 60,053 Pair-offs receivable 40,207 438 Receivables from sale of servicing 38,879 10,597 Due from title companies 37,144 33,663 Warehouse bank receivable 17,859 3,642 Other receivables 128 28 Provision for current expected credit losses (10,071) (540) Total Accounts Receivable, Net $ 340,028 $ 253,600 |
Mortgage Servicing Rights
Mortgage Servicing Rights | 9 Months Ended |
Sep. 30, 2021 | |
Transfers and Servicing [Abstract] | |
Mortgage Servicing Rights | MORTGAGE SERVICING RIGHTS Mortgage servicing rights are recognize d on the condensed consolidated balance sheets when loans are sold and the associated servicing rights are retained. The Company has elected the fair value option as of January 1, 2021 for all current classes of its MSRs. The Company determined its classes of MSRs based on how the Company manages risk. Subsequent to electing the fair value option, the Company's MSRs are recorded at fair value, which is determined u sing a valuation model that calculates the present value of estimated future net servicing fee income. The model includes estimates of prepayment speeds, discount rate, cost to service, float earnings, contractual servicing fee income, and ancillary income and late fees, among others. These estimates are supported by market and economic data collected from various outside sources. Conforming conventional loans serviced by the Company have previously been sold to Fannie Mae and Freddie Mac on a non-recourse basis, whereby credit losses are generally the responsibility of Fannie Mae and Freddie Mac, and not the Company. Loans serviced for Ginnie Mae are insured by the FHA, guaranteed by the VA, or insured by other applicable government programs. While the above guarantees and insurance are the responsibility of those parties, the Company is still subject to potential losses related to its servicing of these loans. Those estimated losses are incorporated into the valuation of MSRs. The following table summarizes changes in the MSR assets for the three and nine months ended September 30, 2021 (in thousands): For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Balance, at December 31, 2020 under amortization method $ 1,756,864 Cumulative effect of adopting fair value method 3,440 Fair value, beginning of period $ 2,662,556 $ 1,760,304 Capitalization of mortgage servicing rights 663,246 1,843,861 MSR sales (269,925) (269,925) Changes in fair value: Due to changes in valuation inputs or assumptions 61,477 221,244 Due to collection/realization of cash flows/other (217,044) (655,174) Fair value, end of period $ 2,900,310 $ 2,900,310 The following is a summary of the components of change in fair value of servicing rights as reported in the condensed consolidated statements of operations: For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Changes in fair value: Due to changes in valuation model or assumptions $ 61,477 $ 221,244 Due to collection/ realization of cash flows/ other (217,044) (655,174) Reserves and transaction costs on sales of servicing rights (14,895) (14,895) Changes in fair value of servicing rights, net $ (170,462) $ (448,825) During the three months ended September 30, 2021, the Company sold MSRs on loans with an aggregate unpaid principal balance of approximately $22.7 billion for proceeds of approximately $269.9 million. In connection with the sale of these MSRs, the Company recorded $14.9 million for its estimated obligation for protection provisions granted to the buyer and transaction costs, which is reflected as part of the change in fair value of MSRs in the condensed consolidated statements of operations. Prior to the election of the fair value option on January 1, 2021, the Company accounted for MSRs based on the lower cost or market using the amortization method. The following table summarizes changes to the MSR assets for the three and nine months ended September 30, 2020 under the amortization method (in thousands): For the three months ended September 30, 2020 For the nine months ended September 30, 2020 Balance, beginning of period $ 924,260 $ 731,353 Capitalization of mortgage servicing rights 567,961 1,335,654 Amortization (72,152) (172,440) Loans paid in full (81,294) (153,126) Sales (12,021) (298,007) Recovery/(Impairment) 84,518 (32,162) Balance, end of period $ 1,411,272 $ 1,411,272 The following table summarizes the loan servicing income recognized during the three and nine months ended September 30, 2021 and 2020, respectively (in thousands): For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Contractual servicing fees $ 173,133 $ 69,456 $ 439,386 $ 179,969 Late, ancillary and other fees 1,562 1,047 4,376 2,687 Loan servicing income $ 174,695 $ 70,503 $ 443,762 $ 182,656 The key unobservable inputs used in determining the fair value of the Company’s MSRs were as follows at September 30, 2021 and December 31, 2020, respectively: September 30, December 31, Discount rates 9.0 % — 14.5 % 9.0 % — 14.5 % Annual prepayment speeds 8.2 % — 44.8 % 8.8 % — 42.2 % Cost of servicing $75 — $147 $75 — $126 The hypothetical effect of an adverse change in these key assumptions would result in a decrease in fair values as follows at September 30, 2021 and December 31, 2020, respectively, (in thousands): September 30, December 31, Discount rate: + 10% adverse change – effect on value $ (94,233) $ (56,889) + 20% adverse change – effect on value (182,023) (110,040) Prepayment speeds: + 10% adverse change – effect on value $ (125,012) $ (87,752) + 20% adverse change – effect on value (241,351) (169,230) Cost of servicing: + 10% adverse change – effect on value $ (32,953) $ (21,643) + 20% adverse change – effect on value (65,905) (43,285) These sensitivities are hypothetical and should be used with caution. As the table demonstrates, the Company’s methodology for estimating the fair value of MSRs is highly sensitive to changes in assumptions. For example, actual prepayment experience may differ and any difference may have a material effect on MSR fair value. Changes in fair value resulting from changes in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, in this table, the effect of a variation in a particular assumption of the fair value of the MSRs is calculated without changing any other assumption; in reality, changes in one factor may be associated with changes in another (for example, decreases in market interest rates may indicate higher prepayments; however, this may be partially offset by lower prepayments due to other factors such as a borrower’s diminished opportunity to refinance), which may magnify or counteract the sensitivities. Thus, any measurement of MSR fair value is limited by the conditions existing and assumptions made as of a particular point in time. Those assumptions may not be appropriate if they are applied to a different point in time. |
Other Assets
Other Assets | 9 Months Ended |
Sep. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | OTHER ASSETS The following summarizes other assets (in thousands): September 30, December 31, Prepaid insurance $ 20,569 $ 35,230 Prepaid IT service and maintenance 25,770 19,827 Commitment fees 401 641 Deposits 316 31 Other 8,599 2,260 Total other assets $ 55,655 $ 57,989 |
Warehouse Lines of Credit
Warehouse Lines of Credit | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Warehouse Lines of Credit | WAREHOUSE LINES OF CREDIT The Company had the following warehouse lines of credit with financial institutions as of September 30, 2021 and December 31, 2020, respectively, (in thousands): Warehouse Lines of Credit 1 Expiration Date September 30, December 31, Master Repurchase Agreement ("MRA") Funding: $400 Million 2 6/23/2021 $ — $ 287,073 $2 Billion 2 7/1/2021 — 499,841 $150 Million 2 9/19/2021 — 112,429 $300 Million 11/16/2021 272,308 249,006 $250 Million 12/23/2021 95,943 86,928 $1 Billion 1/10/2022 862,650 769,510 $3.5 Billion 2/23/2022 2,516,316 1,344,851 $500 Million 3/4/2022 379,161 666,891 $150 Million 5/24/2022 129,404 140,237 $200 Million 7/6/2022 186,653 198,705 $400 Million 10/20/2022 309,810 248,947 $1 Billion 4/23/2023 905,118 — $2 Billion 5/26/2023 987,968 1,179 $4 Billion 7/28/2023 2,394,222 1,685,138 $700 Million 8/30/2023 573,280 365,577 $1.5 Billion 9/18/2023 671,432 209,138 Early Funding: $250 Million (ASAP + - see below) No expiration 203,125 75,947 $150 Million (EF - see below) No expiration 560 — All interest rates are variable based on a spread to the one-month LIBOR rate. $ 10,487,950 $ 6,941,397 1 An aggregate of $1.7 billion of these line amounts is committed as of September 30, 2021. 2 This warehouse line of credit agreement expired pursuant to its terms prior to September 30, 2021. We are an approved lender for loan early funding facilities with Fannie Mae through its As Soon As Pooled Plus (“ASAP+”) program and Freddie Mac through its Early Funding (“EF”) program. As an approved lender for these early funding programs, we enter into an agreement to deliver closed and funded one-to-four family residential mortgage loans, each secured by related mortgages and deeds of trust, and receive funding in exchange for such mortgage loans in some cases before the lender has grouped them into pools to be securitized by Fannie Mae or Freddie Mac. All such mortgage loans must adhere to a set of eligibility criteria to be acceptable. As of September 30, 2021, the amount outstanding through the ASAP+ program was approximately $203.1 million and $0.6 million was outstanding under the EF program. In addition to the arrangements with Fannie Mae and Freddie Mac, we are also party to one early funding (or “gestation”) line with a financial institution. Through this arrangement, we enter into agreements to deliver certified pools consisting of mortgage loans securitized by Ginnie Mae, Fannie Mae, and/or Freddie Mac, as applicable, for the gestation line. As with the ASAP+ and EF programs, all mortgage loans under this gestation line must adhere to a set of eligibility criteria. The gestation line has a transaction limit of $150.0 million, and it is an evergreen agreement with no stated termination or expiration date, but can be terminated by either party upon written notice. As of September 30, 2021, no amount was outstanding under this line. As of September 30, 2021, the Company had pledged mortgage loans at fair value as collateral under the above warehouse lines of credit. The above agreements also contain covenants which include certain financial requirements, including maintenance of minimum tangible net worth, minimum liquidity, maximum debt to net worth ratio, and net income, as defined in the agreements. The Company was in compliance with all debt covenants as of September 30, 2021. |
Senior Notes
Senior Notes | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Senior Notes | SENIOR NOTES The following is a summary of the senior unsecured notes issued by the Company (in thousands): Facility Type Maturity Date Interest Rate Outstanding Balance at September 30, 2021 Outstanding Balance at December 31, 2020 2020 Senior unsecured notes (1) 11/15/2025 5.50 % $ 800,000 $ 800,000 2021 Senior unsecured notes (2) 04/15/2029 5.50 % 700,000 — Total Unsecured Senior Notes $ 1,500,000 $ 800,000 Weighted average interest rate 5.50 % 5.50 % (1) Unamortized debt issuance costs and discounts are presented net against the 2020 Senior Notes reducing the amount reported on the condensed consolidated balance sheets by $9.0 million and $10.7 million as of September 30, 2021 and December 31, 2020, respectively. (2) Unamortized debt issuance costs and discounts are presented net against the 2021 Senior Notes reducing the amount reported on the condensed consolidated balance sheets by $6.6 million as of September 30, 2021. On November 3, 2020, the Company's consolidated subsidiary, UWM, issued $800.0 million in aggregate principal amount of senior unsecured notes due November 15, 2025 (the “2020 Senior Notes”). The 2020 Senior Notes accrue interest at a rate of 5.500% per annum. Interest on the 2020 Senior Notes is due semi-annually on May 15 and November 15 of each year, beginning on May 15, 2021. On or after November 15, 2022, the Company may, at its option, redeem the 2020 Senior Notes in whole or in part during the twelve-month period beginning on the following dates at the following redemption prices: November 15, 2022 at 102.750%; November 15, 2023 at 101.375%; or November 15, 2024 until maturity at 100%, of the principal amount of the 2020 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest. Prior to November 15, 2022, the Company may, at its option, redeem up to 40% of the aggregate principal amount of the 2020 Senior Notes originally issued at a redemption price of 105.500% of the principal amount of the 2020 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest with the net proceeds of certain equity offerings. In addition, the Company may, at its option, redeem the 2020 Senior Notes prior to November 15, 2022 at a price equal to 100% of the principal amount redeemed plus a “make-whole” premium, plus accrued and unpaid interest. On April 7, 2021, the Company's consolidated subsidiary, UWM, issued $700.0 million in aggregate principal amount of senior unsecured notes due April 15, 2029 (the “2021 Senior Notes”). The 2021 Senior Notes accrue interest at a rate of 5.500% per annum. Interest on the 2021 Senior Notes is due semi-annually on April 15 and October 15 of each year, beginning on October 15, 2021. On or after April 15, 2024, the Company may, at its option, redeem the 2021 Senior Notes in whole or in part during the twelve-month period beginning on the following dates at the following redemption prices: April 15, 2024 at 102.750%; April 15, 2025 at 101.375%; or April 15, 2026 until maturity at 100%, of the principal amount of the 2021 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest. Prior to April 15, 2024, the Company may, at its option, redeem up to 40% of the aggregate principal amount of the 2021 Senior Notes originally issued at a redemption price of 105.500% of the principal amount of the 2021 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest with the net proceeds of certain equity offerings. In addition, the Company may, at its option, redeem the 2021 Senior Notes prior to April 15, 2024 at a price equal to 100% of the principal amount redeemed plus a “make-whole” premium, plus accrued and unpaid interest. The indentures governing the 2020 and 2021 Senior Notes contain customary terms and restrictions, subject to a number of exceptions and qualifications. We were in compliance with the terms of the indentures as of September 30, 2021. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Representations and Warranties Reserve Loans sold to investors which the Company believes met investor and agency underwriting guidelines at the time of sale may be subject to repurchase in the event of specific default by the borrower or subsequent discovery that underwriting or documentation standards were not explicitly satisfied. The Company may, upon mutual agreement, indemnify the investor against future losses on such loans or be subject to other guaranty requirements and subject to loss. The Company initially records its exposure under such guarantees at estimated fair value upon the sale of the related loan, within accounts payable and accrued expenses, as well as within loan production income, and continues to evaluate its on-going exposures in subsequent periods. The reserve is estimated based on the Company’s assessment of its contingent and non-contingent obligations, including expected losses, expected frequency, the overall potential r emaining exposure, as well as an estimate for a market participant’s potential readiness to stand by to perform on such obligations. The Compan y repurchased $35.4 million and $12.8 million of loans during the three months ended September 30, 2021 and 2020, respectively, and $102.3 million and $37.4 million of loans during the nine months ended September 30, 2021 and 2020, respectively, related to its representations and warranties obligations. The activity of the representations and warranties reserve was as follows (in thousands): For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Balance, beginning of period $ 78,070 $ 53,296 $ 69,542 $ 46,322 Reserve charged to operations 12,601 10,859 34,262 25,574 Losses realized, net (5,985) (1,034) (19,118) (8,775) Balance, end of period $ 84,686 $ 63,121 $ 84,686 $ 63,121 Commitments to Originate Loans |
Variable Interest Entities
Variable Interest Entities | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | VARIABLE INTEREST ENTITIES Upon completion of the business combination transaction described in Note 1, the Company became the managing member of Holdings LLC with 100% of the management and voting power in Holdings LLC. In its capacity as managing member, the Company has the sole authority to make decisions on behalf of Holdings LLC and bind Holdings LLC to signed agreements. Further, Holdings LLC maintains separate capital accounts for its investors as a mechanism for tracking earnings and subsequent distribution rights. Management concluded that the Company is Holdings LLC’s primary beneficiary. As the primary beneficiary, the Company consolidates the results and operations of Holdings LLC for financial reporting purposes under the variable interest consolidation model. The Company's relationship with Holdings LLC results in no recourse to the general credit of the Company. Holdings LLC and its consolidated subsidiaries represents the Company's sole investment. The Company shares in the income and losses of Holdings LLC in direct proportion to the Company's ownership interest. Further, the Company has no contractual requirement to provide financial support to Holdings LLC. The Company's financial position, performance and cash flows effectively represent those of Holdings LLC and its subsidiaries as of and for the three and nine months ended September 30, 2021. The Company occasionally sells mortgage loans that it originates through private label securitization transactions. In executing these transactions, the Company sells mortgage loans to a securitization trust for cash and, in some cases, retained interests in the trust. The securitization entities are funded through the issuance of beneficial interests in the securitized assets. The beneficial interests take the form of trust certificates, some of which are sold to investors and some of which may be retained by the Company due to regulatory requirements. The Company has elected the fair value option for subsequently measuring the retained beneficial interests in the securitization trusts, and these investments are presented as “investment securities at fair value, pledged” in the condensed consolidated balance sheet as of September 30, 2021. The Company also retains the servicing rights on the securitized mortgage loans. The Company has accounted for these transactions as sales of financial assets. The securitization trusts that purchase the mortgage loans from the Company and securitize those mortgage loans are variable interest entities (VIEs), and the Company holds variable interests in certain of these entities. Because the Company does not have the obligation to absorb the VIEs’ losses or the right to receive benefits from the VIEs’ that could potentially be significant to the VIEs, the Company is not the primary beneficiary of these securitization trusts and is not required to consolidate these VIEs. The Company separately entered into sale and repurchase agreements for a portion of the retained beneficial interests in the securitization trusts, which have been accounted for as borrowings against investment securities. As of September 30, 2021, $40.7 million of the $$41.8 million of investment securities at fair value have been pledged as collateral for these borrowings against investment securities. |
Non-controlling Interests
Non-controlling Interests | 9 Months Ended |
Sep. 30, 2021 | |
Noncontrolling Interest [Abstract] | |
Non-controlling Interests | NON-CONTROLLING INTERESTS The non-controlling interest balance represents the economic interest in Holdings LLC held by SFS Corp. The following table summarizes the ownership of units in Holdings LLC as of September 30, 2021: Common Units Ownership Percentage UWM Holdings Corporation ownership of Class A Common Units 100,367,478 6.26 % SFS Corp. ownership of Class B Common Units 1,502,069,787 93.74 % Balance at end of period 1,602,437,265 100.00 % The non-controlling interest holders have the right to exchange Class B Common Units, together with a corresponding number of shares of our Class D common stock or Class C common stock (together referred to as “Stapled Interests”), for, at the Company's option, (i) shares of the Company's Class B common stock or Class A common stock or (ii) cash from a substantially concurrent public offering or private sale (based on the price of the Company's Class A common stock). As such, future exchanges of Stapled Interests by non-controlling interest holders will result in a change in ownership and reduce or increase the amount recorded as non-controlling interest and increase or decrease additional paid-in-capital or retained earnings when Holdings LLC has positive or negative net assets, respectively. As of September 30, 2021, SFS Corp. has not exchanged any Stapled Interests. |
Regulatory Net Worth Requiremen
Regulatory Net Worth Requirements | 9 Months Ended |
Sep. 30, 2021 | |
Mortgage Banking [Abstract] | |
Regulatory Net Worth Requirements | REGULATORY NET WORTH REQUIREMENTS Certain secondary market agencies and state regulators require UWM to maintain minimum net worth and capital requirements to remain in good standing with the agencies. Noncompliance with an agency’s requirements can result in such agency taking various remedial actions up to and including terminating UWM’s ability to sell loans to and service loans on behalf of the respective agency. In accordance with the regulatory requirements of HUD, governing non-supervised, direct endorsement mortgagees, UWM is required to maintain a minimum net worth (as defined by HUD) of $2.5 million. At September 30, 2021, UWM exceeded the regulatory net worth requirement and had a net worth (as defined by HUD) of $3.1 billion. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is defined under U.S. GAAP as the price that would be received if an asset were sold or the price that would be paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. Required disclosures include classification of fair value measurements within a three-level hierarchy (Level 1, Level 2 and Level 3). Classification of a fair value measurement within the hierarchy is dependent on the classification and significance of the inputs used to determine the fair value measurement. Observable inputs are those that are observed, implied from, or corroborated with externally available market information. Unobservable inputs represent the Company’s estimates of market participants’ assumptions. Fair value measurements are classified in the following manner: Level 1 —Valuation is based on quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2 —Valuation is based on either observable prices for identical assets or liabilities in inactive markets, observable prices for similar assets or liabilities, or other inputs that are derived directly from, or through correlation to, observable market data at the measurement date. Level 3 —Valuation is based on the Company’s or others’ models using significant unobservable assumptions at the measurement date that a market participant would use. In determining fair value measurements, the Company uses observable inputs whenever possible. The level of a fair value m easurement within the hierarchy is dependent on the lowest level of input that has a significant impact on the measurement as a whole. If quoted market prices are available at the measurement date or are available for similar instruments, such prices are used in the measurements. If observable market data is not available at the measurement date, judgment is required to measure fair value. The following is a description of measurement techniques for items recorded at fair value on a recurring basis. There were no material items recorded at fair value on a nonrecurring basis as of September 30, 2021 or December 31, 2020. Mortgage loans at fair value : The Company has elected the fair value option for mortgage loans. Accordingly, the fair values of mortgage loans are based on valuation models that use the market price for similar loans sold in the secondary market. As these prices are derived from market observable inputs, they are categorized as Level 2. IRLCs : The Company's interest rate lock commitments are derivative instruments that are recorded at fair value based on valuation models that use the market price for similar loans sold in the secondary market. The interest rate lock commitments are then subject to an estimated loan funding probability, or “pullthrough rate”. Given the significant and unobservable nature of the pullthrough rate assumption, IRLCs are classified as Level 3. MSRs : The fair value of MSRs is determined using a valuation model that calculates the present value of estimated future net servicing fee income. The model includes estimates of prepayment speeds, discount rate, cost to service, float earnings, contractual servicing fee income, and ancillary income and late fees, among others. These estimates are supported by market and economic data collected from various outside sources. These fair value measurements are classified as Level 3. FLSCs : The Company enters into forward loan sales commitments to sell certain mortgage loans which are recorded at fair value based on valuation models. The Company’s expectation of the amount of its interest rate lock commitments that will ultimately close is a factor in determining the position. The valuation models utilize the fair value of related mortgage loans determined using observable market data and therefore the commitments are categorized as Level 2. Investment securities : The Company occasionally sells mortgage loans that it originates through private label securitization transactions. In executing these securitizations, the Company sells mortgage loans to a securitization trust for cash and, in some cases, retained interests in the trust due to regulatory requirements. The Company has elected the fair value option for subsequently measuring the retained beneficial interests in the securitization trusts. The fair value of these investment securities is primarily based on observable market data and therefore categorized as Level 2. Public and Private Warrants : The fair value of Public Warrants is based on the price of trades of these securities in active markets and therefore categorized as Level 1. The fair value of the Private Warrants is based on observable market data and therefore categorized as Level 2. Financial Instruments - Assets and Liabilities Measured at Fair Value on a Recurring Basis The following are the major categories of financial assets and liabilities measured at fair value on a recurring basis (in thousands): September 30, 2021 Description Level 1 Level 2 Level 3 Total Assets: Mortgage loans at fair value $ — $ 11,736,642 $ — $ 11,736,642 IRLCs — — 14,476 14,476 FLSCs — 129,331 — 129,331 Investment securities at fair value, pledged — 41,809 — 41,809 Mortgage servicing rights — — 2,900,310 2,900,310 Total assets $ — $ 11,907,782 $ 2,914,786 $ 14,822,568 Liabilities: IRLCs $ — $ — $ 50,510 $ 50,510 FLSCs — 10,924 — 10,924 Public and Private Warrants 10,307 4,310 — 14,617 Total liabilities $ 10,307 $ 15,234 $ 50,510 $ 76,051 December 31, 2020 Description Level 1 Level 2 Level 3 Total Assets: Mortgage loans at fair value $ — $ 7,916,515 $ — $ 7,916,515 IRLCs — — 60,248 60,248 FLSCs — 824 — 824 Total assets $ — $ 7,917,339 $ 60,248 $ 7,977,587 Liabilities: IRLCs $ — $ — $ 670 $ 670 FLSCs — 65,567 — 65,567 Total liabilities $ — $ 65,567 $ 670 $ 66,237 The following table present quantitative information about the inputs used in recurring Level 3 fair value financial instruments and the fair value measurements for IRLCs: Unobservable Input - IRLCs September 30, 2021 December 31, 2020 Pullthrough rate (weighted avg) 88 % 92 % Refer to Note 5 - Mortgage Servicing Rights for further information on the unobservable inputs used in measuring the fair value of the Company’s MSRs and for the roll-forward of MSRs for the three and nine months ended September 30, 2021. Level 3 Issuances and Transfers The Company issues IRLCs which are considered derivatives. If the contract converts to a loan, the implied value, which is solely based upon interest rate changes, is incorporated in the basis of the fair value of the loan. If the IRLC does not convert to a loan, the basis is reduced to zero as the contract has no continuing value. The Company does not track the basis of the individual IRLCs that convert to a loan, as that amount has no relevance to the presented consolidated financial statements. Other Financial Instruments The following table presents the carrying amounts and estimated fair value of the Company's financial liabilities that are not measured at fair value on a recurring or nonrecurring basis (in thousands). September 30, 2021 December 31, 2020 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 2020 Senior Notes, due 11/15/25 $ 790,966 $ 810,200 $ 789,323 $ 841,300 2021 Senior Notes, due 4/15/29 693,404 682,668 — — The fair value of the 2020 and 2021 Senior Notes was estimated using Level 2 inputs, including observable trading information in inactive markets. Due to their nature and respective terms (including the variable interest rates on warehouse and operating lines of credit and borrowings against investment securities) , the carrying value of cash and cash equivalents, receivables, payables, notes payable, borrowings against investment securities and warehouse and operating lines of credit approximate their fair value as of September 30, 2021 and December 31, 2020, respectively. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS The Company has engaged in the following significant related party transactions in the three and nine months ended September 30, 2021 and 2020: • The Company’s corporate campus is located in buildings and on land that are owned by entities controlled by the Company’s founder and its CEO and leased by the Company from these entities. The Company also makes leasehold improvements to these properties for the benefit of the Company, for which the Company is responsible pursuant to the terms of the lease agreements; • Legal services are provided to the Company by a law firm in which the Company’s founder is a partner; • The Company leases two aircraft owned by entities controlled by the Company’s CEO to facilitate travel of Company executives for business purposes; • Home appraisal contracting and review services are provided by home appraisal management companies partially owned by the Company’s CEO (prior to March 31, 2021) and his brother; an executive of the Company and a member of the board of directors of UWM Holdings Corporation was also on the board of directors of one of these home appraisal management companies. Each agreement with the home appraisal management companies is for an initial twelve-month term which automatically renews for successive twelve month periods unless sooner terminated by the Company upon prior notice. Additionally, each such agreement is on substantially similar terms and conditions, including with regard to pricing, as the Company's other agreements for such services. The CEO's interest was disposed of as of March 31, 2021. • Employee lease agreements, pursuant to which the Company’s team members provide certain administrative services to entities controlled by the Company’s founder and its CEO in exchange for fees paid by these entities to the Company. For the three months ended September 30, 2021 and 2020, the Company incurred approximately $3.6 million and $4.6 million, respectively, in operating expenses with various companies related through common ownership. The Company incurred expenses of approximately $3.3 million in rent and other occupancy related expenses, $0.2 million in legal fees and $0.1 million in other general and administrative expenses for the three months ended September 30, 2021. The Company incurred expenses of approximately $3.8 million in rent and other occupancy related expenses, $0.2 million in legal fees, $0.1 million primarily related to direct origination costs and $0.5 million in other general and administrative expenses for the three months ended September 30, 2020. For the nine months ended September 30, 2021 and 2020, the Company incurred approximately $12.1 million and $11.3 million, respectively, in operating expenses with various companies related through common ownership. The Company incurred expenses of approximately $11.0 million in rent and other occupancy related expenses, $0.5 million in legal fees, $0.1 million primarily related to direct origination costs and $0.5 million in other general and administrative expenses for the nine months ended September 30, 2021. The Company incurred expenses of approximately $10.0 million in rent and other occupancy related expenses, $0.5 million in legal fees, $0.3 million primarily related to direct origination costs and $0.5 million in other general and administrative expenses for the nine months ended September 30, 2020. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXESThe Company’s income tax expense varies from the expense that would be expected based on statutory rates due principally to its organizational structure, under which the net income attributable to the non-controlling interest is not subject to tax. Prior to the completion of the transaction contemplated by the Business Combination Agreement, UWM was wholly-owned by SFS Corp. which elected S Corporation status for federal income tax purposes. When owned by SFS Corp., UWM was treated as a disregarded entity for federal, and most applicable state and local income tax purposes. The shareholders of SFS Corp., as shareholders of an S Corporation, are responsible for the federal and most applicable state and local income tax liabilities. A provision for state income taxes is required for certain jurisdictions where UWM is taxed as a C Corporation. Following the closing of the Business Combination Agreement, UWM is treated as single member LLC owned by Holdings LLC. As a single member LLC, all taxable income or loss generated by UWM will pass through and be included in the income or loss of Holdings LLC. As a partnership, Holdings LLC is not subject to U.S. federal or most state and local incomes taxes. Any taxable income or loss generated by Holdings LLC after the Company’s acquisition of its portion of Holdings LLC is passed through and included in the taxable income or loss of its members, including the Company, in accordance with the terms of the Holdings LLC Agreement. The Company is a C Corporation and is subject to U.S. federal, state and local income taxes with respect to its attributable share of any taxable income of Holdings LLC. The tax provision for interim periods is determined using an estimate of the Company’s annual effective tax rate, adjusted for discrete items, if any, that arise during the period. Each quarter, the Company updates its estimate of its annual effective tax rate, and if the estimated annual effective tax rate changes, the Company makes a cumulative adjustment in such period. The quarterly tax provision and estimate of the Company’s annual effective tax rate are subject to variation due to several factors including variability in pre-tax income (or loss), the mix of jurisdictions to which such income relates, changes in how the Company conducts business, and tax law developments. For the three and nine months ended September 30, 2021 the Compa ny’s effective tax rate was 1.04% and 1.32%, respectively. The variations between the Company’s effective tax rate and the U.S. statutory rate are primarily due to the portion (approximately 94%) of the Company’s earnings attributable to non-controlling interests, and the fact that the Company's interest in Holdings LLC was acquired as part of the business combination transaction on January 21, 2021. The effective tax rate calculation for the year to date includes income only from January 21, 2021 to September 30, 2021, which represents the period in which the Company had an ownership interest in Holdings LLC. The Company recognizes deferred tax assets to the extent it believes these assets are more-likely-than-not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations . The Company recognizes uncertain income tax positions when it is not more-likely-than-not a tax position will be sustained upon examination. As of September 30, 2021, the Company has not recognized any uncertain tax positions. The Company accrues interest and penalties related to uncertain tax positions as a component of the income tax provision. No interest or penalties were recognized in i ncome tax expense for the three and nine months ended September 30, 2021. The Company may be subject to potential examination by U.S. federal or state jurisdiction authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income amounts in various tax jurisdictions and compliance with U.S. federal or state tax laws. Both 2019 and 2020 remain open under applicable statute of limitations with relevant taxing authorities. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION Pursuant to the 2020 Plan, the Company reserved a total of 80,000,000 shares of common stock for issuance of stock-based compensation awards. There are currently only RSUs granted under the 2020 Plan, which were granted at the beginning of second quarter 2021 to all team members that were active employees as of January 21, 2021. In addition, the Company granted shares to non-employee directors that were fully vested upon grant. The following is a summary of RSU activity for the three and nine months ended September 30, 2021. For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Unvested - beginning of period 3,076,335 $ 7.75 — $ — Granted — 7.75 3,193,510 7.75 Vested 1 (720) 7.75 (5,890) 7.75 Forfeited (160,200) 7.75 (272,205) 7.75 Unvested - end of period 2,915,415 2,915,415 1 Compris ed of 4,000 shares granted to non-employee members of the board of directors that immeditately vested on the date of grant, and 1,890 RSUs th at vested in 2021 pursuant to the terms of the 2020 Plan. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE As of September 30, 2021, the Company had two classes of economic shares authorized - Class A and Class B common stock. The Company applies the two-class method for calculating earnings per share for Class A common stock and Class B common stock. In applying the two-class method, the Company allocates undistributed earnings equally on a per share basis between Class A and Class B common stock. According to the Company’s certificate of incorporation, the holders of the Class A and Class B common stock are entitled to participate in earnings equally on a per-share basis, as if all shares of common stock were of a single class, and in such dividends as may be declared by the board of directors. RSUs awarded as part of the Company’s stock compensation plan are included in weighted-average Class A shares outstanding in the calculation of basic earnings per share once the RSUs are vested and shares are issued. Basic earnings per share of Class A common stock and Class B common stock is computed by dividing net income by the weighted-average number of shares of Class A common stock and Class B common stock outstanding during the period. Diluted earnings per share of Class A common stock and Class B common stock is computed by dividing net income by the weighted-average number of shares of Class A common stock or Class B common stock, respectively, outstanding adjusted to give effect to potentially dilutive securities. See Note 11, Non-Controlling Interests for a description of the Stapled Interests. Refer to Note 1 - Organization, Basis of Presentation and Summary of Significant Accounting Policies - for additional information related to the Company's capital structure. Prior to the business combination transaction with the Company, UWM's ownership structure included equity interests held solely by SFS Corp. The Company analyzed the calculation of earnings per unit for periods prior to the business combination transaction and determined that it resulted in values that would not be meaningful to the users of these condensed consolidated financial statements. Therefore, earnings per share information has not been presented for the three and nine months ended September 30, 2020. The basic and diluted earnings per share period for the nine months ended September 30, 2021 represents only the period from January 21, 2021 to September 30, 2021, which represents the period in which the Company had outstanding Class A common stock. There was no Class B common stock outstanding as of September 30, 2021. The following table sets for the calculation of the basic and diluted earnings per share for the periods following the business combination transaction for the Company's Class A common stock (in thousands, except shares and per share amounts): For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Net income $ 329,857 $ 1,328,574 Net income attributable to non-controlling interests 304,611 1,247,079 Net income attributable to UWMC 25,246 81,495 Numerator: Net income attributable to Class A common shareholders $ 25,246 $ 81,495 Net income attributable to Class A common shareholders - diluted $ 254,701 $ 887,166 Denominator: Weighted average shares of Class A common stock outstanding - basic 101,106,023 102,247,594 Weighted average shares of Class A common stock outstanding - diluted 1,603,710,511 1,604,567,758 Earnings per share of Class A common stock outstanding - basic $ 0.25 $ 0.80 Earnings per share of Class A common stock outstanding - diluted $ 0.16 $ 0.55 For purposes of calculating diluted earnings per share, it was assumed that all Class D common stock was exchanged for Class B common stock and converted to Class A common stock under the if-converted method, and it was determined that the conversion would be dilutive. Under the if-converted method, all of the Compa ny's net income for the period from January 21, 2021 through September 30, 2021 is attributable to Class A common shareholders. The net income under the if-converted method is tax effected using a blended statutory rate. The Public and Private Warrants were not in the money and the triggering events for the issuance of earn-out shares were not met during either of the three-month or nine-month periods ended September 30, 2021. Therefore, these potentially dilutive securities were excluded from the computation of diluted earnings per share. Unvested RSUs have been included in the calculations of diluted earnings per share for the three and nine month periods ended September 30, 2021 using the treasury stock method and the impact was immaterial. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Subsequent to September 30, 2021, the Board declared a cash dividend of $0.10 per share on the outstanding shares of Class A common stock. The dividend is payable on January 6, 2022 to stockholders of record at the close of business on December 10, 2021. Subsequent to September 30, 2021, the Company entered into an amendment to a property lease with one of the related party entities to lease additional space in this building as part of an expansion of the Company's corporate campus. This amendment requires the Company to make lease payments of approximately $25.2 million (undiscounted) through the remaining initial term of the lease (through 2034), including a $3.7 million reimbursement to the landlord for termination fees and moving costs paid to a former tenant to induce this tenant to vacate the space early. |
Organization, Basis of Presen_2
Organization, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization UWM Holdings Corporation, through its consolidated subsidiaries (collectively, the "Company"), engages in the origination, sale and servicing of residential mortgage loans. The Company is based in Michigan but originates and services loans throughout the United States. The Company is approved as a Title II, non-supervised direct endorsement mortgagee with the United States Department of Housing and Urban Development (or “HUD”). In addition, the Company is an approved issuer with the Government National Mortgage Association (or “Ginnie Mae”), as well as an approved seller and servicer with the Federal National Mortgage Association (or “Fannie Mae”) and the Federal Home Loan Mortgage Corporation (or “Freddie Mac”). The Company (f/k/a Gores Holdings IV, Inc.) was incorporated in Delaware on June 12, 2019. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. On September 22, 2020, the Company entered into a Business Combination Agreement (the "Business Combination Agreement") by and among the Company, SFS Holding Corp., a Michigan corporation (“SFS Corp.”), United Wholesale Mortgage, LLC, a Michigan limited liability company (“UWM”), and UWM Holdings, LLC, a newly formed Delaware limited liability company (“Holdings LLC” and, together with UWM, the “UWM Entities.”). The business combination with the UWM Entities closed on January 21, 2021. Prior to the closing of the business combination with the UWM Entities, SFS Corp. was the sole member of UWM, which had one unit authorized, issued and outstanding. On January 21, 2021, SFS Corp. contributed its equity interest in UWM to Holdings LLC and adopted the Amended and Restated Operating Agreement to admit Holdings LLC as UWM's sole member and its manager. Upon completion of the business combination transaction, (i) Holdings LLC issued approximately 6% of its units (Class A Common Units) to the Company, (ii) SFS Corp. retained approximately 94% of the units (Class B Common Units) in Holdings LLC and accordingly retained approximately 94% of the economic ownership interest of the combined company and (iii) Holdings LLC became a consolidated subsidiary of the Company, as the Company is the sole managing member of Holdings LLC. The economic interest in Holdings LLC owned by SFS Corp. is presented as a non-controlling interest in these condensed consolidated financial statements (see Note 11 - Non-Controlling Interests ). Following the consummation of the transactions contemplated by the Business Combination Agreement, the Company is organized in an “Up-C” structure in which UWM (the operating subsidiary) is held directly by Holdings LLC and the Company’s only material direct asset consists of Class A Common Units in Holdings LLC. The Company's current capital structure authorizes Class A common stock, Class B common stock, Class C common stock and Class D common stock. The Class A common stock and Class C common stock each provide holders with one vote on all matters submitted to a vote of stockholders, and the Class B common stock and Class D common stock each provide holders with 10 votes on all matters submitted to a vote of stockholders. The holders of Class C common stock and Class D common stock do not have any of the economic rights (including rights to dividends and distributions upon liquidation) provided to holders of Class A common stock and Class B common stock. Immediately following the business combination transaction, there were 103,104,205 shares of Class A common stock outstanding, and 1,502,069,787 shares of non-economic Class D common stock outstanding (all of which were held by SFS Corp.), and no shares of Class B or Class C common stock outstanding. Each Holdings LLC Class B Common Unit held by SFS Corp. may be exchanged, along with its stapled share of Class D common stock, for either, at the option of the Company, (a) cash or (b) one share of the Company’s Class B common stock (See Note 11 - Non-Controlling Interests) . Each share of Class B Stock is convertible into one share of Class A Stock upon the transfer or assignment of such share from SFS Corp. to a non-affiliated third-party. Pursuant to the Business Combination Agreement, SFS Corp. is entitled to receive an aggregate of up to 90,761,687 earn-out shares in the form of Class B Common Units in Holdings LLC and Class D common shares upon attainment of certain price targets. There are four different triggering events that affect the number of earn-out shares that will be issued based upon the per share price of Class A common stock ranging from $13.00 to $19.00 per share. The Company accounts for the potential earn-out shares as a component of stockholders’ equity in accordance with the applicable guidance in U.S. GAAP. See Note 17 - Earnings Per Share. |
Dividend Policy | Dividend Policy In connection with its decision to declare a dividend on its Class A stock, the Company's Board of Directors (the "Board"), in its capacity as the Manager of Holdings LLC, under the Holdings LLC Second Amended and Restated Operating Agreement, can determine whether to (a) make distributions from Holdings LLC to only the Company, as the owner of the Class A Units of Holdings LLC with the proportional amount due to SFS Corp. as the owner of the Class B Units of Holdings LLC, being distributed upon the sooner to occur of (i) the Board making a determination to do so or (ii) the date on which Class B Units of Holdings LLC are converted into shares of Class B common stock of the Company or (b) make proportional and simultaneous distributions from Holdings LLC to both the Company, as the owner of the Class A Units of Holdings LLC and to SFS Corp. as the owner of the Class B Units of Holdings LLC. On August 16, 2021, the Board declared a quarterly dividend of $0.10 per share on the outstanding shares of our Class A common stock (the "Q3 Dividend"). On September 9, 2021, the Board determined that it would make distributions from Holdings LLC for the Q3 Dividend to only the Company. The Q3 Dividend was paid on October 6, 2021 to stockholders of record of the Class A common stock at the close of business on September 10, 2021. The Q3 proportional distribution for SFS Corp. that has yet to be paid is $150.2 million. As of September 30, 2021 |
Basis of Presentation | Basis of Presentation and Consolidation The business combination transaction was accounted for as a reverse recapitalization in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") as UWM was determined to be the accounting acquirer, primarily due to the fact that SFS Corp. continues to control the Company through its ownership of the Class D common stock. Under this method of accounting, while the Company was the legal acquirer, it was treated as the acquired company for financial reporting purposes. Accordingly, the business combination transaction was treated as the equivalent of UWM issuing stock for the net assets of the Company, accompanied by a recapitalization, with the net assets of the Company stated at historical cost, with no goodwill or other intangible assets recorded. The net proceeds received from Gores Holdings IV, Inc. in the business combination transaction approximated $895.1 million, and the Company incurred approximately $16.0 million in costs related to the transaction which were charged to stockholders' equity upon the closing of the transaction. As part of the business combination transaction, the Company assumed the liability related to the Public and Private Warrants (described below) of $45.6 million. During the period from January 21, 2021 to September 30, 2021, the fair value of the Public and Private Warrants decreased to $14.6 million, resulting in other income of $30.9 million for the nine month period ended September 30, 2021. The Company’s financial statement presentation included in these condensed consolidated financial statements include the condensed consolidated financial statements of UWM and its subsidiaries for periods prior to the completion of the business combination transaction with the UWM Entities and of the Company for periods from and after the business combination transaction. Our condensed consolidated financial statements are unaudited and presented in U.S. dollars. They have been prepared in accordance with U.S. GAAP pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In our opinion, these condensed consolidated financial statements include all normal and recurring adjustments considered necessary for a fair statement of our results of operations, financial position, and cash flows for the periods presented. However, our results of operations for any interim period are not necessarily indicative of the results that may be expected for a full fiscal year or for any other future period. |
Consolidation | Basis of Presentation and Consolidation The business combination transaction was accounted for as a reverse recapitalization in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") as UWM was determined to be the accounting acquirer, primarily due to the fact that SFS Corp. continues to control the Company through its ownership of the Class D common stock. Under this method of accounting, while the Company was the legal acquirer, it was treated as the acquired company for financial reporting purposes. Accordingly, the business combination transaction was treated as the equivalent of UWM issuing stock for the net assets of the Company, accompanied by a recapitalization, with the net assets of the Company stated at historical cost, with no goodwill or other intangible assets recorded. The net proceeds received from Gores Holdings IV, Inc. in the business combination transaction approximated $895.1 million, and the Company incurred approximately $16.0 million in costs related to the transaction which were charged to stockholders' equity upon the closing of the transaction. As part of the business combination transaction, the Company assumed the liability related to the Public and Private Warrants (described below) of $45.6 million. During the period from January 21, 2021 to September 30, 2021, the fair value of the Public and Private Warrants decreased to $14.6 million, resulting in other income of $30.9 million for the nine month period ended September 30, 2021. The Company’s financial statement presentation included in these condensed consolidated financial statements include the condensed consolidated financial statements of UWM and its subsidiaries for periods prior to the completion of the business combination transaction with the UWM Entities and of the Company for periods from and after the business combination transaction. Our condensed consolidated financial statements are unaudited and presented in U.S. dollars. They have been prepared in accordance with U.S. GAAP pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In our opinion, these condensed consolidated financial statements include all normal and recurring adjustments considered necessary for a fair statement of our results of operations, financial position, and cash flows for the periods presented. However, our results of operations for any interim period are not necessarily indicative of the results that may be expected for a full fiscal year or for any other future period. |
Use of Estimates | Use of EstimatesThe preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Mortgage Servicing Rights | Mortgage Servicing RightsOn January 1, 2021, the Company adopted the fair value method to measure its servicing assets and liabilities for all current classes of servicing assets and liabilities subsequent to initial recognition. Management believes that the fair value method more directly reports the current expected benefits and obligations of the Company's servicing rights. The adoption of the fair value method for a particular class of servicing assets is irrevocable. Prior to January 1, 2021, the Company measured its servicing assets and liabilities after initial recognition using the amortized cost method. This change in accounting resulted in a $3.4 million increase to retained earnings and the mortgage servicing rights (MSR) asset as of January 1, 2021. Subsequent to the adoption of the fair value method of accounting for MSRs, changes in fair value of MSRs are reported as a component of "Total revenue, net" within the condensed consolidated statements of operations. Prior to the adoption of the fair value method, MSRs were amortized in proportion to the estimated future net servicing revenue, and periodically evaluated for impairment. For this purpose, the Company stratified its MSRs based on the interest rate of the underlying loans. The Company recorded a valuation allowance when the fair value of the mortgage servicing asset strata was less than its amortized book value. Valuation allowances were recorded as a temporary impairment to the affected strata effectively reducing recorded MSRs and incurring a charge to operations. When a mortgage prepaid, the Company permanently reduced the associated MSR in the period of prepayment with a charge to operations. Under both the fair value and amortization accounting methods, the fair value of MSRs is estimated with the assistance of a third party broker based upon a valuation model that calculates the estimated present value of future cash flows. The valuation model incorporates market estimates of prepayment speeds, discount rates, cost to service, float value, ancillary income, inflation, and delinquency and default rates. |
Income Taxes and Tax Receivable Agreement | Income Taxes Our income tax expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits reflect management’s best assessment of estimated current and future taxes to be paid. We are subject to income taxes in the United States and various state and local jurisdictions. The tax laws are often complex and may be subject to different interpretations. To determine the financial statement impact of accounting for income taxes, the Company must make assumptions and judgements about how to interpret and apply complex tax laws to numerous transactions and business events, as well as make judgements regarding the timing of when certain items may affect taxable income. In calculating the provision for income taxes, we apply an estimated annual effective tax rate to year-to-date ordinary income. At the end of each interim period, we estimate the effective tax rate expected to be applicable for the full fiscal year. Tax-effects of significant, unusual or infrequently occurring items are excluded from the estimated annual effective tax rate calculation and recognized in the interim period in which they occur. Tax Receivable Agreement |
Related Party Transactions | Related Party Transactions The Company enters into various transactions with related parties. See Note 14 – Related Party Transactions for additional information. |
Public and Private Warrants | Public and Private Warrants As part of Gores Holdings IV, Inc.'s initial public offering ("IPO") in January 2020, Gores Holdings IV, Inc. issued to third party investors 42.5 million units, consisting of one share of Class A common stock of Gores Holdings IV, Inc. and one-fourth of one warrant, at a price of $10.00 per unit. Each whole warrant entitles the holder to purchase one share of Class A common stock at an exercise price of $11.50 per share (the “Public Warrants”). Simultaneously with the closing of the IPO, Gores Holdings IV, Inc. completed the private sale of 5.25 million warrants to Gores Holdings IV, Inc.'s sponsor at a purchase price of $2.00 per warrant (the “Private Warrants”). Each Private Warrant allows the sponsor to purchase one share of Class A common stock at $11.50 per share. Upon closing of the business combination transaction, the Company had 10,624,987 Public Warrants and 5,250,000 Private Warrants outstanding. The Private Warrants and the shares of common stock issuable upon the exercise of the Private Warrants were not transferable, assignable or salable until after the completion of the business combination, subject to certain limited exceptions. Additionally, the Private Warrants are exercisable for cash or on a cashless basis, at the holder’s option, and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. The Company evaluated the Public and Private Warrants under applicable U.S. GAAP and concluded that they do not meet the criteria to be classified in stockholders’ equity due to certain terms of the warrants. Since the Public and Private Warrants meet the definition of derivatives, the Company recorded these warrants as liabilities on the balance sheet at fair value upon the closing of the business combination transaction and as of September 30, 2021 (recorded within "Accounts payable and accrued expenses"), with the change in their respective fair values recognized in the condensed consolidated statement of operations (recorded within "Other income/expense") for the period ended September 30, 2021. |
Loans Eligible for Repurchase from Ginnie Mae | Loans Eligible for Repurchase from Ginnie MaeWhen the Company has the unilateral right to repurchase Ginnie Mae pool loans it has previously sold (generally loans that are more than 90 days past due) and the call option results in a more than trivial benefit to the Company, the previously sold assets are required to be re-recognized on the consolidated balance sheets. The recognition of previously sold loans does not impact the accounting for the previously recognized MSRs. |
Stock-Based Compensation | Stock-Based Compensation Effective upon the closing of the business combination transaction, the Company adopted the UWM Holdings Corporation 2020 Omnibus Incentive Plan (the “2020 Plan”) which was approved by stockholders on January 20, 2021. The 2020 Plan allows for the grant of stock options, restricted stock, restricted stock units (“RSUs”), and stock appreciation rights. The Company's Compensation Committee approved, effective April 2, 2021, the issuance of 3.2 million restricted stock units to the Company's team members. The restricted stock units had a grant date fair value of approximately $25.2 million. The restricted stock units vest over three years, 33% on each of February 1, 2022 and 2023 and 34% on February 1, 2024. In addition, the Compensation Committee approved the issuance of 1,000 RSUs to each of the Company's four non-employee directors which were fully vested upon issuance. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-4, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which was subsequently amended by ASU No. 2021-1, Reference Rate Reform (Topic 848): Scope , which was issued in January 2021. This guidance provides practical expedients to address existing guidance on contract modifications due to the expected market transition from the London Inter-bank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates, such as the Secured Overnight Financing Rate. The ASU was effective upon issuance on a prospective basis beginning January 1, 2020 and the Company may elect certain practical expedients as reference rate activities occur. The Company will evaluate its debt and other applicable contracts that are modified in the future to ensure they are eligible for modification relief and apply the practical expedients as needed. The Company does not anticipate this will have a material impact on our condensed consolidated financial statements and related disclosures. In October 2020, the FASB issued ASU No. 2020-10, Codification Improvements , which is intended to clarify or correct the unintended application of the Codification of accounting guidance for a wide variety of topics. The Company |
Mortgage Loans at Fair Value (T
Mortgage Loans at Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Receivables [Abstract] | |
Summary of Reconciliation of Changes in Mortgage Loans at Fair Value | The table below includes the estimated fair value and unpaid principal balance (“UPB”) of mortgage loans that have contractual principal amounts and for which the Company has elected the fair value option. The fair value option has been elected for mortgage loans, as this accounting treatment best reflects the economic consequences of the Company’s mortgage origination and related hedging and risk management activities. The difference between the UPB and estimated fair value is made up of the premiums paid on mortgage loans, as well as the fair value adjustment as of the balance sheet date. The change in fair value adjustment is recorded in the “Loan production income” line item of the condensed consolidated statements of operations. (In thousands) September 30, December 31, Mortgage loans, unpaid principal balance $ 11,568,222 $ 7,620,014 Premiums paid on mortgage loans 153,628 101,949 Fair value adjustment 14,792 194,552 Mortgage loans at fair value $ 11,736,642 $ 7,916,515 |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The notional amounts and fair values of derivative financial instruments not designated as hedging instruments were as follows (in thousands): September 30, 2021 December 31, 2020 Fair value Fair value Derivative Derivative Notional Derivative Derivative Notional IRLCs $ 14,476 $ 50,510 $ 16,908,591 (a) $ 60,248 $ 670 $ 10,594,329 (a) FLSCs 129,331 10,924 27,265,436 824 65,567 16,602,739 Total $ 143,807 $ 61,434 $ 61,072 $ 66,237 (a) Adjusted for pullthrough rates of 88% and 92%, respectively. |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | The following summarizes accounts receivable, net (in thousands): September 30, December 31, Servicing fees $ 91,231 $ 55,838 Investor receivables 63,049 89,881 Servicing advances 61,602 60,053 Pair-offs receivable 40,207 438 Receivables from sale of servicing 38,879 10,597 Due from title companies 37,144 33,663 Warehouse bank receivable 17,859 3,642 Other receivables 128 28 Provision for current expected credit losses (10,071) (540) Total Accounts Receivable, Net $ 340,028 $ 253,600 |
Mortgage Servicing Rights (Tabl
Mortgage Servicing Rights (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Transfers and Servicing [Abstract] | |
Summary of Mortgage Servicing Rights | The following table summarizes changes in the MSR assets for the three and nine months ended September 30, 2021 (in thousands): For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Balance, at December 31, 2020 under amortization method $ 1,756,864 Cumulative effect of adopting fair value method 3,440 Fair value, beginning of period $ 2,662,556 $ 1,760,304 Capitalization of mortgage servicing rights 663,246 1,843,861 MSR sales (269,925) (269,925) Changes in fair value: Due to changes in valuation inputs or assumptions 61,477 221,244 Due to collection/realization of cash flows/other (217,044) (655,174) Fair value, end of period $ 2,900,310 $ 2,900,310 The following is a summary of the components of change in fair value of servicing rights as reported in the condensed consolidated statements of operations: For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Changes in fair value: Due to changes in valuation model or assumptions $ 61,477 $ 221,244 Due to collection/ realization of cash flows/ other (217,044) (655,174) Reserves and transaction costs on sales of servicing rights (14,895) (14,895) Changes in fair value of servicing rights, net $ (170,462) $ (448,825) For the three months ended September 30, 2020 For the nine months ended September 30, 2020 Balance, beginning of period $ 924,260 $ 731,353 Capitalization of mortgage servicing rights 567,961 1,335,654 Amortization (72,152) (172,440) Loans paid in full (81,294) (153,126) Sales (12,021) (298,007) Recovery/(Impairment) 84,518 (32,162) Balance, end of period $ 1,411,272 $ 1,411,272 |
Summary of Loan Servicing Income | The following table summarizes the loan servicing income recognized during the three and nine months ended September 30, 2021 and 2020, respectively (in thousands): For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Contractual servicing fees $ 173,133 $ 69,456 $ 439,386 $ 179,969 Late, ancillary and other fees 1,562 1,047 4,376 2,687 Loan servicing income $ 174,695 $ 70,503 $ 443,762 $ 182,656 |
Summary of Key Assumptions Used in Determining the Fair Value | The key unobservable inputs used in determining the fair value of the Company’s MSRs were as follows at September 30, 2021 and December 31, 2020, respectively: September 30, December 31, Discount rates 9.0 % — 14.5 % 9.0 % — 14.5 % Annual prepayment speeds 8.2 % — 44.8 % 8.8 % — 42.2 % Cost of servicing $75 — $147 $75 — $126 |
Schedule of Analysis of Change in Fair Value | The hypothetical effect of an adverse change in these key assumptions would result in a decrease in fair values as follows at September 30, 2021 and December 31, 2020, respectively, (in thousands): September 30, December 31, Discount rate: + 10% adverse change – effect on value $ (94,233) $ (56,889) + 20% adverse change – effect on value (182,023) (110,040) Prepayment speeds: + 10% adverse change – effect on value $ (125,012) $ (87,752) + 20% adverse change – effect on value (241,351) (169,230) Cost of servicing: + 10% adverse change – effect on value $ (32,953) $ (21,643) + 20% adverse change – effect on value (65,905) (43,285) |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Other Assets | The following summarizes other assets (in thousands): September 30, December 31, Prepaid insurance $ 20,569 $ 35,230 Prepaid IT service and maintenance 25,770 19,827 Commitment fees 401 641 Deposits 316 31 Other 8,599 2,260 Total other assets $ 55,655 $ 57,989 |
Warehouse Lines of Credit (Tabl
Warehouse Lines of Credit (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Lines of Credit | The Company had the following warehouse lines of credit with financial institutions as of September 30, 2021 and December 31, 2020, respectively, (in thousands): Warehouse Lines of Credit 1 Expiration Date September 30, December 31, Master Repurchase Agreement ("MRA") Funding: $400 Million 2 6/23/2021 $ — $ 287,073 $2 Billion 2 7/1/2021 — 499,841 $150 Million 2 9/19/2021 — 112,429 $300 Million 11/16/2021 272,308 249,006 $250 Million 12/23/2021 95,943 86,928 $1 Billion 1/10/2022 862,650 769,510 $3.5 Billion 2/23/2022 2,516,316 1,344,851 $500 Million 3/4/2022 379,161 666,891 $150 Million 5/24/2022 129,404 140,237 $200 Million 7/6/2022 186,653 198,705 $400 Million 10/20/2022 309,810 248,947 $1 Billion 4/23/2023 905,118 — $2 Billion 5/26/2023 987,968 1,179 $4 Billion 7/28/2023 2,394,222 1,685,138 $700 Million 8/30/2023 573,280 365,577 $1.5 Billion 9/18/2023 671,432 209,138 Early Funding: $250 Million (ASAP + - see below) No expiration 203,125 75,947 $150 Million (EF - see below) No expiration 560 — All interest rates are variable based on a spread to the one-month LIBOR rate. $ 10,487,950 $ 6,941,397 1 An aggregate of $1.7 billion of these line amounts is committed as of September 30, 2021. 2 This warehouse line of credit agreement expired pursuant to its terms prior to September 30, 2021. |
Senior Notes (Tables)
Senior Notes (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Senior Unsecured Notes | The following is a summary of the senior unsecured notes issued by the Company (in thousands): Facility Type Maturity Date Interest Rate Outstanding Balance at September 30, 2021 Outstanding Balance at December 31, 2020 2020 Senior unsecured notes (1) 11/15/2025 5.50 % $ 800,000 $ 800,000 2021 Senior unsecured notes (2) 04/15/2029 5.50 % 700,000 — Total Unsecured Senior Notes $ 1,500,000 $ 800,000 Weighted average interest rate 5.50 % 5.50 % (1) Unamortized debt issuance costs and discounts are presented net against the 2020 Senior Notes reducing the amount reported on the condensed consolidated balance sheets by $9.0 million and $10.7 million as of September 30, 2021 and December 31, 2020, respectively. |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Activity of Representation and Warranties Reserve | The activity of the representations and warranties reserve was as follows (in thousands): For the three months ended September 30, For the nine months ended September 30, 2021 2020 2021 2020 Balance, beginning of period $ 78,070 $ 53,296 $ 69,542 $ 46,322 Reserve charged to operations 12,601 10,859 34,262 25,574 Losses realized, net (5,985) (1,034) (19,118) (8,775) Balance, end of period $ 84,686 $ 63,121 $ 84,686 $ 63,121 |
Non-controlling Interests (Tabl
Non-controlling Interests (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Noncontrolling Interest [Abstract] | |
Summary of Ownership of Units | The following table summarizes the ownership of units in Holdings LLC as of September 30, 2021: Common Units Ownership Percentage UWM Holdings Corporation ownership of Class A Common Units 100,367,478 6.26 % SFS Corp. ownership of Class B Common Units 1,502,069,787 93.74 % Balance at end of period 1,602,437,265 100.00 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following are the major categories of financial assets and liabilities measured at fair value on a recurring basis (in thousands): September 30, 2021 Description Level 1 Level 2 Level 3 Total Assets: Mortgage loans at fair value $ — $ 11,736,642 $ — $ 11,736,642 IRLCs — — 14,476 14,476 FLSCs — 129,331 — 129,331 Investment securities at fair value, pledged — 41,809 — 41,809 Mortgage servicing rights — — 2,900,310 2,900,310 Total assets $ — $ 11,907,782 $ 2,914,786 $ 14,822,568 Liabilities: IRLCs $ — $ — $ 50,510 $ 50,510 FLSCs — 10,924 — 10,924 Public and Private Warrants 10,307 4,310 — 14,617 Total liabilities $ 10,307 $ 15,234 $ 50,510 $ 76,051 December 31, 2020 Description Level 1 Level 2 Level 3 Total Assets: Mortgage loans at fair value $ — $ 7,916,515 $ — $ 7,916,515 IRLCs — — 60,248 60,248 FLSCs — 824 — 824 Total assets $ — $ 7,917,339 $ 60,248 $ 7,977,587 Liabilities: IRLCs $ — $ — $ 670 $ 670 FLSCs — 65,567 — 65,567 Total liabilities $ — $ 65,567 $ 670 $ 66,237 |
Quantitative Information on Recurring Level 3 Fair Value Financial Instruments | The following table present quantitative information about the inputs used in recurring Level 3 fair value financial instruments and the fair value measurements for IRLCs: Unobservable Input - IRLCs September 30, 2021 December 31, 2020 Pullthrough rate (weighted avg) 88 % 92 % |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis | The following table presents the carrying amounts and estimated fair value of the Company's financial liabilities that are not measured at fair value on a recurring or nonrecurring basis (in thousands). September 30, 2021 December 31, 2020 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value 2020 Senior Notes, due 11/15/25 $ 790,966 $ 810,200 $ 789,323 $ 841,300 2021 Senior Notes, due 4/15/29 693,404 682,668 — — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of RSU Activity | The following is a summary of RSU activity for the three and nine months ended September 30, 2021. For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Unvested - beginning of period 3,076,335 $ 7.75 — $ — Granted — 7.75 3,193,510 7.75 Vested 1 (720) 7.75 (5,890) 7.75 Forfeited (160,200) 7.75 (272,205) 7.75 Unvested - end of period 2,915,415 2,915,415 1 Compris ed of 4,000 shares granted to non-employee members of the board of directors that immeditately vested on the date of grant, and 1,890 RSUs th |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Earnings per Share | The following table sets for the calculation of the basic and diluted earnings per share for the periods following the business combination transaction for the Company's Class A common stock (in thousands, except shares and per share amounts): For the three months ended September 30, 2021 For the nine months ended September 30, 2021 Net income $ 329,857 $ 1,328,574 Net income attributable to non-controlling interests 304,611 1,247,079 Net income attributable to UWMC 25,246 81,495 Numerator: Net income attributable to Class A common shareholders $ 25,246 $ 81,495 Net income attributable to Class A common shareholders - diluted $ 254,701 $ 887,166 Denominator: Weighted average shares of Class A common stock outstanding - basic 101,106,023 102,247,594 Weighted average shares of Class A common stock outstanding - diluted 1,603,710,511 1,604,567,758 Earnings per share of Class A common stock outstanding - basic $ 0.25 $ 0.80 Earnings per share of Class A common stock outstanding - diluted $ 0.16 $ 0.55 |
Organization, Basis of Presen_3
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Organization (Details) | Jan. 21, 2021$ / sharesshares | Sep. 30, 2021voteshares | Jan. 20, 2021shares |
Common Class A | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of votes | vote | 1 | ||
Common stock outstanding (in shares) | 103,104,205 | 100,367,478 | |
Conversion ratio | 1 | ||
Common Class A | Minimum | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Share price (in usd per share) | $ / shares | $ 13 | ||
Common Class A | Maximum | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Share price (in usd per share) | $ / shares | $ 19 | ||
Common Class C | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of votes | vote | 1 | ||
Common stock outstanding (in shares) | 0 | 0 | |
Common Class B | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of votes | vote | 10 | ||
Common stock outstanding (in shares) | 0 | 0 | |
Exchange ratio | 1 | ||
Common Class D | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of votes | vote | 10 | ||
Common stock outstanding (in shares) | 1,502,069,787 | 1,502,069,787 | |
UWM Holdings Corporation | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Ownership percent | 94.00% | ||
SFS Corp | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Ownership percent | 6.00% | ||
UWM | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of units authorized | 1 | ||
Number of units issued | 1 | ||
Number of units outstanding | 1 | ||
SFS Corp | UWM Holdings Corporation | Class B and Class D | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of earn-out shares to be issued | 90,761,687 |
Organization, Basis of Presen_4
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Dividend Policy (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 06, 2021 | Aug. 16, 2021 | Nov. 09, 2021 | Sep. 30, 2021 |
Dividends Payable [Line Items] | ||||
Accumulated dividends for distribution | $ 150.2 | |||
Common Class A | ||||
Dividends Payable [Line Items] | ||||
Dividends declared (in usd per share) | $ 0.10 | |||
Common Class A | Subsequent Event | ||||
Dividends Payable [Line Items] | ||||
Dividends declared (in usd per share) | $ 0.10 | |||
Dividends paid (in usd per share) | $ 0.10 |
Organization, Basis of Presen_5
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Basis of Presentation and Consolidation (Details) - USD ($) $ in Thousands | Jan. 21, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Decrease in fair value of warrants | $ 14,600 | $ 30,944 | $ 0 | |
Other income | $ 30,900 | |||
Gores Holdings IV, Inc. | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Liability assumed on warrants | $ 45,600 | |||
Gore Holdings IV, Inc. | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Proceeds from business combination | 895,100 | |||
Costs related to business combination | $ 16,000 |
Organization, Basis of Presen_6
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Mortgage Servicing Rights (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Equity | $ 2,374,280 | $ 2,022,361 | $ 1,468,151 | $ 681,495 | $ 661,323 | |
MSR asset | $ 2,900,310 | 1,756,864 | ||||
Retained Earnings | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Equity | 2,349,441 | $ 1,997,522 | $ 1,443,312 | $ 656,656 | $ 636,484 | |
Cumulative Effect, Period of Adoption, Adjustment | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Equity | 3,440 | |||||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Equity | 3,440 | |||||
MSR asset | $ 3,400 |
Organization, Basis of Presen_7
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Tax Receivable Agreement (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2021 | Jan. 21, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Tax receivable agreement liability | $ 5.3 | $ 1.9 |
Additional liability | $ 3.4 |
Organization, Basis of Presen_8
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Public and Private Warrants (Details) | 1 Months Ended | ||
Jan. 31, 2020$ / shares$ / unit$ / warrantshares | Sep. 30, 2021shares | Jan. 21, 2021shares | |
Public Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of warrants outstanding (in shares) | 10,624,987 | ||
Private Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of warrants outstanding (in shares) | 5,250,000 | ||
Common Class A | |||
Class of Warrant or Right [Line Items] | |||
Number of common shares issued | 100,367,478 | ||
Gores Holdings IV, Inc. | Public Warrants | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in usd per share) | $ / shares | $ 11.50 | ||
Gores Holdings IV, Inc. | Private Warrants | |||
Class of Warrant or Right [Line Items] | |||
Exercise price of warrants (in usd per share) | $ / shares | $ 11.50 | ||
Number of warrants outstanding (in shares) | 5,250,000 | ||
Purchase price of warrants (in usd per warrant) | $ / warrant | 2 | ||
Gores Holdings IV, Inc. | Common Class A | Public Warrants | |||
Class of Warrant or Right [Line Items] | |||
Number of shares called by each warrant | 1 | ||
Gores Holdings IV, Inc. | IPO | |||
Class of Warrant or Right [Line Items] | |||
Number of units issued during period (in shares) | 42,500,000 | ||
Number of warrants issued (in shares) | 0.25 | ||
Unit price (in usd per unit) | $ / unit | 10 | ||
Gores Holdings IV, Inc. | IPO | Common Class A | |||
Class of Warrant or Right [Line Items] | |||
Number of common shares issued | 1 |
Organization, Basis of Presen_9
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Loans Eligible for Repurchase (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Loans and Leases Receivable Disclosure [Line Items] | ||
Mortgage loans at fair value | $ 11,736,642 | $ 7,916,515 |
Gnnie Mae | ||
Loans and Leases Receivable Disclosure [Line Items] | ||
Mortgage loans at fair value | 561,800 | 451,100 |
Loans, fair value | 557,400 | 448,500 |
Loans, fair value adjustment | $ 4,400 | $ 2,600 |
Organization, Basis of Prese_10
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Stock-Based Compensation (Details) - RSU $ in Millions | Apr. 02, 2021USD ($)granteeshares | Sep. 30, 2021shares | Sep. 30, 2021shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares issued | 0 | 3,193,510 | |
the 2020 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares issued | 3,200,000 | ||
Grant date fair value | $ | $ 25.2 | ||
Award vesting period | 3 years | ||
the 2020 Plan | Non-employee Directors | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares issued | 1,000 | ||
Number of grantees | grantee | 4 | ||
the 2020 Plan | Tranche One | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.00% | ||
the 2020 Plan | Tranche Two | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 33.00% | ||
the 2020 Plan | Tranche Three | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 34.00% |
Mortgage Loans at Fair Value (D
Mortgage Loans at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Mortgage loans, unpaid principal balance | $ 11,568,222 | $ 7,620,014 |
Premiums paid on mortgage loans | 153,628 | 101,949 |
Fair value adjustment | 14,792 | 194,552 |
Mortgage loans at fair value | $ 11,736,642 | $ 7,916,515 |
Derivatives - Additional Inform
Derivatives - Additional Information (Details) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative blended weighted average pullthrough rate | 88.00% | 92.00% |
Derivatives - Schedule of Deriv
Derivatives - Schedule of Derivative Instruments (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Derivative [Line Items] | ||
Fair value, Derivative assets | $ 143,807 | $ 61,072 |
Fair value, Derivative liabilities | $ 61,434 | $ 66,237 |
Derivative blended weighted average pullthrough rate | 88.00% | 92.00% |
IRLCs | ||
Derivative [Line Items] | ||
Fair value, Derivative assets | $ 14,476 | $ 60,248 |
Fair value, Derivative liabilities | 50,510 | 670 |
Notional Amount | 16,908,591 | 10,594,329 |
FLSCs | ||
Derivative [Line Items] | ||
Fair value, Derivative assets | 129,331 | 824 |
Fair value, Derivative liabilities | 10,924 | 65,567 |
Notional Amount | $ 27,265,436 | $ 16,602,739 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Servicing fees | $ 91,231 | $ 55,838 |
Investor receivables | 63,049 | 89,881 |
Servicing advances | 61,602 | 60,053 |
Pair-offs receivable | 40,207 | 438 |
Receivables from sale of servicing | 38,879 | 10,597 |
Due from title companies | 37,144 | 33,663 |
Warehouse bank receivable | 17,859 | 3,642 |
Other receivables | 128 | 28 |
Provision for current expected credit losses | (10,071) | (540) |
Total Accounts Receivable, Net | $ 340,028 | $ 253,600 |
Mortgage Servicing Rights - Sum
Mortgage Servicing Rights - Summary of Mortgage Servicing Rights Activity (Details) - MSR - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Servicing Asset at Fair Value, Amount [Roll Forward] | ||||
Balance, at December 31, 2020 under amortization method | $ 1,411,272 | $ 1,411,272 | ||
Fair value, beginning of period | $ 2,662,556 | $ 1,760,304 | ||
Capitalization of mortgage servicing rights | 663,246 | 1,843,861 | ||
MSR sales | (269,925) | (269,925) | ||
Changes in fair value: Due to changes in valuation model inputs or assumptions | 61,477 | 221,244 | ||
Changes in fair value: Due to collection/realization of cash flows/other | (217,044) | (655,174) | ||
Fair value, end of period | 2,900,310 | 2,900,310 | ||
Changes in fair value: | ||||
Due to changes in valuation model or assumptions | 61,477 | 221,244 | ||
Due to collection/ realization of cash flows/ other | (217,044) | (655,174) | ||
Reserves and transaction costs on sales of servicing rights | (14,895) | (14,895) | ||
Changes in fair value of servicing rights, net | $ (170,462) | (448,825) | ||
Servicing Asset at Amortized Cost, Balance [Roll Forward] | ||||
Balance, beginning of period | 924,260 | 1,756,864 | 731,353 | |
Capitalization of mortgage servicing rights | 567,961 | 1,335,654 | ||
Amortization | (72,152) | (172,440) | ||
Loans paid in full | (81,294) | (153,126) | ||
Sales | (12,021) | (298,007) | ||
Recovery/(Impairment) | 84,518 | (32,162) | ||
Balance, end of period | $ 1,411,272 | $ 1,411,272 | ||
Cumulative Effect, Period of Adoption, Adjustment | ||||
Servicing Asset at Fair Value, Amount [Roll Forward] | ||||
Fair value, beginning of period | $ 3,440 |
Mortgage Servicing Rights - Add
Mortgage Servicing Rights - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Mortgage Servicing Rights [Line Items] | ||||
Aggregate unpaid principal balance | $ 2,900,310 | $ 2,900,310 | $ 1,756,864 | |
Proceeds from sale of mortgage servicing rights | 241,634 | $ 217,786 | ||
MSR | ||||
Mortgage Servicing Rights [Line Items] | ||||
Aggregate unpaid principal balance | 22,700,000 | 22,700,000 | ||
Proceeds from sale of mortgage servicing rights | 269,900 | |||
Reserves and transaction costs on sales of servicing rights | $ (14,895) | $ (14,895) |
Mortgage Servicing Rights - S_2
Mortgage Servicing Rights - Summary of Loan Servicing Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Transfers and Servicing [Abstract] | ||||
Contractual servicing fees | $ 173,133 | $ 69,456 | $ 439,386 | $ 179,969 |
Late, ancillary and other fees | 1,562 | 1,047 | 4,376 | 2,687 |
Loan servicing income | $ 174,695 | $ 70,503 | $ 443,762 | $ 182,656 |
Mortgage Servicing Rights - S_3
Mortgage Servicing Rights - Summary of Key Unobservable Inputs Used in Determining the Fair Value (Details) - MSR - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Dec. 31, 2020 | |
Minimum | ||
Servicing Assets at Fair Value [Line Items] | ||
Discount rates | 9.00% | 9.00% |
Annual prepayment speeds | 8.20% | 8.80% |
Cost of servicing | $ 75 | $ 75 |
Maximum | ||
Servicing Assets at Fair Value [Line Items] | ||
Discount rates | 14.50% | 14.50% |
Annual prepayment speeds | 44.80% | 42.20% |
Cost of servicing | $ 147 | $ 126 |
Mortgage Servicing Rights - Sch
Mortgage Servicing Rights - Schedule of Analysis of Change in Fair Value (Details) - MSR - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items] | ||
+ 10% adverse change – effect on value, discount rate | $ (94,233) | $ (56,889) |
+ 20% adverse change – effect on value, discount rate | (182,023) | (110,040) |
+ 10% adverse change – effect on value, prepayment speed | (125,012) | (87,752) |
+ 20% adverse change – effect on value, prepayment speed | (241,351) | (169,230) |
+ 10% adverse change – effect on value, cost of servicing | (32,953) | (21,643) |
+ 20% adverse change – effect on value, cost of servicing | $ (65,905) | $ (43,285) |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid insurance | $ 20,569 | $ 35,230 |
Prepaid IT service and maintenance | 25,770 | 19,827 |
Commitment fees | 401 | 641 |
Deposits | 316 | 31 |
Other | 8,599 | 2,260 |
Total other assets | $ 55,655 | $ 57,989 |
Warehouse Lines of Credit - Sum
Warehouse Lines of Credit - Summary of Line of Credit (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Line of Credit Facility [Line Items] | ||
Outstanding amount | $ 0 | $ 320,300,000 |
Warehouse Line of Credit | ||
Line of Credit Facility [Line Items] | ||
Outstanding amount | 10,487,950,000 | 6,941,397,000 |
Current aggregate committed amount | 1,700,000,000 | |
Warehouse Line of Credit | Line of Credit Due June 23, 2021 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 400,000,000 | |
Outstanding amount | 0 | 287,073,000 |
Warehouse Line of Credit | Line of Credit Due July 1, 2021 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 2,000,000,000 | |
Outstanding amount | 0 | 499,841,000 |
Warehouse Line of Credit | Line of Credit Due September 19, 2021 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 150,000,000 | |
Outstanding amount | 0 | 112,429,000 |
Warehouse Line of Credit | Line of Credit Due November 16, 2021 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 300,000,000 | |
Outstanding amount | 272,308,000 | 249,006,000 |
Warehouse Line of Credit | Line of Credit Due December 23, 2021 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 250,000,000 | |
Outstanding amount | 95,943,000 | 86,928,000 |
Warehouse Line of Credit | Line of Credit Due January 10, 2022 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 1,000,000,000 | |
Outstanding amount | 862,650,000 | 769,510,000 |
Warehouse Line of Credit | Line of Credit Due February 23, 2022 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 3,500,000,000 | |
Outstanding amount | 2,516,316,000 | 1,344,851,000 |
Warehouse Line of Credit | Line of Credit Due March 4, 2022 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 500,000,000 | |
Outstanding amount | 379,161,000 | 666,891,000 |
Warehouse Line of Credit | Line of Credit Due May 24, 2022 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 150,000,000 | |
Outstanding amount | 129,404,000 | 140,237,000 |
Warehouse Line of Credit | Line of Credit Due July 6, 2022 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 200,000,000 | |
Outstanding amount | 186,653,000 | 198,705,000 |
Warehouse Line of Credit | Line Of Credit Due October 20, 2022 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 400,000,000 | |
Outstanding amount | 309,810,000 | 248,947,000 |
Warehouse Line of Credit | Line of Credit Due April 23, 2023 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 1,000,000 | |
Outstanding amount | 905,118,000 | 0 |
Warehouse Line of Credit | Line of Credit Due May 26, 2023 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 2,000,000 | |
Outstanding amount | 987,968,000 | 1,179,000 |
Warehouse Line of Credit | Line of Credit Due July 28, 2023 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 4,000,000,000 | |
Outstanding amount | 2,394,222,000 | 1,685,138,000 |
Warehouse Line of Credit | Line Of Credit Due August 30, 2023 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 700,000,000 | |
Outstanding amount | 573,280,000 | 365,577,000 |
Warehouse Line of Credit | Line of Credit Due September 18, 2023 | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 1,500,000,000 | |
Outstanding amount | 671,432,000 | 209,138,000 |
Warehouse Line of Credit | Line of Credit, ASAP program | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 250,000,000 | |
Outstanding amount | 203,125,000 | 75,947,000 |
Warehouse Line of Credit | Line of Credit, EF | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 150,000,000 | |
Outstanding amount | $ 560,000 | $ 0 |
Warehouse Lines of Credit - Add
Warehouse Lines of Credit - Additional Information (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Line of Credit Facility [Line Items] | ||
Outstanding amount | $ 0 | $ 320,300,000 |
Warehouse Line of Credit | ||
Line of Credit Facility [Line Items] | ||
Outstanding amount | 10,487,950,000 | 6,941,397,000 |
Warehouse Line of Credit | Line of Credit, ASAP program | ||
Line of Credit Facility [Line Items] | ||
Outstanding amount | 203,125,000 | $ 75,947,000 |
Maximum borrowing capacity | 250,000,000 | |
Warehouse Line of Credit | Line of Credit, EF program | ||
Line of Credit Facility [Line Items] | ||
Outstanding amount | 600,000 | |
Warehouse Line of Credit | Line of Credit, Gestation line | ||
Line of Credit Facility [Line Items] | ||
Outstanding amount | 0 | |
Maximum borrowing capacity | $ 150,000,000 |
Senior Notes - Summary of Senio
Senior Notes - Summary of Senior Unsecured Notes (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 | Nov. 03, 2020 |
Debt Instrument [Line Items] | |||
Outstanding Balance | $ 1,500,000 | $ 800,000 | |
Weighted average interest rate | 5.50% | 5.50% | |
Senior Notes | Senior Unsecured Notes Due November 15, 2025 | |||
Debt Instrument [Line Items] | |||
Interest Rate | 5.50% | 5.50% | |
Outstanding Balance | $ 800,000 | $ 800,000 | |
Unamortized debt issuance costs and discounts | $ 9,000 | 10,700 | |
Senior Notes | Senior Unsecured Notes Due April 15, 2029 | |||
Debt Instrument [Line Items] | |||
Interest Rate | 5.50% | 5.50% | |
Outstanding Balance | $ 700,000 | $ 0 | |
Unamortized debt issuance costs and discounts | $ 6,600 |
Senior Notes - Additional Infor
Senior Notes - Additional Information (Details) - Senior Notes - USD ($) | 24 Months Ended | 36 Months Ended | 60 Months Ended | ||||
Nov. 14, 2022 | Nov. 15, 2025 | Apr. 14, 2024 | Apr. 15, 2029 | Sep. 30, 2021 | Apr. 07, 2021 | Nov. 03, 2020 | |
Senior Unsecured Notes Due November 15, 2025 | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 800,000,000 | ||||||
Interest rate | 5.50% | 5.50% | |||||
Senior Unsecured Notes Due November 15, 2025 | Forecast | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 105.50% | 100.00% | |||||
Senior Unsecured Notes Due November 15, 2025 | Forecast | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 40.00% | ||||||
Senior Unsecured Notes Due November 15, 2025 | Forecast | Debt Instrument, Redemption, Period One | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 102.75% | ||||||
Senior Unsecured Notes Due November 15, 2025 | Forecast | Debt Instrument, Redemption, Period Two | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 101.375% | ||||||
Senior Unsecured Notes Due November 15, 2025 | Forecast | Debt Instrument, Redemption, Period Three | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 100.00% | ||||||
Senior Unsecured Notes Due April 15, 2029 | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 700,000,000 | ||||||
Interest rate | 5.50% | 5.50% | |||||
Senior Unsecured Notes Due April 15, 2029 | Forecast | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 105.50% | 100.00% | |||||
Senior Unsecured Notes Due April 15, 2029 | Forecast | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 40.00% | ||||||
Senior Unsecured Notes Due April 15, 2029 | Forecast | Debt Instrument, Redemption, Period One | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 102.75% | ||||||
Senior Unsecured Notes Due April 15, 2029 | Forecast | Debt Instrument, Redemption, Period Two | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 101.375% | ||||||
Senior Unsecured Notes Due April 15, 2029 | Forecast | Debt Instrument, Redemption, Period Three | |||||||
Debt Instrument [Line Items] | |||||||
Debt redemption price percentage | 100.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Loans repurchased | $ 35.4 | $ 12.8 | $ 102.3 | $ 37.4 |
Commitments to extend credit to potential borrowers | $ 38,800 | $ 38,800 |
Commitments and Contingencies_2
Commitments and Contingencies - Activity of Representation and Warranties Reserve (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
Representation And Warranty Reserve [Roll Forward] | ||||||||
Balance, beginning of period | $ 84,686 | $ 63,121 | $ 84,686 | $ 63,121 | $ 78,070 | $ 69,542 | $ 53,296 | $ 46,322 |
Reserve charged to operations | 12,601 | 10,859 | 34,262 | 25,574 | ||||
Losses realized, net | (5,985) | (1,034) | (19,118) | (8,775) | ||||
Balance, end of period | $ 84,686 | $ 63,121 | $ 84,686 | $ 63,121 |
Variable Interest Entities (Det
Variable Interest Entities (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Variable Interest Entity [Line Items] | ||
Fair value of investment securities pledged | $ 40,700 | |
Investment securities at fair value, pledged | $ 41,809 | $ 0 |
Holdings, LLC | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% |
Non-controlling Interests (Deta
Non-controlling Interests (Details) | 9 Months Ended |
Sep. 30, 2021shares | |
Common Class A | |
Noncontrolling Interest [Line Items] | |
Number of shares issued in stock-based compensation plan | 5,890 |
Number of shares repurchased and retired | 2,742,617 |
Holdings, LLC | |
Noncontrolling Interest [Line Items] | |
Common Units | 1,602,437,265 |
Ownership Percentage | 100.00% |
Holdings, LLC | Common Class A | |
Noncontrolling Interest [Line Items] | |
Common Units | 100,367,478 |
Ownership Percentage by Noncontrolling Owners | 6.26% |
Holdings, LLC | Common Class B | SFS Corp | |
Noncontrolling Interest [Line Items] | |
Common Units | 1,502,069,787 |
Ownership Percentage by Parent | 93.74% |
Regulatory Net Worth Requirem_2
Regulatory Net Worth Requirements (Details) $ in Millions | Sep. 30, 2021USD ($) |
Compliance with Regulatory Capital Requirements for Mortgage Companies [Line Items] | |
Minimum capital ratio | 6.00% |
HUD | |
Compliance with Regulatory Capital Requirements for Mortgage Companies [Line Items] | |
Minimum net worth requirement | $ 2.5 |
Actual net worth | 3,100 |
Ginnie Mae, Freddie Mac and Fannie Mae | |
Compliance with Regulatory Capital Requirements for Mortgage Companies [Line Items] | |
Minimum net worth requirement | 714.8 |
Liquidity requirement | $ 94.7 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage loans at fair value | $ 11,736,642 | $ 7,916,515 | |
Investment securities at fair value, pledged | 41,809 | ||
Total assets | 14,822,568 | 7,977,587 | |
Public and Private Warrants | 14,617 | ||
Total liabilities | 76,051 | 66,237 | |
IRLCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 14,476 | 60,248 | |
Derivative liability | 50,510 | 670 | |
FLSCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 129,331 | 824 | |
Derivative liability | 10,924 | 65,567 | |
Mortgage servicing rights | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage servicing rights | 2,900,310 | $ 2,662,556 | 1,760,304 |
Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage loans at fair value | 0 | 0 | |
Investment securities at fair value, pledged | 0 | ||
Total assets | 0 | 0 | |
Public and Private Warrants | 10,307 | ||
Total liabilities | 10,307 | 0 | |
Level 1 | IRLCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 0 | 0 | |
Derivative liability | 0 | 0 | |
Level 1 | FLSCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 0 | 0 | |
Derivative liability | 0 | 0 | |
Level 1 | Mortgage servicing rights | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage servicing rights | 0 | ||
Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage loans at fair value | 11,736,642 | 7,916,515 | |
Investment securities at fair value, pledged | 41,809 | ||
Total assets | 11,907,782 | 7,917,339 | |
Public and Private Warrants | 4,310 | ||
Total liabilities | 15,234 | 65,567 | |
Level 2 | IRLCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 0 | 0 | |
Derivative liability | 0 | 0 | |
Level 2 | FLSCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 129,331 | 824 | |
Derivative liability | 10,924 | 65,567 | |
Level 2 | Mortgage servicing rights | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage servicing rights | 0 | ||
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage loans at fair value | 0 | 0 | |
Investment securities at fair value, pledged | 0 | ||
Total assets | 2,914,786 | 60,248 | |
Public and Private Warrants | 0 | ||
Total liabilities | 50,510 | 670 | |
Level 3 | IRLCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 14,476 | 60,248 | |
Derivative liability | 50,510 | 670 | |
Level 3 | FLSCs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative asset | 0 | 0 | |
Derivative liability | 0 | $ 0 | |
Level 3 | Mortgage servicing rights | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Mortgage servicing rights | $ 2,900,310 |
Fair Value Measurements - Quant
Fair Value Measurements - Quantitative Information (Details) | Sep. 30, 2021 | Dec. 31, 2020 |
IRLCs | Pull-through rate | Weighted Average | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative, measurement input | 0.88 | 0.92 |
Fair Value Measurements - Other
Fair Value Measurements - Other Financial Instruments (Details) - Senior Notes - Level 2 - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
2020 Senior Notes, due 11/15/25 | Carrying Amount | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Long-term debt, fair value | $ 790,966 | $ 789,323 |
2020 Senior Notes, due 11/15/25 | Estimated Fair Value | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Long-term debt, fair value | 810,200 | 841,300 |
2021 Senior Notes, due 4/15/29 | Carrying Amount | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Long-term debt, fair value | 693,404 | 0 |
2021 Senior Notes, due 4/15/29 | Estimated Fair Value | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Long-term debt, fair value | $ 682,668 | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)aircraft | Sep. 30, 2020USD ($) | |
Related Party Transaction [Line Items] | ||||
Other general and administrative expenses | $ 39,148 | $ 28,484 | $ 96,867 | $ 70,835 |
CEO | ||||
Related Party Transaction [Line Items] | ||||
Number of units leased | aircraft | 2 | |||
Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Expenses of various companies related through common ownership | 3,600 | 4,600 | $ 12,100 | 11,300 |
Rent expense | 3,300 | 3,800 | 11,000 | 10,000 |
Legal fees | 200 | 200 | 500 | 500 |
Direct origination costs | 100 | 100 | 300 | |
Other general and administrative expenses | $ 100 | $ 500 | $ 500 | $ 500 |
Management | ||||
Related Party Transaction [Line Items] | ||||
Contract, initial term | 12 months | |||
Contract, renewal period | 12 months |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($) | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | 1.04% | 1.32% |
Effective tax rate attributable to non-controlling interests | 94.00% | 94.00% |
Unrecognized tax benefits | $ 0 | $ 0 |
Unrecognized tax benefits, interest on income tax expense | 0 | 0 |
Unrecognized tax benefits, penalties on income tax expense | $ 0 | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021USD ($)shares | Sep. 30, 2021USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense | $ 2.1 | $ 4.4 |
RSU | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized compensation related to unvested awards | $ 18.2 | $ 18.2 |
Unvested awards, period for recognition | 2 years 4 months 24 days | |
2020 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized for issuance | shares | 80,000,000 | 80,000,000 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of RSU Activity (Details) - RSU - $ / shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Shares | ||
Unvested - beginning of period (in shares) | 3,076,335 | 0 |
Granted (in shares) | 0 | 3,193,510 |
Vested (in shares) | (720) | (5,890) |
Forfeited (in shares) | (160,200) | (272,205) |
Unvested - end of period (in shares) | 2,915,415 | 2,915,415 |
Weighted Average Grant Date Fair Value | ||
Unvested - beginning of period (in usd per share) | $ 7.75 | $ 0 |
Granted (in usd per share) | 7.75 | 7.75 |
Vested (in usd per share) | 7.75 | 7.75 |
Forfeited (in usd per share) | 7.75 | 7.75 |
Unvested - end of period (in usd per share) | ||
Tranche One | Independent Members of the Board of Directors | ||
Shares | ||
Vested (in shares) | (4,000) | |
Tranche Two | ||
Shares | ||
Vested (in shares) | (1,890) |
Earnings Per Share - Calculatio
Earnings Per Share - Calculation of Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Jan. 20, 2021 | Mar. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |||||||||
Net income | $ 183,756 | $ 676,249 | $ 329,857 | $ 138,712 | $ 1,450,883 | $ 539,487 | $ 20,349 | $ 1,328,574 | $ 2,010,719 |
Net income attributable to non-controlling interests | 304,611 | 1,247,079 | |||||||
Net income attributable to UWM Holdings Corporation | 25,246 | 81,495 | |||||||
Net income attributable to Class A common shareholders | 25,246 | 81,495 | |||||||
Net income attributable to Class A common shareholders - diluted | $ 254,701 | $ 887,166 | |||||||
Weighted average shares of Class A common stock outstanding - basic (in shares) | 101,106,023 | 102,247,594 | |||||||
Weighted average shares of Class A common stock outstanding - diluted (in shares) | 1,603,710,511 | 1,604,567,758 | |||||||
Earnings per share of Class A common stock outstanding - basic (in usd per share) | $ 0.25 | $ 0.80 | |||||||
Earnings per share of Class A common stock outstanding - diluted (in usd per share) | $ 0.16 | $ 0.55 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | Sep. 30, 2021 | Jan. 21, 2021 |
Common Class B | ||
Class of Stock [Line Items] | ||
Common stock outstanding (in shares) | 0 | 0 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Millions | Aug. 16, 2021$ / shares | Nov. 09, 2021USD ($)related_party$ / shares |
Common Class A | ||
Subsequent Event [Line Items] | ||
Dividends declared (in usd per share) | $ / shares | $ 0.10 | |
Subsequent Event | Affiliated Entity | ||
Subsequent Event [Line Items] | ||
Number of related parties | related_party | 1 | |
Operating lease, liability, to be paid | $ | $ 25.2 | |
Reimbursement for termination fees and moving costs | $ | $ 3.7 | |
Subsequent Event | Common Class A | ||
Subsequent Event [Line Items] | ||
Dividends declared (in usd per share) | $ / shares | $ 0.10 |
Uncategorized Items - ghivu-202
Label | Element | Value |
Partners' Capital Account, Distributions | us-gaap_PartnersCapitalAccountDistributions | $ 1,100,000,000 |
Partners' Capital Account, Acquisitions | us-gaap_PartnersCapitalAccountAcquisitions | 879,122,000 |
Retained Earnings [Member] | ||
Partners' Capital Account, Distributions | us-gaap_PartnersCapitalAccountDistributions | 1,100,000,000 |
Partners' Capital Account, Acquisitions | us-gaap_PartnersCapitalAccountAcquisitions | 879,122,000 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | us-gaap_ProfitLoss | $ 183,756,000 |