Fair Value of Financial Instruments | Fair Value of Financial Instruments For financial reporting purposes, we follow a fair value hierarchy established under GAAP that is used to determine the fair value of financial instruments. This hierarchy prioritizes relevant market inputs in order to determine an “exit price” at the measurement date, or the price at which an asset could be sold or a liability could be transferred in an orderly process that is not a forced liquidation or distressed sale. Level 1 inputs are observable inputs that reflect quoted prices for identical assets or liabilities in active markets. Level 2 inputs are observable inputs other than quoted prices for an asset or liability that are obtained through corroboration with observable market data. Level 3 inputs are unobservable inputs (e.g., our own data or assumptions) that are used when there is little, if any, relevant market activity for the asset or liability required to be measured at fair value. In certain cases, inputs used to measure fair value fall into different levels of the fair value hierarchy. In such cases, the level at which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement. Our assessment of the significance of a particular input requires judgment and considers factors specific to the asset or liability being measured. The following table presents the carrying values and estimated fair values of assets and liabilities that are required to be recorded or disclosed at fair value at March 31, 2016 and December 31, 2015 . Table 5.1 – Carrying Values and Fair Values of Assets and Liabilities March 31, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value (In Thousands) Assets Residential loans, held-for-sale At fair value $ 439,674 $ 439,674 $ 1,114,305 $ 1,114,305 At lower of cost or fair value 1,402 1,594 1,433 1,635 Residential loans, held-for-investment (1) At fair value 3,273,980 3,273,980 2,813,065 2,813,065 Commercial loans, held-for-sale — — 39,141 39,141 Commercial loans, held-for-investment At fair value 69,674 69,674 67,657 67,657 At amortized cost 294,219 301,488 295,849 300,824 Trading securities 221,571 221,571 404,011 404,011 Available-for-sale securities 698,356 698,356 829,245 829,245 MSRs 126,620 126,620 191,976 191,976 Cash and cash equivalents 305,115 305,115 220,229 220,229 Restricted cash 2,137 2,137 5,567 5,567 Accrued interest receivable 19,766 19,766 23,290 23,290 Derivative assets 31,975 31,975 16,393 16,393 REO (2) 4,884 5,475 4,896 5,282 Margin receivable (2) 107,941 107,941 83,191 83,191 FHLBC stock (2) 44,071 44,071 34,437 34,437 Guarantee asset (2) 4,272 4,272 5,697 5,697 Pledged collateral (2) 59,664 59,664 53,600 53,600 Liabilities Short-term debt $ 804,175 $ 804,175 $ 1,855,003 $ 1,855,003 Accrued interest payable 15,522 15,522 8,936 8,936 Margin payable 14,247 14,247 6,415 6,415 Guarantee obligation 24,896 23,595 22,704 22,702 Derivative liabilities 97,468 97,468 62,794 62,794 ABS issued, net (1) (2) Fair value 907,023 907,023 996,820 996,820 Amortized cost 51,341 51,680 52,595 53,137 FHLBC long-term borrowings 1,999,999 1,999,999 1,343,023 1,343,023 Commercial secured borrowings 65,181 65,181 63,152 63,152 Convertible notes, net (2) 479,798 453,396 483,119 461,053 Trust preferred securities and subordinated notes, net (2) 138,454 80,910 138,443 83,700 (1) These assets are included in other assets on our consolidated balance sheets. (2) On January 1, 2016, we adopted ASU 2015-03 and began to present ABS issued, convertible notes, and other long-term debt net of deferred debt issuance costs. See Note 3 for further discussion. During the three months ended March 31, 2016 , we elected the fair value option for $48 million of residential subordinate securities, $1.19 billion of residential loans (principal balance), $38 million of commercial loans (principal balance), and $9 million of MSRs. We anticipate electing the fair value option for all future purchases of residential loans that we intend to sell to third parties or transfer to securitizations as well as for MSRs purchased or retained from sales of residential loans. The following table presents the assets and liabilities that are reported at fair value on our consolidated balance sheets on a recurring basis at March 31, 2016 and December 31, 2015 , as well as the fair value hierarchy of the valuation inputs used to measure fair value. Table 5.2 – Assets and Liabilities Measured at Fair Value on a Recurring Basis March 31, 2016 Carrying Value Fair Value Measurements Using (In Thousands) Level 1 Level 2 Level 3 Assets Residential loans $ 3,713,654 $ — $ 1,387 $ 3,712,267 Commercial loans 69,674 — — 69,674 Trading securities 221,571 — — 221,571 Available-for-sale securities 698,356 — — 698,356 Derivative assets 31,975 2,843 24,188 4,944 MSRs 126,620 — — 126,620 Pledged collateral 59,664 59,664 — — FHLBC stock 44,071 — 44,071 — Guarantee asset 4,272 — — 4,272 Liabilities Derivative liabilities $ 97,468 $ 5,063 $ 92,100 $ 305 Commercial secured borrowings 65,181 — — 65,181 ABS issued 907,023 — — 907,023 December 31, 2015 Carrying Value Fair Value Measurements Using (In Thousands) Level 1 Level 2 Level 3 Assets Residential loans $ 3,927,370 $ — $ 129,819 $ 3,797,551 Commercial loans 106,798 — — 106,798 Trading securities 404,011 — — 404,011 Available-for-sale securities 829,245 — — 829,245 Derivative assets 16,393 2,734 8,988 4,671 MSRs 191,976 — — 191,976 Pledged collateral 53,600 53,600 — — FHLBC stock 34,437 — 34,437 — Guarantee asset 5,697 — — 5,697 Liabilities Derivative liabilities $ 62,794 $ 2,963 $ 58,368 $ 1,463 Commercial secured borrowings 63,152 — — 63,152 ABS issued 996,820 — — 996,820 The following table presents additional information about Level 3 assets and liabilities measured at fair value on a recurring basis for the three months ended March 31, 2016 . Table 5.3 – Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis Assets Liabilities Residential Loans Commercial Loans Trading Securities AFS Securities MSRs Guarantee Asset Derivatives (1) Commercial Secured Borrowings ABS Issued (In Thousands) Beginning balance - December 31, 2015 $ 3,797,551 $ 106,798 $ 404,011 $ 829,245 $ 191,976 $ 5,697 $ 3,208 $ 63,152 $ 996,820 Acquisitions 1,020,846 37,626 47,760 15,585 8,807 — — — — Sales (941,790 ) (77,183 ) (220,123 ) (125,911 ) (29,559 ) — — — — Principal paydowns (161,241 ) (171 ) (5,718 ) (16,683 ) — — — (155 ) (49,411 ) Gains (losses) in net income, net (7,934 ) 2,604 (4,359 ) 17,314 (44,604 ) (1,425 ) 15,606 2,171 (33,515 ) Unrealized losses in OCI, net — — — (21,194 ) — — — — — Other settlements, net (2) 4,835 — — — — — (14,175 ) 13 (6,871 ) Ending balance - March 31, 2016 $ 3,712,267 $ 69,674 $ 221,571 $ 698,356 $ 126,620 $ 4,272 $ 4,639 $ 65,181 $ 907,023 (1) For the purpose of this presentation, derivative assets and liabilities, which consist of loan purchase commitments, are presented on a net basis. (2) Other settlements, net for derivatives represents the transfer of the fair value of loan purchase commitments at the time loans are acquired to the basis of residential loans. The following table presents the portion of gains or losses included in our consolidated statements of income that were attributable to Level 3 assets and liabilities recorded at fair value on a recurring basis and held at March 31, 2016 and 2015 . Gains or losses incurred on assets or liabilities sold, matured, called, or fully written down during the three months ended March 31, 2016 and 2015 are not included in this presentation. Table 5.4 – Portion of Net Gains (Losses) Attributable to Level 3 Assets and Liabilities Still Held at March 31, 2016 and 2015 Included in Net Income Included in Net Income Three Months Ended March 31, (In Thousands) 2016 2015 Assets Residential loans at Redwood $ 27,285 $ 5,464 Residential loans at consolidated Sequoia entities (35,656 ) 1,179 Commercial loans 2,171 2,959 Trading securities (6,135 ) (13,790 ) MSRs (30,834 ) (11,769 ) Loan purchase commitments 4,644 7,422 Other assets - Guarantee asset (1,425 ) (1,083 ) Liabilities Commercial secured borrowing 2,171 (1,509 ) ABS issued (33,515 ) (2,946 ) The following table presents information on assets recorded at fair value on a non-recurring basis at March 31, 2016 . This table does not include the carrying value and gains or losses associated with the asset types below that were not recorded at fair value on our consolidated balance sheet at March 31, 2016 . Table 5.5 – Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis at March 31, 2016 Gain (Loss) for March 31, 2016 Carrying Value Fair Value Measurements Using Three Months Ended (In Thousands) Level 1 Level 2 Level 3 March 31, 2016 Assets Residential loans, at lower of cost or fair value $ 1,076 $ — $ — $ 1,076 $ (16 ) REO 1,285 — — 1,285 (252 ) Liabilities Guarantee obligation $ 928 $ — $ — $ 928 $ — The following table presents the net gains and losses recorded in each line item of our consolidated statements of income for the three months ended March 31, 2016 and 2015 . Table 5.6 – Market Valuation Gains and Losses, Net Three Months Ended March 31, (In Thousands) 2016 2015 Mortgage banking activities, net Residential loans held-for-sale, at fair value $ 5,439 $ 2,056 Residential loan purchase and forward sale commitments 12,635 18,256 Commercial loans, at fair value (1) 433 5,857 Sequoia securities 1,484 (14,359 ) Risk management derivatives, net (12,754 ) (10,583 ) Total mortgage banking activities, net (2) $ 7,237 $ 1,227 Investment fair value changes, net Residential loans held-for-investment at Redwood $ 23,463 $ 1,980 Net investments in consolidated Sequoia entities (1,580 ) (1,093 ) Trading securities (5,601 ) 270 Risk management derivatives, net (35,810 ) (1,374 ) Risk sharing investments (10 ) (928 ) Total investment fair value changes, net $ (19,538 ) $ (1,145 ) MSR income (loss), net MSRs $ (44,604 ) $ (19,517 ) Risk management derivatives, net 41,057 — Total MSR loss, net (3) $ (3,547 ) $ (19,517 ) Total Market Valuation Losses, Net $ (15,848 ) $ (19,435 ) (1) Commercial loans at fair value does not include commercial A-notes, which were sold in 2014, but did not qualify for sale treatment under GAAP. The market valuation gains and losses on the commercial A-notes and associated commercial secured borrowings net to zero in each period presented. (2) Mortgage banking activities, net presented above does not include fee income or provisions for repurchases that are components of Mortgage banking activities, net presented on our consolidated statements of income, as these amounts do not represent market valuation changes. (3) MSR income (loss), net presented above does not include net fee income or provisions for repurchases that are components of MSR income (loss), net on our consolidated statements of income, as these amounts do not represent market valuation adjustments. In addition, we did not specifically identify derivatives used to hedge MSRs in the first quarter of 2015. See Note 2 for additional detail. At March 31, 2016 , our valuation policy and processes had not changed from those described in our Annual Report on Form 10-K for the year ended December 31, 2015 . The following table provides quantitative information about the significant unobservable inputs used in the valuation of our Level 3 assets and liabilities measured at fair value. Table 5.7 – Fair Value Methodology for Level 3 Financial Instruments March 31, 2016 Fair Value Weighted Average (Dollars in Thousands, except Input Values) Unobservable Input Range Assets Residential loans, at fair value: Jumbo fixed rate loans $ 2,494,912 Whole loan spread to TBA price $ 3.13 - $ 4.35 $ 4.12 Jumbo hybrid loans 83,124 Prepayment rate (annual CPR) 15 - 15 % 15 % Spread to swap rate 130 - 180 bps 151 bps Jumbo loans committed to sell 204,204 Committed Sales Price $ 101.91 - $ 102.30 $ 102.14 Loans held by consolidated Sequoia entities (1) 930,027 Liability price N/A N/A Residential loans, at lower of cost or fair value 1,076 Loss severity 15 - 30 % 29 % Commercial loans, at fair value 69,674 Spread to swap rate 212 - 212 bps 212 bps Credit support 25 - 25 % 25 % Trading and AFS securities 919,927 Discount rate 5 - 12 % 6 % Prepayment rate (annual CPR) 1 - 35 % 14 % Default rate — - 35 % 3 % Loss severity 20 - 65 % 23 % Credit support — - 48 % 4 % MSRs 126,620 Discount rate 8 - 13 % 10 % Prepayment rate (annual CPR) 4 - 60 % 15 % Per loan annual cost to service $ 72 - $ 82 $ 78 Guarantee asset 4,272 Discount rate 11 - 11 % 11 % Prepayment rate (annual CPR) 19 - 19 % 19 % REO 1,285 Loss severity 11 - 93 % 35 % Loan purchase commitments, net (2) 4,639 MSR Multiple 0.3 - 6.6 x 2.8 x Fallout rate 2 - 98 % 44 % Whole loan spread to TBA price 3.35 - 4.35 4.16 Prepayment rate (annual CPR) 15 - 15 % 15 % Spread to swap rate 130 - 180 bps 154 bps Liabilities ABS issued 907,023 Discount rate 5 - 9 % 5 % Prepayment rate (annual CPR) 5 - 20 % 12 % Default rate 1 - 12 % 7 % Loss severity 20 - 32 % 27 % Credit support — - 33 % 9 % Commercial secured borrowings 65,181 Spread to swap rate 212 - 212 bps 212 bps Credit support 25 % - 25 % 25 % (1) The fair value of the loans held by consolidated Sequoia entities was based on the fair value of the ABS issued by these entities, which we determined were more readily observable, in accordance with accounting guidance for collateralized financing entities. (2) For the purpose of this presentation, loan purchase commitment assets and liabilities are presented net. Determination of Fair Value A description of the instruments measured at fair value as well as the general classification of such instruments pursuant to the Level 1, Level 2, and Level 3 valuation hierarchy is listed herein. We generally use both market comparable information and discounted cash flow modeling techniques to determine the fair value of our Level 3 assets and liabilities. Use of these techniques requires determination of relevant inputs and assumptions, some of which represent significant unobservable inputs as indicated in the preceding table. Accordingly, a significant increase or decrease in any of these inputs – such as anticipated credit losses, prepayment rates, interest rates, or other valuation assumptions – in isolation would likely result in a significantly lower or higher fair value measurement. Residential loans Estimated fair values for residential loans are determined using models that incorporate various observable inputs, including pricing information from recent securitizations and whole loan sales. Certain significant inputs in these models are considered unobservable and are therefore Level 3 in nature. Pricing inputs obtained from market securitization activity include indicative spreads to indexed TBA prices for senior residential mortgage-backed securities ("RMBS") and indexed swap rates for subordinate RMBS (Level 3). Pricing inputs obtained from market whole loan transaction activity include indicative spreads to indexed to be announced ("TBA") prices for fixed-rate loans and indexed swap rates for hybrid loans (Level 3). Other observable inputs include benchmark interest rates, and prepayment rates. At March 31, 2016 , our jumbo fixed-rate loans were priced exclusively using whole loan sale inputs. These assets would generally decrease in value based upon an increase in the credit spread, prepayment speed, or credit support assumptions. Estimated fair values for conforming loans are determined based upon quoted market prices (Level 2). Conforming loans are mortgage loans that conform to Agency guidelines. As necessary, these values are adjusted for servicing value, market conditions and liquidity. Commercial loans Estimated fair values for senior commercial loans held-for-sale are determined by an exit price to securitization. Certain significant inputs in the valuation analysis are Level 3 in nature. Relevant market indicators that are factored into the analyses include pricing points for current third-party commercial mortgage-backed securities (“CMBS”) sales, pricing points for secondary sales of CMBS, yields for synthetic instruments that use CMBS bonds as an underlying index, indexed swap yields, credit rating agency guidance on expected credit enhancement levels for newly issued CMBS transactions, and interest rates (Level 3). In certain cases, commercial senior mortgage loans are valued based on third-party offers for the loans for purchase into securitization (Level 2). The estimated fair value of our senior commercial loans would generally decrease based upon an increase in credit spreads or required credit support. Estimated fair values for mezzanine commercial loans are determined by both market comparable pricing and discounted cash flow analysis valuation techniques (Level 3). Our discounted cash flow models utilize certain significant unobservable inputs including the underwritten net operating income and debt coverage ratio assumptions and actual performance relative to those underwritten metrics as well as estimated market discount rates. An increase in market discount rates would generally reduce the estimated fair value of the commercial loans. Real estate securities Real estate securities include residential, commercial, and other asset-backed securities that are generally illiquid in nature and trade infrequently. Significant inputs in the valuation analysis are predominantly Level 3 in nature, due to the lack of readily available market quotes and related inputs. For real estate securities, we utilize both market comparable pricing and discounted cash flow analysis valuation techniques. Relevant market indicators that are factored into the analyses include bid/ask spreads, the amount and timing of credit losses, interest rates, and collateral prepayment rates. Estimated fair values are based on applying the market indicators to generate discounted cash flows (Level 3). These cash flow models use significant unobservable inputs such as a discount rate, prepayment rate, default rate, loss severity and credit support. The estimated fair value of our securities would generally decrease based upon an increase in default rates, serious delinquencies, or a decrease in prepayment rates or credit support. As part of our securities valuation process, we request and consider indications of value from third-party securities dealers. For purposes of pricing our securities at March 31, 2016 , we received dealer price indications on 68% of our securities, representing 84% of our carrying value. In the aggregate, our internal valuations of the securities for which we received dealer price indications were within 1% of the aggregate average dealer valuations. Once we receive the price indications from dealers, they are compared to other relevant market inputs, such as actual or comparable trades, and the results of our discounted cash flow analysis. In circumstances where relevant market inputs cannot be obtained, increased reliance on discounted cash flow analysis and management judgment are required to estimate fair value. Derivative assets and liabilities Our derivative instruments include swaps, swaptions, TBAs, financial futures, CMBX credit default index swaps, loan purchase commitments ("LPCs"), and forward sale commitments ("FSCs"). Fair values of derivative instruments are determined using quoted prices from active markets, when available, or from valuation models and are supported by valuations provided by dealers active in derivative markets. Fair values of TBAs and financial futures are generally obtained using quoted prices from active markets (Level 1). Our derivative valuation models for swaps and swaptions require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, prepayment rates, and correlations of certain inputs. Model inputs can generally be verified and model selection does not involve significant management judgment (Level 2). LPC fair values for conforming loans are estimated based on quoted Agency mortgage-backed securities ("MBS") prices, estimates of the fair value of the MSRs we expect to retain in the sale of the loans, and the probability that the mortgage loan will be purchased (Level 3). FSC fair values for conforming loans are obtained using quoted Agency prices. LPC fair values for jumbo loans are estimated based on the estimated fair values of the underlying loans (as described in " Residential loans " above) as well as the probability that the mortgage loan will be purchased (Level 3). For other derivatives, valuations are based on various factors such as liquidity, bid/ask spreads, and credit considerations for which we rely on available market inputs. In the absence of such inputs, management’s best estimate is used (Level 3). MSRs MSRs include the rights to service jumbo and conforming residential mortgage loans. Significant inputs in the valuation analysis are predominantly Level 3, due to the nature of these instruments and the lack of readily available market quotes. These inputs include market discount rates, prepayment rates of serviced loans, and the market cost of servicing. Changes in the fair value of MSRs occur primarily due to the collection/realization of expected cash flows, as well as changes in valuation inputs and assumptions. Estimated fair values are based on applying the inputs to generate the net present value of estimated future MSR income (Level 3). These discounted cash flow models utilize certain significant unobservable inputs including prepayment rate and discount rate assumptions. An increase in these unobservable inputs would generally reduce the estimated fair value of the MSRs. As part of our MSR valuation process, we received a valuation estimate from a third-party valuations firm. In the aggregate, our internal valuation of the MSRs were within 1% of the third-party valuation. FHLBC Stock Our Federal Home Loan Bank ("FHLB") member subsidiary is required to purchase Federal Home Loan Bank of Chicago ("FHLBC") stock under a borrowing agreement between our FHLB-member subsidiary and the FHLBC. Under this agreement, the stock is redeemable at face value, which represents the carrying value and fair value of the stock (Level 2). Guarantee Asset The guarantee asset represents the estimated fair value of cash flows we are contractually entitled to receive related to a risk sharing arrangement with Fannie Mae. Significant inputs in the valuation analysis are Level 3, due to the nature of this asset and the lack of market quotes. The fair value of the guarantee asset is determined using a discounted cash flow model, for which significant inputs include prepayment rates and market discount rate (Level 3). An increase in prepayment speed or market discount rate would generally reduce the estimated fair value of the guarantee asset. Pledged Collateral Pledged collateral consists of cash and U.S. Treasury securities held by a custodian in association with certain agreements we have entered into. Treasury securities are carried at their fair value, which is determined using quoted prices in active markets Cash and cash equivalents Cash and cash equivalents include cash on hand and highly liquid investments with original maturities of three months or less. Fair values equal carrying values (Level 1). Restricted cash Restricted cash primarily includes interest-earning cash balances at consolidated Sequoia entities and at the Residential Resecuritization and Commercial Securitization entities for the purpose of distribution to investors and reinvestment. Due to the short-term nature of the restrictions, fair values approximate carrying values (Level 1). Accrued interest receivable and payable Accrued interest receivable and payable includes interest due on our assets and payable on our liabilities. Due to the short-term nature of when these interest payments will be received or paid, fair values approximate carrying values (Level 1). REO REO includes properties owned in satisfaction of foreclosed loans. Fair values are determined using available market quotes, appraisals, broker price opinions, comparable properties, or other indications of value (Level 3). Margin receivable Margin receivable reflects cash collateral we have posted with our various derivative and debt counterparties as required to satisfy margin requirements. Fair values approximate carrying values (Level 2). Guarantee Obligations In association with our risk sharing transactions with the Agencies, we have made certain guarantees. For these transactions, at the close of each delivery period, or at quarter-end for open delivery periods, we recognize a liability representing the fair value of the guarantee obligations we assumed. Fair values of guarantee obligations are determined using internal models that incorporate certain significant inputs that are considered unobservable and are therefore Level 3 in nature. Pricing inputs include prepayment assumptions, loss assumptions, and discount rates. An increase in discount rates or loss rates, or a decrease in prepayment rates, would reduce the estimated fair value of the guarantee obligations. Short-term debt Short-term debt includes our credit facilities that mature within one year. As these borrowings are secured and subject to margin calls and as the rates on these borrowings reset frequently to market rates, we believe that carrying values approximate fair values (Level 2). ABS issued ABS issued includes asset-backed securities issued through the Sequoia, Residential Resecuritization, and Commercial Securitization entities. These instruments are generally illiquid in nature and trade infrequently. Significant inputs in the valuation analysis are predominantly Level 3, due to the nature of these instruments and the lack of readily available market quotes. For ABS issued, we utilize both market comparable pricing and discounted cash flow analysis valuation techniques. Relevant market indicators factored into the analyses include bid/ask spreads, the amount and timing of collateral credit losses, interest rates, and collateral prepayment rates. Estimated fair values are based on applying the market indicators to generate discounted cash flows (Level 3). These liabilities would generally decrease in value (become a larger liability) if credit losses decreased or if the prepayment rate or discount rate were to increase. FHLBC Borrowings FHLBC borrowings include amounts borrowed from the FHLBC that are secured, generally by residential mortgage loans. As these borrowings are secured and subject to margin calls and as the rates on these borrowings reset frequently to market rates, we believe that carrying values approximate fair values (Level 2). Commercial secured borrowings Commercial secured borrowings represent liabilities recognized as a result of transfers of portions of senior commercial mortgage loans to third parties that do not meet the criteria for sale treatment under GAAP and are accounted for as secured borrowings. Fair values for commercial secured borrowings are based on the fair values of the senior commercial loans associated with the borrowings (Level 3). Convertible notes Convertible notes include unsecured convertible and exchangeable senior notes. Fair values are determined using quoted prices in active markets (Level 2). Trust preferred securities and subordinated notes Estimated fair values of trust preferred securities and subordinated notes are determined using discounted cash flow analysis valuation techniques. Significant inputs in the valuation analysis are predominantly Level 3, due to the nature of these instruments and the lack of readily available market quotes. Estimated fair values are based on applying the market indicators to generate discounted cash flows (Level 3). |