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 September 30, 2021 and December 31, 2020. Table 5.1 – Carrying Values and Fair Values of Assets and Liabilities September 30, 2021 December 31, 2020 Carrying Fair Carrying Fair (In Thousands) Assets Residential loans, held-for-sale at fair value $ 1,495,044 $ 1,495,044 $ 176,604 $ 176,604 Residential loans, held-for-investment 4,721,389 4,721,389 4,072,410 4,072,410 Business purpose loans, held-for-sale 466,346 466,346 245,394 245,394 Business purpose loans, held-for-investment 4,227,209 4,227,209 3,890,959 3,890,959 Multifamily loans 482,791 482,791 492,221 492,221 Real estate securities 353,286 353,286 344,125 344,125 Servicer advance investments (1) 170,062 170,062 231,489 231,489 MSRs (1) 12,389 12,389 8,815 8,815 Excess MSRs (1) 29,185 29,185 34,418 34,418 HEIs (1) 167,856 167,856 42,440 42,440 Other investments (2) 17,574 17,574 18,847 18,847 Cash and cash equivalents 556,989 556,989 461,260 461,260 Restricted cash 88,717 88,717 83,190 83,190 Derivative assets 51,103 51,103 53,238 53,238 REO (3) 18,863 21,657 8,413 9,229 Margin receivable (3) 16,503 16,503 4,758 4,758 FHLBC stock (3) 10 10 5,000 5,000 Pledged collateral (3) — — 1,177 1,177 Liabilities Short-term debt $ 1,750,941 $ 1,750,941 $ 522,609 $ 522,609 Margin payable (4) 48,298 48,298 — — Guarantee obligation (4) 7,902 5,263 10,039 7,843 Point HEI non-controlling interest 16,722 16,722 — — Derivative liabilities 10,972 10,972 16,072 16,072 ABS issued, net Fair value 7,756,101 7,756,101 6,900,362 6,900,362 Amortized cost 427,724 428,059 200,299 204,892 Other long-term debt, net (5) 847,889 848,929 774,726 783,570 Convertible notes, net (5) 512,979 539,067 511,085 499,865 Trust preferred securities and subordinated notes, net (5) 138,709 94,163 138,674 80,910 (1) These investments are included in Other investments on our consolidated balance sheets. (2) Comprised of financial instruments included in Other investments on our consolidated balance sheets. (3) These assets are included in Other assets on our consolidated balance sheets. (4) These liabilities are included in Accrued expenses and other liabilities on our consolidated balance sheets. (5) These liabilities are included in Long-term debt, net on our consolidated balance sheets. During the three and nine months ended September 30, 2021, we elected the fair value option for $11 million and $37 million of securities, respectively, $3.17 billion and $9.75 billion of residential loans (principal balance), respectively, $637 million and $1.55 billion of business purpose loans (principal balance), respectively, $5 million and $9 million of MSRs, respectively, and $11 million and $15 million of other financial instruments, respectively. Additionally, during the three months ended September 30, 2021, we elected the fair value option for $122 million of HEIs. We anticipate electing the fair value option for all future purchases of residential and business purpose loans that we intend to sell to third parties or transfer to securitizations, for business purpose bridge loans, HEIs, MSRs retained from sales of residential loans, and for certain securities we purchase, including IO securities and fixed-rate securities rated investment grade or higher. The following table presents the assets and liabilities that are reported at fair value on our consolidated balance sheets on a recurring basis at September 30, 2021 and December 31, 2020, 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 September 30, 2021 Carrying Fair Value Measurements Using (In Thousands) Level 1 Level 2 Level 3 Assets Residential loans $ 6,216,433 $ — $ — $ 6,216,433 Business purpose loans 4,693,555 — — 4,693,555 Multifamily loans 482,791 — — 482,791 Real estate securities 353,286 — — 353,286 Servicer advance investments 170,062 — — 170,062 MSRs 12,389 — — 12,389 Excess MSRs 29,185 — — 29,185 HEIs 167,856 — — 167,856 Other investments 17,574 — — 17,574 Derivative assets 51,103 8,213 33,628 9,262 Liabilities Non-controlling interest in consolidated Point HEI entity $ 16,722 $ — $ — $ 16,722 Derivative liabilities 10,972 8,348 74 2,550 ABS issued 7,756,101 — — 7,756,101 December 31, 2020 Carrying Fair Value Measurements Using (In Thousands) Level 1 Level 2 Level 3 Assets Residential loans $ 4,249,014 $ — $ — $ 4,249,014 Business purpose loans 4,136,353 — — 4,136,353 Multifamily loans 492,221 — — 492,221 Real estate securities 344,125 — — 344,125 Servicer advance investments 231,489 — — 231,489 MSRs 8,815 — — 8,815 Excess MSRs 34,418 — — 34,418 HEIs 42,440 — — 42,440 Other investments 18,847 — — 18,847 Derivative assets 53,238 18,260 19,951 15,027 Pledged collateral 1,177 1,177 — — FHLBC stock 5,000 — 5,000 — Liabilities Derivative liabilities $ 16,072 $ 15,495 $ — $ 577 ABS issued 6,900,362 — — 6,900,362 The following table presents additional information about Level 3 assets and liabilities measured at fair value on a recurring basis for the nine months ended September 30, 2021. Table 5.3 – Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis Assets Residential Loans Business Purpose Multifamily Loans Trading Securities AFS Servicer Advance Investments Excess MSRs HEIs Other (In Thousands) Beginning balance - $ 4,249,014 $ 4,136,353 $ 492,221 $ 125,667 $ 218,458 $ 231,489 $ 34,418 $ 42,440 $ 27,662 Acquisitions 9,926,335 38,176 — 37,117 1,600 — — 122,373 14,615 Originations — 1,515,262 — — — — — — — Sales (6,958,669) (9,484) — (32,704) (4,785) — — — — Principal paydowns (1,051,390) (942,096) (5,685) (1,783) (45,120) (58,248) — (10,220) (9,224) Gains (losses) in net income (loss), net 53,549 (25,658) (3,745) 24,713 26,998 (3,179) (5,233) 13,263 (2,974) Unrealized losses in OCI, net — — — — 3,125 — — — — Other settlements, net (1) (2,406) (18,998) — — — — — — (116) Ending balance - $ 6,216,433 $ 4,693,555 $ 482,791 $ 153,010 $ 200,276 $ 170,062 $ 29,185 $ 167,856 $ 29,963 Liabilities Derivatives (2) Point HEI Non-Controlling Interest ABS (In Thousands) Beginning balance - December 31, 2020 $ 14,450 $ — $ 6,900,362 Acquisitions — 16,639 2,552,785 Principal paydowns — — (1,500,357) Gains (losses) in net income (loss), net 17,806 83 (196,689) Other settlements, net (1) (25,544) — — Ending balance - September 30, 2021 $ 6,712 $ 16,722 $ 7,756,101 (1) Other settlements, net for residential and business purpose loans represents the transfer of loans to REO, and for derivatives, the settlement of forward sale commitments and the transfer of the fair value of loan purchase or interest rate lock commitments at the time loans are acquired to the basis of residential and single-family rental loans. (2) For the purpose of this presentation, derivative assets and liabilities, which consist of loan purchase commitments and interest rate lock commitments, are presented on a net basis. The following table presents the portion of gains or losses included in our consolidated statements of income (loss) that were attributable to Level 3 assets and liabilities recorded at fair value on a recurring basis and held at September 30, 2021 and 2020. Gains or losses incurred on assets or liabilities sold, matured, called, or fully written down during the three and nine months ended September 30, 2021 and 2020 are not included in this presentation. Table 5.4 – Portion of Net Gains (Losses) Attributable to Level 3 Assets and Liabilities Still Held at September 30, 2021 and 2020 Included in Net Income Included in Net Income Three Months Ended September 30, Nine Months Ended September 30, (In Thousands) 2021 2020 2021 2020 Assets Residential loans at Redwood $ 6,553 $ (107) $ 9,371 $ (865) Business purpose loans 18,810 21,155 19,829 17,901 Net investments in consolidated Sequoia entities (1) 2,885 7,700 11,779 (22,802) Net investments in consolidated Freddie Mac SLST entities (1) 13,781 82,209 54,006 (33,087) Net investments in consolidated Freddie Mac K-Series entity (1) 555 2,165 11,330 (11,014) Net investments in consolidated CAFL SFR entities (1) 2,943 9,673 5,500 (41,048) Net investment in consolidated Point HEI entity (1) 47 — 129 — Trading securities 1,547 (3,549) 3,824 (80,358) Servicer advance investments (2,079) 25 (3,179) (6,172) MSRs (235) (2,376) (49) (16,798) Excess MSRs (803) (1,127) (5,233) (7,650) HEIs at Redwood (41) 2,384 21 (4,286) Loan purchase and interest rate lock commitments 9,021 10,791 9,261 10,773 Liabilities Non-controlling interest in consolidated Point HEI entity $ (83) $ — $ (83) $ — Loan purchase commitments (2,570) 420 (2,550) (1,334) (1) Represents the portion of net gains or losses included in our consolidated statements of income (loss) related to loans, securitized HEIs, and the associated ABS issued at our consolidated securitization entities held at September 30, 2021 and 2020, which netted together represent the change in value of our investments at the consolidated VIEs, excluding REO. The following table presents information on assets recorded at fair value on a non-recurring basis at September 30, 2021. 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 sheets at September 30, 2021. Table 5.5 – Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis at September 30, 2021 Gain (Loss) for September 30, 2021 Carrying Fair Value Measurements Using Three Months Ended Nine Months Ended (In Thousands) Level 1 Level 2 Level 3 September 30, 2021 September 30, 2021 Assets REO $ 622 $ — $ — $ 622 $ (1) $ (4) The following table presents the net market valuation gains and losses recorded in each line item of our consolidated statements of income for the three and nine months ended September 30, 2021 and 2020. Table 5.6 – Market Valuation Gains and Losses, Net Three Months Ended September 30, Nine Months Ended September 30, (In Thousands) 2021 2020 2021 2020 Mortgage Banking Activities, Net Residential loans held-for-sale, at fair value $ 9,045 $ (478) $ 57,145 $ (15,972) Residential loan purchase commitments 18,817 13,067 18,351 35,123 Single-family rental loans held-for-sale, at fair value 19,205 43,191 54,675 55,868 Single-family rental loan interest rate lock commitments (744) — — 341 Bridge loans 3,433 938 6,702 (4,256) Trading securities (1) 32 — (342) — Risk management derivatives, net 3,539 (99) 38,117 (52,931) Total mortgage banking activities, net (2) $ 53,327 $ 56,619 $ 174,648 $ 18,173 Investment Fair Value Changes, Net Residential loans at Redwood $ 816 $ 218 $ 2,423 $ (93,314) Single-family rental loans held-for-investment — — — (20,806) Bridge loans held-for-investment 900 6,812 4,142 (10,016) Trading securities 1,546 (3,600) 25,067 (224,679) Servicer advance investments (2,079) 26 (3,179) (6,172) Excess MSRs (803) (1,127) (5,233) (7,650) Net investments in Legacy Sequoia entities (3) (247) (81) (1,162) (702) Net investments in Sequoia entities (3) 3,314 7,851 13,118 (22,065) Net investments in Freddie Mac SLST entities (3) 13,849 82,214 54,282 (33,081) Net investment in Freddie Mac K-Series entity (3) 554 2,166 11,330 (82,744) Net investments in CAFL entities (3) 2,943 9,673 6,354 (41,048) Net investment in Point HEI entity (3) 47 — 47 — HEIs at Redwood 5,622 2,384 13,017 (4,286) Other investments (385) 67 50 (4,825) Risk management derivatives, net — — — (59,142) Credit recoveries (losses) on AFS securities — 444 388 (1,027) Total investment fair value changes, net $ 26,077 $ 107,047 $ 120,644 $ (611,557) Other Income MSRs $ (989) $ (4,783) $ (3,236) $ (27,346) Risk management derivatives, net — — — 13,966 Total other income (4) $ (989) $ (4,783) $ (3,236) $ (13,380) Total Market Valuation Gains (Losses), Net $ 78,415 $ 158,883 $ 292,056 $ (606,764) (1) Represents fair value changes on trading securities that are being used along with risk management derivatives to manage the mark-to-market risks associated with our residential mortgage banking operations. (2) Mortgage banking activities, net presented above does not include fee income from loan originations or acquisitions, provisions for repurchases expense, and other expenses that are components of Mortgage banking activities, net presented on our consolidated statements of income (loss), as these amounts do not represent market valuation changes. (3) Includes changes in fair value of the residential loans held-for-investment, securitized Point HEIs, REO and the ABS issued at the entities, which netted together represent the change in value of our investments at the consolidated VIEs. (4) Other income presented above does not include net MSR fee income or provisions for repurchases for MSRs, as these amounts do not represent market valuation adjustments. At September 30, 2021, 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, 2020. 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 September 30, 2021 Fair Input Values (Dollars in Thousands, except Input Values) Unobservable Input Range Weighted Average (1) Assets Residential loans, at fair value: Jumbo fixed-rate loans $ 624,477 Prepayment rate (annual CPR) 20 - 20 % 20 % Whole loan spread to TBA price $ 3.00 - $ 3.00 $ 3.00 Whole loan spread to swap rate 202 - 202 bps 202 bps Jumbo loans committed to sell 870,568 Whole loan committed sales price $ 101.90 - $ 103.32 $ 102.46 Loans held by Legacy Sequoia (2) 242,234 Liability price N/A N/A Loans held by Sequoia (2) 2,479,750 Liability price N/A N/A Loans held by Freddie Mac SLST (2) 1,999,405 Liability price N/A N/A Business purpose loans: Single-family rental loans 466,346 Senior credit spread 65 - 65 bps 65 bps Subordinate credit spread 110 - 1,523 bps 401 bps Senior credit support 35 - 35 % 35 % IO discount rate 9 - 9 % 9 % Prepayment rate (annual CPR) 3 - 3 % 3 % Non-securitizable loan dollar price $ 76 - $ 111 $ 101 Single-family rental loans held by CAFL (2) 3,402,410 Liability price N/A N/A Bridge loans 824,799 Discount rate 4 - 15 % 6 % Multifamily loans held by Freddie Mac K-Series (2) 482,791 Liability price N/A N/A Trading and AFS securities 353,286 Discount rate 2 - 38 % 7 % Prepayment rate (annual CPR) 8 - 58 % 27 % Default rate — - 25 % 4 % Loss severity — - 50 % 24 % CRT dollar price $ 96 - $ 116 $ 104 Servicer advance investments 170,062 Discount rate 2 - 3 % 2 % Prepayment rate (annual CPR) 20 - 30 % 21 % Expected remaining life (3) 5 - 5 years 5 years Mortgage servicing income 2 - 11 bps 9 bps MSRs 12,389 Discount rate 12 - 15 % 13 % Prepayment rate (annual CPR) 6 - 80 % 28 % Per loan annual cost to service $ 95 - $ 95 $ 95 Excess MSRs 29,185 Discount rate 13 - 16 % 15 % Prepayment rate (annual CPR) 21 - 30 % 25 % Excess mortgage servicing income 8 - 17 bps 11 bps Table 5.7 – Fair Value Methodology for Level 3 Financial Instruments (continued) September 30, 2021 Fair Input Values (Dollars in Thousands, except Input Values) Unobservable Input Range Weighted Average (1) Assets (continued) HEIs at Redwood $ 414 Dollar Price $ 92 - $ 124 $ 105 HEIs held by Point HEI entity 167,442 Liability price N/A N/A REO 622 Loss severity 11 - 40 % 22 % Residential loan purchase commitments, net 6,712 Committed sales price $ 102.11 - $ 102.77 $ 102.54 Pull-through rate 4 - 100 % 71 % Whole loan spread to TBA price $ 3.00 - $ 3.00 $ 3.00 Whole loan spread to swap rate 185 - 202 bps 201 bps Prepayment rate (annual CPR) 20 - 20 % 20 % Liabilities ABS issued (2) : At consolidated Sequoia entities 2,482,746 Discount rate 1 - 18 % 3 % Prepayment rate (annual CPR) 7 - 55 % 33 % Default rate — - 36 % 2 % Loss severity 25 - 50 % 32 % At consolidated CAFL SFR entities (4) 3,126,405 Discount rate 1 - 13 % 3 % Prepayment rate (annual CPR) 3 - 3 % 3 % Default rate 2 - 18 % 9 % Loss severity 30 - 30 % 30 % At consolidated Freddie Mac SLST entities 1,550,111 Discount rate 2 - 7 % 3 % Prepayment rate (annual CPR) 6 - 8 % 6 % Default rate 9 - 10 % 9 % Loss severity 35 - 35 % 35 % At consolidated Freddie Mac K-Series entities (4) 451,402 Discount rate 1 - 8 % 2 % At consolidated Point HEI entity (4) 145,437 Discount rate 3 - 15 % 4 % Prepayment rate (annual CPR) 20 - 20 % 20 % Default rate 6 - 6 % 6 % Loss severity 25 - 25 % 25 % Home price appreciation 3 - 4 % 3 % (1) The weighted average input values for all loan types are based on the unpaid principal balance. The weighted average input values for all other assets and liabilities are based on relative fair value. (2) The fair value of the loans and HEIs held by consolidated entities was based on the fair value of the ABS issued by these entities and the securities and other investments we own in those entities, which we determined were more readily observable in accordance with accounting guidance for collateralized financing entities. At September 30, 2021, the fair value of securities we owned at the consolidated Sequoia, CAFL SFR, Freddie Mac SLST, Freddie Mac K-Series, and Point HEI entities was $240 million, $288 million, $451 million, $31 million, and $10 million, respectively. (3) Represents the estimated average duration of outstanding servicer advances at a given point in time (not taking into account new advances made with respect to the pool). (4) As a market convention, certain securities are priced to a no-loss yield and therefore do not include default and loss severity assumptions. Determination of Fair Value 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. Included in Note 5 to the Consolidated Financial Statements of our Annual Report on Form 10-K for the year ended December 31, 2020 is a more detailed description of our financial instruments measured at fair value and their significant inputs, as well as the general classification of such instruments pursuant to the Level 1, Level 2, and Level 3 valuation hierarchy. In addition to the Level 3 financial instruments included in Table 5.7 above, certain of our Other investments (comprised of strategic investments in early-stage start-up companies) are Level 3 financial instruments that we account for under the fair value option. These investments generally take the form of equity or debt with conversion features and do not have readily determinable fair values. We generally value these assets based on our original investment price until there is an observable price change in an orderly transaction for the identical or similar investment of the same issuer. |