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 June 30, 2023 and December 31, 2022. Table 5.1 – Carrying Values and Fair Values of Assets and Liabilities June 30, 2023 December 31, 2022 Carrying Fair Carrying Fair (In Thousands) Assets Residential loans, held-for-sale, at fair value $ 196,737 $ 196,737 $ 780,781 $ 780,781 Residential loans, held-for-investment, at fair value 5,259,162 5,259,162 4,832,407 4,832,407 Business purpose loans, held-for-sale, at fair value 282,836 282,836 364,073 364,073 Business purpose loans, held-for-investment, at fair value 4,943,887 4,943,887 4,968,513 4,968,513 Consolidated Agency multifamily loans, at fair value 420,096 420,096 424,551 424,551 Real estate securities, at fair value 166,819 166,819 240,475 240,475 HEIs 427,307 427,307 403,462 403,462 Servicer advance investments (1) 234,304 234,304 269,259 269,259 MSRs (1) 26,242 26,242 25,421 25,421 Excess MSRs (1) 39,877 39,877 39,035 39,035 Other investments (1) 5,847 5,847 6,155 6,155 Cash and cash equivalents 357,308 357,308 258,894 258,894 Restricted cash 89,534 89,534 70,470 70,470 Derivative assets 20,436 20,436 20,830 20,830 Margin receivable (2) 2,043 2,043 13,802 13,802 Liabilities Short-term debt (3) $ 1,344,624 $ 1,344,624 $ 1,853,664 $ 1,853,664 Margin payable (4) 7,512 7,512 5,944 5,944 Guarantee obligations (4) 6,079 4,378 6,344 4,738 HEI securitization non-controlling interest 23,895 23,895 22,329 22,329 Derivative liabilities 2,316 2,316 16,855 16,855 ABS issued, net at fair value 7,702,826 7,702,826 7,424,132 7,424,132 at amortized cost 480,344 447,171 562,620 524,768 Other long-term debt, net (5) 1,144,232 1,087,998 1,077,200 1,069,946 Convertible notes, net (5) 631,349 580,543 693,473 638,049 Trust preferred securities and subordinated notes, net (5) 138,790 90,675 138,767 83,700 (1) These investments are included in Other investments on our consolidated balance sheets. (2) These assets are included in Other assets on our consolidated balance sheets. (3) Short-term debt excludes short-term convertible notes, which are included below under "Convertible notes, net." (4) These liabilities are included in Accrued expenses and other liabilities on our consolidated balance sheets. (5) These liabilities are primarily included in Long-term debt, net on our consolidated balance sheets. Convertible notes, net also includes convertible notes classified as Short-term debt. See Note 14 for more information on Short-term debt. During the three and six months ended June 30, 2023, we elected the fair value option for $6 million and $8 million of securities, respectively, $182 million and $235 million (principal balance) of residential loans, respectively, and $406 million and $845 million (principal balance) of business purpose loans, respectively. Additionally, during the three and six months ended June 30, 2023, we elected the fair value option for $9 million and $26 million of HEIs, respectively. For both the three and six months ended June 30, 2023, we elected the fair value option for $1 million of Other investments. 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, as well as for certain securities we purchase, including IO securities, fixed-rate securities rated investment grade or higher, and HEIs. The following table presents the assets and liabilities that are reported at fair value on our consolidated balance sheets on a recurring basis at June 30, 2023 and December 31, 2022, 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 June 30, 2023 Carrying Fair Value Measurements Using (In Thousands) Level 1 Level 2 Level 3 Assets Residential loans $ 5,455,869 $ — $ — $ 5,455,869 Business purpose loans 5,226,723 — — 5,226,723 Consolidated Agency multifamily loans 420,096 — — 420,096 Real estate securities 166,819 — — 166,819 HEIs 427,307 — — 427,307 Servicer advance investments 234,304 — — 234,304 MSRs 26,242 — — 26,242 Excess MSRs 39,877 — — 39,877 Other investments 5,847 — — 5,847 Derivative assets 20,436 6,869 10,125 3,442 Liabilities HEI securitization non-controlling interest $ 23,895 $ — $ — $ 23,895 Derivative liabilities 2,316 920 — 1,396 ABS issued 7,702,826 — — 7,702,826 December 31, 2022 Carrying Fair Value Measurements Using (In Thousands) Level 1 Level 2 Level 3 Assets Residential loans $ 5,613,157 $ — $ — $ 5,613,157 Business purpose loans 5,332,586 — — 5,332,586 Consolidated Agency multifamily loans 424,551 — — 424,551 Real estate securities 240,475 — — 240,475 HEIs 403,462 — — 403,462 Servicer advance investments 269,259 — — 269,259 MSRs 25,421 — — 25,421 Excess MSRs 39,035 — — 39,035 Other investments 6,155 — — 6,155 Derivative assets 20,830 5,869 14,625 336 Liabilities HEI securitization non-controlling interest $ 22,329 $ — $ — $ 22,329 Derivative liabilities 16,855 16,841 — 14 ABS issued 7,424,132 — — 7,424,132 The following table presents additional information about Level 3 assets and liabilities measured at fair value on a recurring basis for the six months ended June 30, 2023. Table 5.3 – Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis Assets Residential Loans Business Purpose Consolidated Agency Multifamily Loans Trading Securities AFS HEIs Servicer Advance Investments Excess MSRs MSRs and Other Investments (In Thousands) Beginning balance - $ 5,613,157 $ 5,332,586 $ 424,552 $ 108,329 $ 132,146 $ 403,462 $ 269,259 $ 39,035 $ 31,576 Acquisitions 235,479 — — 7,883 1,979 25,513 — — 500 Originations — 844,799 — — — — — — — Sales (172,801) (409,790) — (55,087) (41,775) — — — (272) Principal paydowns (230,957) (529,404) (4,145) (258) (385) (17,031) (37,268) — (100) Gains (losses) in net income, net 12,129 (4,870) (311) 8,456 650 15,363 2,313 842 635 Unrealized losses in OCI, net — — — — 4,881 — — — — Other settlements, net (1) (1,138) (6,598) — — — — — — (250) Ending balance - $ 5,455,869 $ 5,226,723 $ 420,096 $ 69,323 $ 97,496 $ 427,307 $ 234,304 $ 39,877 $ 32,089 Liabilities Derivatives (2) HEI Securitization Non-Controlling Interest ABS (In Thousands) Beginning balance - December 31, 2022 $ 322 $ 22,329 $ 7,424,132 Acquisitions — — 635,080 Principal paydowns — — (360,697) Gains (losses) in net income, net 2,505 1,566 4,311 Other settlements, net (1) (781) — — Ending balance - June 30, 2023 $ 2,046 $ 23,895 $ 7,702,826 (1) Other settlements, net: for residential and business purpose loans, represents the transfer of loans to REO; for derivatives, represents the transfer of the fair value of loan purchase and interest rate lock commitments at the time loans are acquired to the basis of residential and business purpose loans; and for MSRs and other investments, primarily represents an investment that was exchanged into a new instrument that is no longer measured at fair value on a recurring basis. (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 fair value 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 June 30, 2023 and 2022. Gains or losses incurred on assets or liabilities sold, matured, called, or fully written down during the three and six months ended June 30, 2023 and 2022 are not included in this presentation. Table 5.4 – Portion of Net Fair Value Gains (Losses) Attributable to Level 3 Assets and Liabilities Still Held at June 30, 2023 and 2022 Included in Net Income Included in Net Income (loss) Three Months Ended June 30, Six Months Ended June 30, (In Thousands) 2023 2022 2023 2022 Assets Residential loans at Redwood $ (680) $ (15,995) $ (466) $ (31,858) Business purpose loans at Redwood and CAFL Bridge (23,033) (28,385) (17,877) (36,566) Net investments in consolidated Sequoia entities (1) 170 (6,222) 2,519 (11,203) Net investments in consolidated Freddie Mac SLST entities (1) (16,760) (36,014) (8,001) (33,074) Net investments in consolidated Freddie Mac K-Series entities (1) 385 (190) 748 74 Net investments in consolidated CAFL Term entities (1) 10,707 (21,828) 1,897 (17,780) Net investment in consolidated HEI securitization entity (1) 1,251 3,371 2,445 13,000 Trading securities 1,829 (17,501) 3,073 (19,884) Available-for-sale securities (71) — (99) — HEIs at Redwood 7,676 1,549 11,053 2,701 Servicer advance investments 3,665 (3,231) 2,313 (6,313) MSRs 1,692 4,248 1,278 7,644 Excess MSRs 1,070 (2,220) 842 (3,428) Loan purchase and interest rate lock commitments 3,442 2,056 3,442 2,007 Liabilities Non-controlling interest in consolidated HEI entity $ — $ (2,170) $ — $ (8,388) Loan purchase commitments (1,396) (488) (1,396) (527) (1) Represents the portion of net fair value gains or losses included in our consolidated statements of income related to securitized loans, securitized HEIs, and the associated ABS issued at our consolidated securitization entities held at June 30, 2023 and 2022, which, netted together, represent the change in value of our investments at the consolidated VIEs accounted for under the CFE election, excluding REO. The following table presents information on assets recorded at fair value on a non-recurring basis at June 30, 2023. 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 June 30, 2023. Table 5.5 – Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis at June 30, 2023 Gain (Loss) for June 30, 2023 Carrying Fair Value Measurements Using Three Months Ended Six Months Ended (In Thousands) Level 1 Level 2 Level 3 June 30, 2023 June 30, 2023 Assets Strategic investments $ 15,550 $ — $ — $ 15,550 $ (2,650) $ (2,650) REO 2,350 — — 2,350 (470) (653) 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 six months ended June 30, 2023 and 2022. Table 5.6 – Market Valuation Gains and Losses, Net Three Months Ended June 30, Six Months Ended June 30, (In Thousands) 2023 2022 2023 2022 Mortgage Banking Activities, Net Residential loans held-for-sale $ (1,085) $ (24,517) $ 5,909 $ (51,716) Residential loan purchase commitments 2,420 (8,897) 2,181 (50,520) BPL term loans held-for-sale (1,132) (40,034) 11,534 (64,502) BPL term loan interest rate lock commitments — 40 — (685) BPL bridge loans 2,297 116 3,450 2,251 Trading securities (1) 1,923 1,315 1,923 4,101 Risk management derivatives, net 5,426 25,387 (3,041) 115,774 Total mortgage banking activities, net (2) $ 9,849 $ (46,590) $ 21,956 $ (45,297) Investment Fair Value Changes, Net Residential loans held-for-investment, at Redwood (called Sequoia loans) $ — $ (8,010) $ 183 $ (12,262) BPL term loans held-for-sale (13,625) — (13,625) — BPL bridge loans held-for-investment (8,149) (9,559) (6,773) (11,702) Trading securities 4,572 (17,358) 6,533 (21,600) Servicer advance investments 3,665 (3,231) 2,313 (6,312) Excess MSRs 1,070 (2,220) 842 (3,428) Net investments in Legacy Sequoia entities (3) (10) (336) (104) (1,050) Net investments in Sequoia entities (3) 928 (5,886) 3,370 (9,708) Net investments in Freddie Mac SLST entities (3) (16,563) (35,940) (7,629) (32,904) Net investment in Freddie Mac K-Series entity (3) 385 (190) 748 74 Net investments in CAFL Term entities (3) 10,707 (21,828) 1,897 (17,780) Net investments in HEI securitization entities (3) 453 1,201 878 4,612 HEIs at Redwood 8,468 1,596 12,308 2,788 Other investments (3,359) 10,460 (3,794) 10,583 Risk management derivatives, net 7,679 4,395 (1,025) 6,368 Credit losses on AFS securities, net (71) (1,066) (99) (1,771) Other (746) — (746) — Total investment fair value changes, net $ (4,596) $ (87,972) $ (4,723) $ (94,092) Other Income MSRs $ 1,411 $ 3,827 $ 821 $ 6,795 Other (340) — (460) — Total other income (4) $ 1,071 $ 3,827 $ 361 $ 6,795 Total Market Valuation Gains (Losses), Net $ 6,324 $ (130,735) $ 17,594 $ (132,594) Footnotes to Table 5.6 (1) Represents fair value changes on trading securities that are being used along with risk management derivatives to manage the 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, and other expenses that are components of Mortgage banking activities, net presented on our consolidated statements of in come, as these amounts do not represent market valuation changes. (3) Includes changes in fair value of the residential loans held-for-investment, securitized HEIs, REO, and ABS issued at the entities, which, netted together, represent the change in value of our investments at the consolidated VIEs accounted for under the CFE election. (4) Other income presented above does not include net MSR fee income or provisions for repurchases of MSRs, as these amounts do not represent market valuation adjustments. At June 30, 2023, 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, 2022. 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 June 30, 2023 Fair Input Values (Dollars in Thousands, except Input Values) Unobservable Input Range Weighted Average (1) Assets Residential loans, at fair value: Jumbo loans $ 182,383 Whole loan spread to TBA price $ 3.91 - $ 3.91 $ 3.91 Jumbo loans committed to sell 14,318 Whole loan committed sales price $ 100 - $ 102 $ 101 Loans held by Legacy Sequoia (2) 163,222 Liability price N/A N/A Loans held by Sequoia (2) 3,703,754 Liability price N/A N/A Loans held by Freddie Mac SLST (2) 1,392,186 Liability price N/A N/A Business purpose loans: BPL term loans 269,886 Senior credit spread (3) 185 - 185 bps 185 bps Subordinate credit spread (3) 275 - 915 bps 491 bps Senior credit support (3) 36 - 36 % 36 % IO discount rate (3) 8 - 8 % 8 % Prepayment rate (annual CPR) (3) — - 3 % 3 % Dollar price of NPLs $ 58 - $ 100 $ 59 BPL term loans held by CAFL (2) 2,783,731 Liability price N/A N/A BPL bridge loans 2,173,106 Whole loan discount rate 4 - 15 % 9 % Whole loan spread 545 - 545 bps 545 bps Multifamily loans held by Freddie Mac K-Series (2) 420,096 Liability price N/A N/A Trading and AFS securities 166,819 Discount rate 6 - 18 % 9 % Prepayment rate (annual CPR) 4 - 65 % 9 % Default rate — - 14 % 0.4 % Loss severity — - 50 % 23 % CRT dollar price $ 97 - $ 99 $ 98 HEIs 298,043 Discount rate 10 - 10 % 10 % Prepayment rate (annual CPR) 1 - 23 % 16 % Home price appreciation (depreciation) (3) - 4 % 3 % HEIs held by HEI securitization entity 129,264 Discount Rate N/A N/A Servicer advance investments 234,304 Discount rate 2 - 5 % 4 % Prepayment rate (annual CPR) 11 - 30 % 14 % Expected remaining life (4) 6 - 6 yrs 6 yrs Mortgage servicing income — - 18 bps 3 bps Table 5.7 – Fair Value Methodology for Level 3 Financial Instruments (continued) June 30, 2023 Fair Input Values (Dollars in Thousands, except Input Values) Unobservable Input Range Weighted Average (1) Assets (continued) MSRs $ 26,242 Discount rate 11 - 46 % 11 % Prepayment rate (annual CPR) 4 - 25 % 7 % Per loan annual cost to service $ 93 - $ 93 $ 93 Excess MSRs 39,877 Discount rate 13 - 19 % 18 % Prepayment rate (annual CPR) 10 - 100 % 17 % Excess mortgage servicing amount 8 - 20 bps 11 bps Residential loan purchase commitments, net 2,046 Whole loan spread to TBA price $ 3.91 - $ 3.91 $ 3.91 Pull-through rate 17 - 100 % 68 % Committed sales price $ 100 - $ 103 $ 101 Liabilities ABS issued (2) : At consolidated Sequoia entities 3,647,439 Discount rate 4 - 18 % 7 % Prepayment rate (annual CPR) 4 - 35 % 10 % Default rate — - 14 % 1 % Loss severity 25 - 50 % 31 % At consolidated CAFL Term entities 2,475,176 Discount rate — - 12 % 7 % Prepayment rate (annual CPR) — - 3 % 0.1 % Default rate 5 - 14 % 7 % Loss severity 30 - 40 % 30 % At consolidated Freddie Mac SLST entities 1,096,972 Discount rate 5 - 16 % 6 % Prepayment rate (annual CPR) 6 - 6 % 6 % Default rate 8 - 9 % 9 % Loss severity 35 - 35 % 35 % At consolidated Freddie Mac K-Series entities (4) 387,581 Discount rate 3 - 10 % 6 % At consolidated HEI entities 95,658 Discount rate 10 - 14 % 10 % Prepayment rate (annual CPR) 20 - 20 % 20 % Home price appreciation (depreciation) (3) - 4 % 3 % (1) The weighted average input values for all loan types are based on 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 is 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 June 30, 2023, the fair value of securities we owned at the consolidated Sequoia, CAFL SFR, Freddie Mac SLST, Freddie Mac K-Series, and HEI securitization entities was $218 million, $306 million, $298 million, $33 million, and $14 million, respectively. (3) Values represent pricing inputs used in securitization pricing model. Credit spreads generally represent spreads to applicable swap rates. (4) 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). 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 in isolation — such as anticipated credit losses, prepayment rates, interest rates, or other valuation assumptions — 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, 2022 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. Certain of our Other investments (inclusive of strategic investments in early-stage 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 initially record these investments at cost and adjust their fair value based on observable price changes, such as follow-on capital raises or secondary sales, and will also evaluate impacts to valuation from changing market conditions and underlying business performance. As of June 30, 2023, the carrying value of these investments was $6 million. |