Quarterly report pursuant to Section 13 or 15(d)

Fair Value (Tables)

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Fair Value (Tables)
 3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Fair value measurement inputs and valuation techniques
Following are descriptions of the valuation methodologies used to measure material assets and liabilities at fair value and the details of the valuation models, key inputs to those models, and significant assumptions utilized. Within the assumption tables presented, not meaningful (“NM”) refers to a range of inputs that is too broad to provide meaningful information to the user or to an input that has no range and consists of a single data point.

Instrument Valuation techniques Classification of Fair Value Hierarchy
Assets
Loans held for investment, subject to HMBS related obligations(1)
HECM loans - securitized into Ginnie Mae HMBS
These loans are valued utilizing a present value methodology that discounts estimated projected cash flows over the life of the loan portfolio using conditional prepayment rate (“CPR”), loss frequency, loss severity, borrower draw, and discount rate assumptions.
 Level 3
Loans held for investment, subject to nonrecourse debt(1)
HECM buyouts - securitized (nonperforming)
These loans are valued utilizing a present value methodology that discounts estimated projected cash flows over the life of the portfolio using CPR, loss frequency, loss severity, and discount rate assumptions.
 Level 3
HECM buyouts - securitized (performing)
These loans are valued utilizing a present value methodology that discounts estimated projected cash flows over the life of the portfolio using weighted average remaining life (“WAL”), CPR, loss severity, and discount rate assumptions.
 Level 3
Non-agency reverse mortgage loans - securitized
These loans are valued utilizing a present value methodology that discounts estimated projected cash flows over the life of the portfolio using WAL, loan-to-value (“LTV”), CPR, loss severity, home price appreciation (“HPA”), and discount rate assumptions.
 Level 3
Commercial mortgage loans - securitized
This product is valued using a discounted cash flow model utilizing a single monthly mortality prepayment rate (“SMM”), discount rate, and loss rate assumptions.
 Level 3
(1) The Company aggregates loan portfolios based on the underlying securitization trust and values these loans using these aggregated pools. The range of inputs provided is based on the range of inputs utilized for each securitization trust.
Loans held for investment
Inventory buyouts The fair value of repurchased loans is based on expected cash proceeds of the liquidation of the underlying properties and expected claim proceeds from HUD. The primary assumptions utilized in valuing nonperforming repurchased loans include CPR, loss frequency, loss severity, and discount rate.

Termination proceeds are adjusted for expected loss frequencies and severities to arrive at net proceeds that will be provided upon final resolution, including assignments to FHA. Historical experience is utilized to estimate the loss rates resulting from scenarios where FHA insurance proceeds are not expected to cover all principal and interest outstanding and, as servicer, the Company is exposed to losses upon resolution of the loan. 		Level 3
Non-agency reverse mortgage loans The fair value of non-agency reverse mortgage loans is based on values for investments with similar investment grade ratings and the value the Company would expect to receive if the whole loans were sold to an investor.

The Company values non-agency reverse mortgage loans utilizing a present value methodology that discounts estimated projected cash flows over the life of the loan portfolio. The primary assumptions utilized in valuing the loans include WAL, LTV, CPR, loss severity, HPA, and discount rate. 		Level 3
Commercial mortgage loans This product is valued using a discounted cash flow (“DCF”) model with SMM, discount rate, and constant default rate (“CDR”) assumptions. Level 3
Other assets
Loans held for sale - residential mortgage loans This includes all mortgage loans that can be sold to the agencies, which are valued predominantly by published forward agency prices. This will also include all non-agency loans where recently negotiated market prices for the loan pool exist with a counterparty (which approximates fair value), or quoted market prices for similar loans are available. Level 2
Retained bonds
Management obtains third-party valuations to assess the reasonableness of the fair value calculations provided by the internal valuation model. The primary assumptions utilized include WAL and discount rate.
 Level 3
MSR
The Company valued MSR internally through a DCF analysis and calculated using a pricing model. This pricing model is based on the objective characteristics of the portfolio (loan amount, note rate, etc.) and commonly used industry assumptions such as discount rate and weighted average CPR. The range and weighted average of the unobservable inputs of MSR are not meaningful at March 31, 2024 or December 31, 2023.
 Level 3
Liabilities
HMBS related obligations
HMBS related obligations The estimated fair value is based on the net present value of projected cash flows over the estimated life of the liability. The estimated fair value of the HMBS related obligations also includes the consideration required by a market participant to transfer the HECM and HMBS servicing obligations, including exposure resulting from shortfalls in FHA insurance proceeds as well as assumptions that it believes a market participant would consider in valuing the liability, including, but not limited to, assumptions for repayment, costs to transfer servicing obligations, shortfalls in FHA insurance proceeds, and discount rates. The significant unobservable inputs used in the measurement include CPR and discount rates. Level 3
Nonrecourse debt
Nonrecourse reverse mortgage loan financing liability The estimated fair value is based on the net present value of projected cash flows over the estimated life of the liability. The significant unobservable inputs used in the measurement include WAL, CPR, and discount rates. Level 3
Nonrecourse commercial loan financing liability The estimated fair value is based on the net present value of projected cash flows over the estimated life of the liability.

The primary assumptions utilized include WAL, weighted average SMM, and discount rates. The Company estimates prepayment speeds giving consideration that the Company may in the future transfer additional loans to the trust, subject to the availability of funds provided for within the trust. 		Level 3
Deferred purchase price liabilities
Deferred purchase price liabilities
These liabilities are measured based on the estimated amount of indemnified claims associated with the AAG Transaction and the closing market price of the Company’s publicly-traded stock on the applicable date of the Condensed Consolidated Statements of Financial Condition. Refer to Note 3 - Acquisitions for additional information.
 Level 3
Tax Receivable Agreements (“TRA”) obligation The fair value is derived through the use of a DCF model. The significant unobservable assumptions used in the DCF include the ability to utilize tax attributes based on current tax forecasts, a constant U.S. federal income tax rate, and a discount rate. Level 3
Warrant liability
Warrants
The warrants are publicly-traded and are valued based on the closing market price of the applicable date of the Condensed Consolidated Statements of Financial Condition.
 Level 1
March 31, 2024 December 31, 2023
Instrument / Unobservable Inputs Range Weighted Average Range Weighted Average
Assets
Loans held for investment, subject to HMBS related obligations
CPR NM 20.7  % NM 20.1  %
Loss frequency NM 4.2  % NM 4.5  %
Loss severity
3.6% - 14.5%
 3.8  %
3.4% - 12.9%
3.5  %
Discount rate NM 5.1  % NM 5.0  %
Average draw rate NM 1.1  % NM 1.1  %
Loans held for investment, subject to nonrecourse debt:
HECM buyouts - securitized (nonperforming)
CPR NM 39.3  % NM 39.8  %
Loss frequency
23.1% - 100.0%
 49.3  %
23.1% - 100%
 51.0  %
Loss severity
3.6% - 14.5%
 7.0  %
3.4% - 12.8%
 6.4  %
Discount rate NM 9.0  % NM 8.6  %
HECM buyouts - securitized (performing)
WAL (in years) NM 7.3 NM 7.4
CPR NM 15.2  % NM 15.1  %
Loss severity
3.6% - 14.5%
 7.0  %
3.4% - 12.8%
 6.9  %
Discount rate NM 8.5  % NM 8.2  %
Non-agency reverse mortgage loans - securitized
WAL (in years) NM 9.9 NM 9.7
LTV
0.0% - 106.0%
 45.6  %
0.0% - 79.6%
 45.9  %
CPR NM 14.6  % NM 14.7  %
Loss severity NM 10.0  % NM 10.0  %
HPA
(6.3)% - 7.1%
 3.3  %
(9.8)% - 7.6%
 3.3  %
Discount rate NM 7.2  % NM 6.9  %
Commercial mortgage loans - securitized
SMM NM 9.2  % NM 10.7  %
Discount rate NM 18.5  % NM 16.5  %
Loss rate NM 3.8  % NM 1.0  %
Loans held for investment:
Inventory buyouts
CPR NM 40.6  % NM 41.5  %
Loss frequency NM 46.8  % NM 48.2  %
Loss severity
3.6% - 14.5%
 5.4  %
3.4% - 12.8%
 5.1  %
Discount rate NM 9.0  % NM 8.6  %
Non-agency reverse mortgage loans
WAL (in years) NM 11.5 NM 12.1
LTV
1.3% - 67.3%
 34.1  %
3.9% - 53.8%
 33.8  %
CPR NM 14.6  % NM 14.4  %
Loss severity NM 10.0  % NM 10.0  %
HPA
(6.3)% - 7.1%
 3.2  %
(9.8)% - 7.6%
 3.1  %
Discount rate NM 7.1  % NM 6.9  %
March 31, 2024 December 31, 2023
Instrument / Unobservable Inputs Range Weighted Average Range Weighted Average
Commercial mortgage loans
SMM NM 5.1  % NM 73.6  %
CDR NM 31.2  % NM 25.6  %
Discount rate
9.6% - 20.7%
 13.6  %
9.6% - 20.0%
 13.2  %
Other assets:
Retained bonds
WAL (in years)
2.3 - 23.2
 4.8
2.3 - 23.4
 4.9
Discount rate
(24.3)% - 12.6%
 7.3  %
(31.2)% - 12.3%
 6.7  %
Liabilities
HMBS related obligations
CPR NM 24.6  % NM 23.8  %
Discount rate NM 5.1  % NM 5.0  %
Nonrecourse debt:
Reverse mortgage loans:
Performing/Nonperforming HECM securitizations
WAL (in years) NM 0.7 NM 0.9
CPR
21.6% - 24.2%
 23.0  %
21.5% - 22.3%
 21.9  %
Discount rate NM 10.3  % NM 10.0  %
Securitized non-agency reverse
WAL (in years)
1.0 - 11.1
 4.6
0.8 - 11.2
 4.5
CPR
0.0% - 21.0%
13.3  %
10.6% - 22.3%
 14.7  %
Discount rate NM 7.2  % NM 7.0  %
Nonrecourse commercial loan financing liability
WAL (in months) NM 1.2 NM 1.8
Weighted average SMM NM 45.4  % NM 33.3  %
Discount rate NM 10.9  % NM 9.1  %
Deferred purchase price liabilities
TRA obligation
Discount rate NM 35.8  % NM 33.0  %
Summary of the recognized assets and liabilities that are measured at fair value on a recurring basis
The following table provides a summary of the recognized assets and liabilities that are measured at fair value on a recurring basis (in thousands):
March 31, 2024
Total Fair Value Level 1 Level 2 Level 3
Assets
Loans held for investment, subject to HMBS related obligations $ 18,050,772  $ —  $ —  $ 18,050,772 
Loans held for investment, subject to nonrecourse debt:
Reverse mortgage loans 8,327,915  —  —  8,327,915 
Commercial mortgage loans 79,687  —  —  79,687 
Loans held for investment:
Reverse mortgage loans 535,159  —  —  535,159 
Commercial mortgage loans 751  —  —  751 
Other assets:
Loans held for sale - residential mortgage loans 2,465  —  2,465  — 
Retained bonds 42,906  —  —  42,906 
MSR 783  —  —  783 
Total assets $ 27,040,438  $ —  $ 2,465  $ 27,037,973 
Liabilities
HMBS related obligations $ 17,827,060  $ —  $ —  $ 17,827,060 
Nonrecourse debt:
Nonrecourse debt in consolidated VIE trusts and reverse loan financing liability 7,883,472  —  —  7,883,472 
Nonrecourse commercial loan financing liability 14,424  —  —  14,424 
Deferred purchase price liabilities:
Deferred purchase price liabilities 2,794  —  —  2,794 
TRA obligation 4,824  —  —  4,824 
Warrant liability 431  431  —  — 
Total liabilities $ 25,733,005  $ 431  $ —  $ 25,732,574 
December 31, 2023
Total Fair Value Level 1 Level 2 Level 3
Assets
Loans held for investment, subject to HMBS related obligations $ 17,548,763  $ —  $ —  $ 17,548,763 
Loans held for investment, subject to nonrecourse debt:
Reverse mortgage loans 8,138,403  —  —  8,138,403 
Commercial mortgage loans 133,990  —  —  133,990 
Loans held for investment:
Reverse mortgage loans 574,271  —  —  574,271 
Commercial mortgage loans 957  —  —  957 
Other assets:
Loans held for sale - residential mortgage loans 4,246  —  4,246  — 
Retained bonds 44,297  —  —  44,297 
MSR 6,436  —  —  6,436 
Loan purchase commitments 630  —  630  — 
Total assets $ 26,451,993  $ —  $ 4,876  $ 26,447,117 
Liabilities
HMBS related obligations $ 17,353,720  $ —  $ —  $ 17,353,720 
Nonrecourse debt:
Nonrecourse debt in consolidated VIE trusts and reverse loan financing liability 7,876,932  —  —  7,876,932 
Nonrecourse commercial loan financing liability 27,268  —  —  27,268 
Deferred purchase price liabilities:
Deferred purchase price liabilities 4,318  —  —  4,318 
TRA obligation 4,537  —  —  4,537 
Warrant liability 1,150  1,150  —  — 
Total liabilities $ 25,267,925  $ 1,150  $ —  $ 25,266,775 
Fair value, assets measured on recurring basis, unobservable input reconciliation
Level 3 assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (in thousands):
Assets
Three months ended March 31, 2024 Loans held for investment Loans held for investment, subject to nonrecourse debt MSR Retained bonds
Beginning balance $ 18,123,991  $ 8,272,393  $ 6,436  $ 44,297 
Total gain (loss) included in earnings 604,482  23,599  (920) (742)
Purchases, settlements, and transfers:
Purchases and additions 684,204  10,522  —  — 
Sales and settlements (551,350) (188,219) (4,733) (649)
Transfers in (out) between categories (274,645) 289,307  —  — 
Ending balance $ 18,586,682  $ 8,407,602  $ 783  $ 42,906 
Assets
Three months ended March 31, 2023 Loans held for investment Loans held for investment, subject to nonrecourse debt Loans held for sale MSR Retained bonds Purchase commitments
Beginning balance $ 12,022,098  $ 7,454,638  $ 161,861  $ 95,096  $ 46,439  $ 9,356 
Total gain (loss) included in earnings 244,759  298,636  (828) (1,369) 1,031  — 
Purchases, settlements, and transfers:
Purchases and additions 6,462,274  26,981  40,468  405  —  — 
Sales and settlements (406,942) (333,324) (198,338) (80,419) (422) (9,356)
Transfers in (out) between categories (961,660) 927,896  15,580  —  —  — 
Ending balance $ 17,360,529  $ 8,374,827  $ 18,743  $ 13,713  $ 47,048  $ — 
Fair value, liabilities measured on recurring basis, unobservable input reconciliation
Level 3 assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (in thousands):
Liabilities
Three months ended March 31, 2024 HMBS related obligations Nonrecourse debt in consolidated VIE trusts and reverse loan financing liability Nonrecourse commercial loan financing liability Deferred purchase price liabilities TRA obligation
Beginning balance $ (17,353,720) $ (7,876,932) $ (27,268) $ (4,318) $ (4,537)
Total gain (loss) included in earnings (487,559) (55,487) 8,863  1,524  (287)
Purchases, settlements, and transfers:
Purchases and additions (468,520) (128,185) —  —  — 
Settlements 482,739  177,132  3,981  —  — 
Ending balance $ (17,827,060) $ (7,883,472) $ (14,424) $ (2,794) $ (4,824)
Liabilities
Three months ended March 31, 2023 HMBS related obligations Nonrecourse debt in consolidated VIE trusts and reverse loan financing liability Nonrecourse commercial loan financing liability Nonrecourse MSR financing liability Deferred purchase price liabilities TRA obligation
Beginning balance $ (10,996,755) $ (7,175,857) $ (106,758) $ (60,562) $ (137) $ (3,781)
Total gain (loss) included in earnings (147,451) (237,315) 381  748  —  1,579 
Purchases, settlements, and transfers:
Purchases and additions (5,648,041) (639,499) (22,600) —  (4,385) — 
Settlements 384,618  96,796  53,288  58,826  —  — 
Ending balance $ (16,407,629) $ (7,955,875) $ (75,689) $ (988) $ (4,522) $ (2,202)
Summary of the fair value and unpaid principal balance ("UPB") Presented in the tables below are the fair value and the unpaid principal balance (“UPB”), at March 31, 2024 and December 31, 2023, of financial assets and liabilities for which the Company has elected the fair value option (in thousands):
March 31, 2024 Estimated Fair Value Unpaid Principal Balance
Assets at fair value under the fair value option
Loans held for investment, subject to HMBS related obligations $ 18,050,772  $ 17,113,496 
Loans held for investment, subject to nonrecourse debt:
Reverse mortgage loans 8,327,915  8,483,961 
Commercial mortgage loans 79,687  92,561 
Loans held for investment:
Reverse mortgage loans 535,159  519,237 
Commercial mortgage loans 751  1,044 
Other assets:
Loans held for sale - residential mortgage loans 2,465  6,997 
Liabilities at fair value under the fair value option
HMBS related obligations 17,827,060  17,113,496 
Nonrecourse debt:
Nonrecourse debt in consolidated VIE trusts and reverse loan financing liability 7,883,472  8,447,617 
Nonrecourse commercial loan financing liability 14,424  22,295 
December 31, 2023 Estimated Fair Value Unpaid Principal Balance
Assets at fair value under the fair value option
Loans held for investment, subject to HMBS related obligations $ 17,548,763  $ 16,875,437 
Loans held for investment, subject to nonrecourse debt:
Reverse mortgage loans 8,138,403  8,257,750 
Commercial mortgage loans 133,990  136,622 
Loans held for investment:
Reverse mortgage loans 574,271  558,577 
Commercial mortgage loans 957  1,044 
Other assets:
Loans held for sale - residential mortgage loans 4,246  9,247 
Liabilities at fair value under the fair value option
HMBS related obligations 17,353,720  16,875,437 
Nonrecourse debt:
Nonrecourse debt in consolidated VIE trusts and reverse loan financing liability 7,876,932  8,429,135 
Nonrecourse commercial loan financing liability 27,268  26,661 
Loans held for investment and held for sale consisted of the following (in thousands):
March 31, 2024 Unpaid Principal Balance Fair Value Adjustments Estimated Fair Value
Loans held for investment, subject to HMBS related obligations $ 17,113,496  $ 937,276  $ 18,050,772 
Loans held for investment, subject to nonrecourse debt:
Reverse mortgage loans 8,483,961  (156,046) 8,327,915 
Commercial mortgage loans 92,561  (12,874) 79,687 
Total loans held for investment, subject to nonrecourse debt 8,576,522  (168,920) 8,407,602 
Loans held for investment(1):
Reverse mortgage loans 519,237  15,922  535,159 
Commercial mortgage loans 1,044  (293) 751 
Total loans held for investment 520,281  15,629  535,910 
Other assets:
Loans held for sale - residential mortgage loans 6,997  (4,532) 2,465 
Total loan portfolio $ 26,217,296  $ 779,453  $ 26,996,749 
(1) As of March 31, 2024, there was $484.9 million in UPB in loans held for investment pledged as collateral for financing lines of credit.
December 31, 2023 Unpaid Principal Balance Fair Value Adjustments Estimated Fair Value
Loans held for investment, subject to HMBS related obligations $ 16,875,437  $ 673,326  $ 17,548,763 
Loans held for investment, subject to nonrecourse debt:
Reverse mortgage loans 8,257,750  (119,347) 8,138,403 
Commercial mortgage loans 136,622  (2,632) 133,990 
Total loans held for investment, subject to nonrecourse debt 8,394,372  (121,979) 8,272,393 
Loans held for investment(1):
Reverse mortgage loans 558,577  15,694  574,271 
Commercial mortgage loans 1,044  (87) 957 
Total loans held for investment 559,621  15,607  575,228 
Other assets:
Loans held for sale - residential mortgage loans 9,247  (5,001) 4,246 
Total loan portfolio $ 25,838,677  $ 561,953  $ 26,400,630 
(1) As of December 31, 2023, there was $487.9 million in UPB in loans held for investment pledged as collateral for financing lines of credit.
The tables below show the total amount of loans held for investment and held for sale that were greater than 90 days past due and on non-accrual status (in thousands):
March 31, 2024 Unpaid Principal Balance Estimated Fair Value Difference
Loans held for investment, subject to nonrecourse debt:
Commercial mortgage loans $ 33,243  $ 27,295  $ (5,948)
Loans held for investment:
Commercial mortgage loans 1,044  751  (293)
Other assets:
Loans held for sale - residential mortgage loans 3,931  20  (3,911)
Total loans 90 days or more past due and on non-accrual status $ 38,218  $ 28,066  $ (10,152)

December 31, 2023 Unpaid Principal Balance Estimated Fair Value Difference
Loans held for investment, subject to nonrecourse debt:
Commercial mortgage loans $ 34,115  $ 31,244  $ (2,871)
Other assets:
Loans held for sale - residential mortgage loans 4,324  428  (3,896)
Total loans 90 days or more past due and on non-accrual status $ 38,439  $ 31,672  $ (6,767)

The table below shows a reconciliation of the changes in loans held for sale (in thousands):
For the three months ended March 31, 2024 For the three months ended March 31, 2023
Beginning balance $ 4,246  $ 173,984 
Originations/purchases/repurchases 2,284  79,286 
Proceeds from sales (4,151) (200,456)
Net transfers related to loans held for sale —  15,580 
Net transfers related to discontinued operations —  12,526 
Gain (loss) on loans held for sale, net 86  (12,387)
Net fair value gain on loans held for sale —  8,961 
Ending balance $ 2,465  $ 77,494 
Summary of the components of net fair value gains on mortgage loans and related obligations
Provided in the table below is a summary of the components of net fair value gains on loans and related obligations (in thousands):
For the three months ended March 31, 2024 For the three months ended March 31, 2023
Net origination gains $ 39,657  $ 24,475 
Interest income on mortgage loans 460,034  309,494 
Interest expense on HMBS and nonrecourse obligations (373,736) (224,391)
Servicing related income, net(1)
10,726  4,391 
Fair value changes from model amortization(2)
(57,608) (50,266)
Net fair value gains from portfolio activity 39,416  39,228 
Net fair value gains from changes in market inputs or model assumptions 13,562  112,691 
Net fair value gains on loans and related obligations $ 92,635  $ 176,394 
(1) Servicing related income, net, is comprised of premiums realized on the securitization of reverse mortgage tails and miscellaneous contractual servicing fees, net of guarantee fees paid.
(2) Fair value changes from portfolio runoff and realization of modeled income and expenses.