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Fair Value | 9 Months Ended
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Sep. 30, 2018
Fair Value Disclosures [Abstract] |
Fair Value | Fair Value The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses approximate fair value because of the short maturity of these amounts. Our revolving credit facility, term loan facility, asset-backed securitizations and secured note payable are financial instruments, which are classified as Level 3 in the fair value hierarchy as they were estimated by using unobservable inputs. We estimated their fair values by modeling the contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. Our unsecured senior notes and exchangeable senior notes are also financial instruments, which are classified as Level 2 in the fair value hierarchy as their fair values are estimated using observable inputs, based on the market value of the last trade at the end of the period. The following table displays the carrying values and fair values of our debt instruments as of September 30, 2018, and December 31, 2017 (in thousands):
| September 30, 2018 |  | December 31, 2017
| Carrying Value |  | Fair Value |  | Carrying Value |  | Fair Value
AH4R 2014-SFR2 securitization | $ | 492,478 |  |  | $ | 498,510 |  |  | $ | 496,326 |  |  | $ | 504,730 |
AH4R 2014-SFR3 securitization | 508,080 |  |  | 516,519 |  |  | 512,041 |  |  | 521,252 |
AH4R 2015-SFR1 securitization | 533,578 |  |  | 538,414 |  |  | 537,723 |  |  | 544,592 |
AH4R 2015-SFR2 securitization | 463,552 |  |  | 470,844 |  |  | 467,267 |  |  | 475,832 |
Total asset-backed securitizations (1) | 1,997,688 |  |  | 2,024,287 |  |  | 2,013,357 |  |  | 2,046,406 |
Unsecured senior notes, net (1) (2) | 497,384 |  |  | 477,805 |  |  | — |  |  | — |
Exchangeable senior notes, net (2) | 114,507 |  |  | 144,135 |  |  | 111,697 |  |  | 147,462 |
Secured note payable (3) | — |  |  | — |  |  | 48,859 |  |  | 49,027 |
Revolving credit facility (1) (4) | — |  |  | — |  |  | 140,000 |  |  | 140,000 |
Term loan facility (1) (5) | 100,000 |  |  | 100,000 |  |  | 200,000 |  |  | 200,000 |
Total debt | $ | 2,709,579 |  |  | $ | 2,746,227 |  |  | $ | 2,513,913 |  |  | $ | 2,582,895 |
(1) | The carrying values of the asset-backed securitizations, unsecured senior notes, revolving credit facility and term loan facility exclude $32.3 million, $4.8 million, $7.4 million and $0.8 million, respectively, of unamortized deferred financing costs as of September 30, 2018, and exclude $36.0 million, zero, $8.8 million and $2.0 million, respectively, of unamortized deferred financing costs as of December 31, 2017.
(2) | The carrying values of the unsecured senior notes, net and exchangeable senior notes, net are presented net of unamortized discounts.
(3) | The secured note payable was paid off in full during the second quarter of 2018.
(4) | As our revolving credit facility bears interest at a floating rate based on an index plus a spread, which is a LIBOR rate plus a margin ranging from 0.825% to 1.55% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.55%, management believes that the carrying value of the revolving credit facility reasonably approximates fair value.
(5) | As our term loan facility bears interest at a floating rate based on an index plus a spread, which is a LIBOR rate plus a margin ranging from 0.90% to 1.75% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.75%, management believes that the carrying value of the term loan facility reasonably approximates fair value.
Valuation of the participating preferred shares derivative liability considered scenarios in which the participating preferred shares would be redeemed or converted into Class A common shares by the Company and the subsequent payoffs under those scenarios. The valuation also considered certain variables such as the risk-free rate matching the assumed timing of either redemption or conversion, volatility of the underlying home price appreciation index, dividend payments, conversion rates, the assumed timing of either redemption or conversion and an assumed drift factor in home price appreciation across certain metropolitan statistical areas, or MSAs, as outlined in the agreement. The Series C participating preferred shares were redeemed through a conversion into Class A common shares on April 5, 2018 (see Note 10). In October 2017, in anticipation of the issuance of the 2028 Notes and in order to hedge interest rate risk, the Operating Partnership entered into a treasury lock agreement on a notional amount of $350.0 million, based on the 10-year treasury note rate at the time. The treasury lock was designated as a cash flow hedging instrument and had a fair value of $0.1 million as of December 31, 2017, which was included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets, with a corresponding unrealized gain reflected in other comprehensive income. The treasury lock was settled upon the issuance of the 2028 Notes in February 2018 and resulted in a $9.6 million gain that was recorded in other comprehensive income and will be reclassified into earnings as a reduction of interest expense over the term of the 2028 Notes. The treasury lock is classified as Level 2 within the fair value hierarchy as its fair value was estimated using observable inputs, based on the 10-year treasury note rate. The following table sets forth the fair values of the participating preferred shares derivative liability and treasury lock as of September 30, 2018, and December 31, 2017 (in thousands):
Description |  | Fair Value Hierarchy |  | September 30, 2018 |  | December 31, 2017
Assets: |  |  |  |  |  |  |  |
Treasury lock |  | Level 2 |  | $ | — |  |  | $ | 75 |
Liabilities: |  |  |  |  |  |  |  |
Participating preferred shares derivative liability |  | Level 3 |  | $ | — |  |  | $ | 29,470 |
The following tables present changes in the fair values of our Level 3 financial instruments that were measured on a recurring basis with changes in fair value recognized in remeasurement of participating preferred shares within the condensed consolidated statements of operations for the nine months ended September 30, 2018 and 2017 (in thousands):
Description |  | January 1, 2018 |  | Conversions |  | Remeasurement included in earnings |  | September 30, 2018
Liabilities: |  |  |  |  |  |  |  |  |  |  |
Participating preferred shares derivative liability |  | $ | 29,470 |  |  | $ | (28,258 | ) |  | $ | (1,212 | ) |  | $ | — |
Description |  | January 1, 2017 |  | Conversions |  | Remeasurement included in earnings |  | September 30, 2017
Liabilities: |  |  |  |  |  |  |  |  |  |  |
Participating preferred shares derivative liability |  | $ | 69,810 |  |  | $ | — |  |  | $ | (1,341 | ) |  | $ | 68,469 |

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- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -URI http://asc.fasb.org/topic&trid=2155941 + Details
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