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Variable Interest Entities

3 Months Ended

Mar. 31, 2024

Variable Interest Entities.

Variable Interest Entities

Note 5: Variable Interest Entities

A VIE is a corporation, partnership, limited liability company, or any other legal structure used to conduct activities or hold assets generally that either:

•

Does not have equity investors with voting rights that can directly or indirectly make decisions about the entity’s activities through those voting rights or similar rights; or

•

Has equity investors that do not provide sufficient equity for the entity to finance its activities without additional subordinated financial support.

The Company has invested in single-family, multi-family, and healthcare debt financing entities, as well as low-income housing syndicated funds that are deemed to be VIEs. The Company also has deemed as VIEs a REMIC trust that was established in conjunction with the September 2022 multi-family loan sale and securitization transaction, as well as a second REMIC trust that was established in December 2023 with a related party in conjunction with a loan sale and securitization. Accordingly, the entities were assessed for potential consolidation under the VIE model that requires primary beneficiaries to consolidate the entity’s results. A primary beneficiary is defined as the party that has both the power to direct the activities that most significantly impact the entity, and an interest that could be significant to the entity. To determine if an interest could be significant to the entity, both qualitative and quantitative factors regarding the nature, size and form of involvement with the entity are evaluated.

At March 31, 2024 the Company determined it was not the primary beneficiary for most of its VIEs, primarily because the Company did not have the obligation to absorb losses or the rights to receive benefits from the VIE that could potentially be significant to the VIE. Evaluation and assessment of VIEs for consolidation is performed on an ongoing basis by management. Any changes in facts and circumstances occurring since the previous primary beneficiary determination is considered as part of this ongoing assessment.

The table below reflects the assets and liabilities of the VIEs as well as our maximum exposure to loss in connection with VIEs at March 31, 2024 and December 31, 2023. The Company’s maximum exposure to loss associated with its unconsolidated VIEs consists of the capital invested plus any unfunded equity commitments. These investments are recorded in other assets and other liabilities on our unaudited condensed consolidated balance sheet. Also included in the maximum loss exposure are bridge loans to VIEs and securities acquired as part of securitization transactions. The bridge loans are included in loans receivable and the securities are included in securities held to maturity.


		Investments			Bridge loans			Securities			Maximum			Liabilities
Assets		in VIEs			to VIEs			for VIEs			Exposure to Loss			for VIEs

		($ in thousands)
March 31, 2024
Low-income housing tax credit investments		$	96,675		$	136,197		$	—		$	232,872		$	32,171
Debt funds			33,997			305,998			—			339,995			2,752
Off-balance-sheet REMIC trusts			—			—			1,163,191			1,163,191			—
Total Unconsolidated VIEs		$	130,672		$	442,195		$	1,163,191		$	1,736,058		$	34,923
December 31, 2023
Low-income housing tax credit investments		$	118,741		$	232,407		$	—		$	351,148		$	35,099
Debt funds			33,221			86,416			—			119,637			2,752
Off-balance-sheet REMIC trusts			—			—			1,192,201			1,192,201			—
Total Unconsolidated VIEs		$	151,962		$	318,823		$	1,192,201		$	1,662,986		$	37,851