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Fair Value of Assets and Liabilities
12 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Fair Value of Assets and Liabilities Fair Value of Assets and Liabilities
FHN groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. This hierarchy requires FHN to maximize the use of observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Each fair value measurement is placed into the proper level based on the lowest level of significant input. These levels are:
 
Level 1—Valuation is based upon quoted prices for identical instruments traded in active markets.
Level 2—Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.
Level 3—Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models, and similar techniques.

















Recurring Fair Value Measurements
The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2019: 
 
 
December 31, 2019
(Dollars in thousands)
 
Level 1
 
Level 2
 
Level 3
 
Total
Trading securities—fixed income:
 
 
 
 
 
 
 
 
U.S. treasuries
 
$

 
$
134,844

 
$

 
$
134,844

Government agency issued MBS
 

 
268,024

 

 
268,024

Government agency issued CMO
 

 
250,652

 

 
250,652

Other U.S. government agencies
 

 
124,972

 

 
124,972

States and municipalities
 

 
120,744

 

 
120,744

Corporate and other debt
 

 
445,253

 

 
445,253

Equity, mutual funds, and other
 

 
777

 

 
777

Total trading securities—fixed income
 

 
1,345,266

 

 
1,345,266

Trading securities—mortgage banking
 

 

 
941

 
941

Loans held-for-sale (elected fair value)
 

 

 
14,033

 
14,033

Securities available-for-sale:
 
 
 
 
 
 
 
 
U.S. treasuries
 

 
100

 

 
100

Government agency issued MBS
 

 
2,348,517

 

 
2,348,517

Government agency issued CMO
 

 
1,670,492

 

 
1,670,492

Other U.S. government agencies
 

 
306,092

 

 
306,092

States and municipalities
 

 
60,526

 

 
60,526

Corporate and other debt
 

 
40,540

 

 
40,540

Interest-Only Strip (elected fair value)
 

 

 
19,136

 
19,136

Total securities available-for-sale
 

 
4,426,267

 
19,136

 
4,445,403

Other assets:
 
 
 
 
 
 
 
 
Deferred compensation mutual funds
 
46,815

 

 

 
46,815

Equity, mutual funds, and other
 
22,643

 

 

 
22,643

Derivatives, forwards and futures
 
20,640

 

 

 
20,640

Derivatives, interest rate contracts
 

 
162,413

 

 
162,413

Derivatives, other
 

 
62

 

 
62

Total other assets
 
90,098

 
162,475

 

 
252,573

Total assets
 
$
90,098

 
$
5,934,008

 
$
34,110

 
$
6,058,216

Trading liabilities—fixed income:
 
 
 
 
 
 
 
 
U.S. treasuries
 
$

 
$
406,380

 
$

 
$
406,380

Other U.S.government agencies
 

 
88

 

 
88

Government agency issued MBS
 

 
33

 

 
33

Corporate and other debt
 

 
99,080

 

 
99,080

Total trading liabilities—fixed income
 

 
505,581

 

 
505,581

Other liabilities:
 
 
 
 
 
 
 
 
Derivatives, forwards and futures
 
19,807

 

 

 
19,807

Derivatives, interest rate contracts
 

 
24,412

 

 
24,412

Derivatives, other
 

 
466

 
22,795

 
23,261

Total other liabilities
 
19,807

 
24,878

 
22,795

 
67,480

Total liabilities
 
$
19,807

 
$
530,459

 
$
22,795

 
$
573,061


The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2018: 
 
 
December 31, 2018
(Dollars in thousands)
 
Level 1
 
Level 2
 
Level 3
 
Total
Trading securities—fixed income:
 
 
 
 
 
 
 
 
U.S. treasuries
 
$

 
$
169,799

 
$

 
$
169,799

Government agency issued MBS
 

 
133,373

 

 
133,373

Government agency issued CMO
 

 
330,456

 

 
330,456

Other U.S. government agencies
 

 
76,733

 

 
76,733

States and municipalities
 

 
54,234

 

 
54,234

Corporates and other debt
 

 
682,068

 

 
682,068

Equity, mutual funds, and other
 

 
(19
)
 

 
(19
)
Total trading securities—fixed income
 

 
1,446,644

 

 
1,446,644

Trading securities—mortgage banking
 

 

 
1,524

 
1,524

Loans held-for-sale (elected fair value)
 

 

 
16,273

 
16,273

Securities available-for-sale:
 
 
 
 
 
 
 
 
U.S. treasuries
 

 
98

 

 
98

Government agency issued MBS
 

 
2,420,106

 

 
2,420,106

Government agency issued CMO
 

 
1,958,695

 

 
1,958,695

Other U.S. government agencies
 

 
149,786

 

 
149,786

States and municipalities
 

 
32,573

 

 
32,573

Corporate and other debt
 

 
55,310

 

 
55,310

Interest-only strips (elected fair value)
 

 

 
9,902

 
9,902

Total securities available-for-sale
 

 
4,616,568

 
9,902

 
4,626,470

Other assets:
 


 


 


 


Deferred compensation mutual funds
 
37,771

 

 

 
37,771

Equity, mutual funds, and other
 
22,248

 

 

 
22,248

Derivatives, forwards and futures
 
28,826

 

 

 
28,826

Derivatives, interest rate contracts
 

 
52,214

 

 
52,214

Derivatives, other
 

 
435

 

 
435

Total other assets
 
88,845

 
52,649

 

 
141,494

Total assets
 
$
88,845

 
$
6,115,861

 
$
27,699

 
$
6,232,405

Trading liabilities—fixed income:
 
 
 
 
 
 
 
 
U.S. treasuries
 
$

 
$
207,739

 
$

 
$
207,739

Other U.S. government agencies
 

 
98

 

 
98

Corporates and other debt
 

 
127,543

 

 
127,543

Total trading liabilities—fixed income
 

 
335,380

 

 
335,380

Other liabilities:
 
 
 
 
 
 
 
 
Derivatives, forwards and futures
 
30,236

 

 

 
30,236

Derivatives, interest rate contracts
 

 
71,853

 

 
71,853

Derivatives, other
 

 
84

 
31,540

 
31,624

Total other liabilities
 
30,236

 
71,937

 
31,540

 
133,713

Total liabilities
 
$
30,236

 
$
407,317

 
$
31,540

 
$
469,093




Changes in Recurring Level 3 Fair Value Measurements
The changes in Level 3 assets and liabilities measured at fair value for the years ended December 31, 2019, 2018 and 2017 on a recurring basis are summarized as follows: 
 
 
Year Ended December 31, 2019
 
(Dollars in thousands)
 
Trading
securities
 
Interest-only strips- AFS
 
Loans held-
for-sale
 
Net  derivative
liabilities
 
Balance on January 1, 2019
 
$
1,524

 
$
9,902

 
$
16,273

 
$
(31,540
)
 
Total net gains/(losses) included in:
 
 
 

 
 
 
 
 
Net income
 
(285
)
 
(4,725
)
 
1,828

 
(3,946
)
 
Purchases
 

 
86

 
10

 


Sales
 

 
(47,469
)
 

 

 
Settlements
 
(298
)
 

 
(4,078
)
 
12,691

 
Net transfers into/(out of) Level 3
 

 
61,342

(b)

(d)

 
Balance on December 31, 2019
 
$
941

 
$
19,136

 
$
14,033

 
$
(22,795
)
 
Net unrealized gains/(losses) included in net income
 
$
(66
)
(a)
$
(1,984
)
(c)
$
1,828

(a)
$
(3,946
)
(e) 
 
 
 
Year Ended December 31, 2018
 
(Dollars in thousands)
 
Trading
securities
 
Interest-only strips- AFS
 
Loans held-
for-sale
 
Net  derivative
liabilities
 
Balance on January 1, 2018
 
$
2,151

 
$
1,270

 
$
18,926

 
$
(5,645
)
 
Total net gains/(losses) included in:
 
 
 
 
 
 
 
 
 
Net income
 
173

 
(398
)
 
1,239

 
(4,677
)
 
Purchases
 

 

 
62

 
(28,100
)
(f) 
Sales
 

 
(16,840
)
 

 

 
Settlements
 
(800
)
 

 
(3,598
)
 
6,882

 
Net transfers into/(out of) Level 3
 

 
25,870

(b)
(356
)
(d)

 
Balance on December 31, 2018
 
$
1,524

 
$
9,902

 
$
16,273

 
$
(31,540
)
 
Net unrealized gains/(losses) included in net income
 
$
6

(a)
$
(1,025
)
(c)
$
1,239

(a)
$
(4,677
)
(e) 

 
 
Year Ended December 31, 2017
 
(Dollars in thousands)
 
Trading
securities
 
Interest-only strips- AFS
 
Loans held-
for-sale
 
Net  derivative
liabilities
 
Balance on January 1, 2017
 
$
2,573

 
$

 
$
21,924

 
$
(6,245
)
 
Total net gains/(losses) included in:
 
 
 
 
 
 
 
 
 
Net income
 
448

 
1,021

 
1,547

 
(596
)
 
Purchases
 

 
1,413

 
168

 

 
Sales
 
(5
)
 
(11,431
)
 

 

 
Settlements
 
(865
)
 

 
(4,346
)
 
1,196

 
Net transfers into/(out of) Level 3
 

 
10,267

(b)
(367
)
(d)

 
Balance on December 31, 2017
 
$
2,151

 
$
1,270

 
$
18,926

 
$
(5,645
)
 
Net unrealized gains/(losses) included in net income
 
$
303

(a)
$
(171
)
(c)
$
1,547

(a)
$
(596
)
(e)
(a)
Primarily included in mortgage banking income on the Consolidated Statements of Income.
(b)
Transfers into interest-only strips - AFS level 3 measured on a recurring basis reflect movements from loans held-for-sale (Level 2 nonrecurring).
(c)
Primarily included in fixed income on the Consolidated Statements of Income.
(d)
Transfers out of loans held-for-sale level 3 measured on a recurring basis generally reflect movements into OREO (level 3 nonrecurring).
(e)
Included in Other expense.
(f)
Increase related to Visa-related derivatives, see Note 22-Derivatives.

There were no net unrealized gains/(losses) for Level 3 assets and liabilities included in other comprehensive income as of December 31, 2019, 2018 and 2017.
Nonrecurring Fair Value Measurements
From time to time, FHN may be required to measure certain other financial assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of lower of cost or market (“LOCOM”) accounting or write-downs of individual assets. For assets measured at fair value on a nonrecurring basis which were still held on the balance sheet at December 31, 2019, 2018 and 2017, respectively, the following tables provide the level of valuation assumptions used to determine each adjustment, the related carrying value, and the fair value adjustments recorded during the respective periods.
 
 
 
Carrying value at December 31, 2019
 
Year Ended December 31, 2019
(Dollars in thousands)
 
Level 1
 
Level 2
 
Level 3
 
Total
 
Net gains/(losses)
Loans held-for-sale—SBAs and USDA
 
$

 
$
492,595

 
$
929

 
$
493,524

 
 
$
(1,817
)
Loans held-for-sale—first mortgages
 

 

 
516

 
516

 
 
32

Loans, net of unearned income (a)
 

 

 
42,208

 
42,208

 
 
(7,341
)
OREO (b)
 

 

 
15,660

 
15,660

 
 
(927
)
Other assets (c)
 

 

 
10,608

 
10,608

 
 
(1,809
)
 
 
 
 
 
 
 
 
 
 
 
$
(11,862
)
 
 
 
Carrying value at December 31, 2018
 
Year Ended December 31, 2018
(Dollars in thousands) 
 
Level 1
 
Level 2
 
Level 3
 
Total
 
Net gains/(losses)
Loans held-for-sale—other consumer
 
$

 
$
18,712

 
$

 
$
18,712

 
 
$
(1,809
)
Loans held-for-sale—SBAs and USDA
 

 
577,280

 
1,011

 
578,291

 
 
(2,541
)
Loans held-for-sale—first mortgages
 

 

 
541

 
541

 
 
13

Loans, net of unearned income (a)
 

 

 
48,259

 
48,259

 
 
(841
)
OREO (b)
 

 

 
22,387

 
22,387

 
 
(2,599
)
Other assets (c)
 

 

 
8,845

 
8,845

 
 
(4,712
)
 
 
 
 
 
 
 
 
 
 
 
$
(12,489
)
 
 
 
Carrying value at December 31, 2017
 
Year Ended December 31, 2017
(Dollars in thousands) 
 
Level 1
 
Level 2
 
Level 3
 
Total
 
Net gains/(losses)
Loans held-for-sale—SBAs and USDA
 
$

 
$
465,504

 
$
1,473

 
$
466,977

 
 
$
(1,629
)
Loans held-for-sale—first mortgages
 

 

 
618

 
618

 
 
36

Loans, net of unearned income (a)
 

 

 
26,666

 
26,666

 
 
(1,687
)
OREO (b)
 

 

 
39,566

 
39,566

 
 
(996
)
Other assets (c)
 

 

 
26,521

 
26,521

 
 
(3,468
)
 
 
 
 
 
 
 
 
 
 
 
$
(7,744
)

(a)
Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for loan losses.
(b)
Represents the fair value and related losses of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government insured mortgages.
(c)
Represents tax credit investments accounted for under the equity method.




In 2019, FHN recognized $4.6 million of impairments and $.7 million of impairment reversals, respectively, related to dispositions of acquired properties and $1.5 million of impairments for lease assets related to continuing acquisition integration efforts associated with reduction of leased office space and branch optimization. Related to its restructuring, repositioning, and efficiency efforts, FHN recognized $14.0 million of impairments and $1.4 million of impairment reversals, respectively, for tangible long-lived assets and lease assets. Related to the Company's rebranding initiative, FHN recognized $7.1 million of impairments within the Corporate segment for long-lived tangible assets, primarily signage, related to the company's rebranding initiative. These amounts were recognized in the Corporate segment.
In 2018, FHN recognized $3.9 million of impairments of long-lived assets in its Corporate segment primarily related to optimization efforts for its facilities. Also, in 2018, $1.5 million of impairment charges previously recognized in 2017 in the Corporate segment were reversed based on the disposition prices for the applicable locations.
In 2017, FHN recognized $3.0 million and $.8 million of impairments on long-lived assets in its corporate and regional banking segments, respectively, associated with efforts to more efficiently utilize its branch locations, including integration with branches acquired from CBF.
Lease asset impairments recognized in 2019 represent the reduction in value of the right-of-use assets associated with leases that are being exited in advance of the contractual lease expiration. Impairments are measured using a discounted cash flow methodology, which is considered a Level 3 valuation.
For all periods, impairments of long-lived tangible assets reflect locations where the associated land and building are either owned or leased. The fair values of owned sites were determined using estimated sales prices from appraisals and broker opinions less estimated costs to sell with adjustments upon final disposition. The fair values of owned assets in leased sites (e.g., leasehold improvements) were determined using a discounted cash flow approach, based on the revised estimated useful lives of the related assets. Both measurement methodologies are considered Level 3 valuations. Impairment adjustments recognized upon disposition of a location are considered Level 2 valuations.

























Level 3 Measurements
The following tables provide information regarding the unobservable inputs utilized in determining the fair value of level 3 recurring and non-recurring measurements as of December 31, 2019 and 2018:  
(Dollars in thousands)
 
 
 
 
 
 
 
 
 
 
Values Utilized
Level 3 Class
 
Fair Value at
December 31, 2019
 
Valuation Techniques
 
Unobservable Input
 
Range
 
Weighted Average (d)
Available-for-sale- securities SBA-interest only strips
 
$
19,136

 
Discounted cash flow
 
Constant prepayment rate
 
12%
 
12%
 
 
 
 
 
 
Bond equivalent yield
 
16% - 17%
 
16%
Loans held-for-sale - residential real estate
 
14,549

 
Discounted cash flow
 
Prepayment speeds - First mortgage
 
3% - 14%
 
4.1%
 
 
 
 
 
 
Prepayment speeds - HELOC
 
0% - 12%
 
7.6%
 
 
 
 
 
 
Foreclosure losses
 
50% - 66%
 
64%
 
 
 
 
 
 
Loss severity trends - First mortgage
 
3% - 24% of UPB
 
14.3%
 
 
 
 
 
 
Loss severity trends - HELOC
 
0% - 72% of UPB
 
50%
Loans held-for-sale- unguaranteed interest in SBA loans
 
929

 
Discounted cash flow
 
Constant prepayment rate
 
8% - 12%
 
10%
 
 
 
 
 
 
Bond equivalent yield
 
9%
 
9%
Derivative liabilities, other
 
22,795

 
Discounted cash flow
 
Visa covered litigation resolution amount
 
$5.4 billion - $6.0 billion
 
$5.8 billion
 
 
 
 
 
 
Probability of resolution scenarios
 
10% - 50%
 
16%
 
 
 
 
 
 
Time until resolution
 
15 - 39 months
 
29 months
Loans, net of unearned
income (a)
 
42,208

 
Appraisals from comparable properties
 
Marketability adjustments for specific properties
 
0% - 10% of appraisal
 
NM
 
 
 
 
Other collateral valuations
 
Borrowing base certificates adjustment
 
20% - 50% of gross value
 
NM
 
 
 
 
 
 
Financial Statements/Auction values adjustment
 
0% - 25% of reported value
 
NM
OREO (b)
 
15,660

 
Appraisals from comparable properties
 
Adjustment for value changes since appraisal
 
0% - 10% of appraisal
 
NM
Other assets (c)
 
10,608

 
Discounted cash flow
 
Adjustments to current sales yields for specific properties
 
0% - 15% adjustment to yield
 
NM
 
 
 
 
Appraisals from comparable properties
 
Marketability adjustments for specific properties
 
0% - 25% of appraisal
 
NM
NM - Not meaningful.
(a)
Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for loan losses.
(b)
Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government insured mortgages.
(c)
Represents tax credit investments accounted for under the equity method.
(d)
Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value

(Dollars in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Values Utilized
Level 3 Class
 
Fair Value at
December 31, 2018
 
Valuation Techniques
 
Unobservable Input
 
Range
 
Weighted Average (d)
Available-for-sale- securities SBA-interest only strips
 
$
9,902

 
Discounted cash flow
 
Constant prepayment rate
 
11% - 12%
 
11%
 
 
 
 
 
 
Bond equivalent yield
 
14% - 15%
 
14%
Loans held-for-sale - residential real estate
 
16,815

 
Discounted cash flow
 
Prepayment speeds - First mortgage
 
2% - 10%
 
3%
 
 
 
 
 
 
Prepayment speeds - HELOC
 
5% - 12%
 
7.5%
 
 
 
 
 
 
Foreclosure losses
 
50% - 66%
 
63%

 

 

 
Loss severity trends - First mortgage
 
2% - 25% of UPB
 
17%
 
 
 
 
 
 
Loss severity trends - HELOC
 
50% - 100% of UPB
 
50%
Loans held-for-sale- unguaranteed interest in SBA loans
 
1,011

 
Discounted cash flow
 
Constant prepayment rate
 
8% - 12%
 
10%

 


 

 
Bond equivalent yield
 
9%
 
9%
Derivative liabilities, other
 
31,540

 
Discounted cash flow
 
Visa covered litigation resolution amount
 
$5.0 billion - $5.8 billion
 
$5.6 billion
 
 
 
 
 
 
Probability of resolution scenarios
 
10% - 25%
 
23%
 
 
 
 
 
 
Time until resolution
 
18 - 48 months
 
36 months
Loans, net of unearned
income (a)
 
48,259

 
Appraisals from comparable properties
 
Marketability adjustments for specific properties
 
0% - 10% of appraisal
 
NM
 
 
 
 
Other collateral valuations
 
Borrowing base certificates adjustment
 
20% - 50% of gross value
 
NM
 
 
 
 
 
 
Financial Statements/Auction values adjustment
 
0% - 25% of reported value
 
NM
OREO (b)
 
22,387

 
Appraisals from comparable properties
 
Adjustment for value changes since appraisal
 
0% - 10% of appraisal
 
NM
Other assets (c)
 
8,845

 
Discounted cash flow
 
Adjustments to current sales yields for specific properties
 
0% - 15% adjustment to yield
 
NM
 
 
 
 
Appraisals from comparable properties
 
Marketability adjustments for specific properties
 
0% - 25% of appraisal
 
NM
 
NM - Not meaningful.
(a)
Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for loan losses.
(b)
Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government insured mortgages.
(c)
Represents tax credit investments accounted for under the equity method.
(d)
Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value
Securities AFS. Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of SBA interest only strips. Management additionally considers whether the loans underlying related SBA-interest only strips are delinquent, in default or prepaying, and adjusts the fair value down 20 - 100% depending on the length of time in default.

Loans held-for-sale. Foreclosure losses and prepayment rates are significant unobservable inputs used in the fair value measurement of FHN’s residential real estate loans held-for-sale. Loss severity trends are also assessed to evaluate the reasonableness of fair value estimates resulting from discounted cash flows methodologies as well as to estimate fair value for newly repurchased loans and loans that are near foreclosure. Significant increases (decreases) in any of these inputs in isolation would result in significantly lower (higher) fair value measurements. All observable and unobservable inputs are re-assessed quarterly.

Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of unguaranteed interests in SBA loans. Unguaranteed interest in SBA loans held-for-sale are carried at less than the outstanding balance due to credit risk estimates. Credit risk adjustments may be reduced if prepayment is likely or as consistent payment
history is realized. Management also considers other factors such as delinquency or default and adjusts the fair value accordingly.

Derivative liabilities. In conjunction with the sales of portions of its Visa Class B shares, FHN and the purchasers entered into derivative transactions whereby FHN will make, or receive, cash payments whenever the conversion ratio of the Visa Class B shares into Visa Class A shares is adjusted. FHN uses a discounted cash flow methodology in order to estimate the fair value of FHN’s derivative liabilities associated with its prior sales of Visa Class B shares. The methodology includes estimation of both the resolution amount for Visa’s Covered Litigation matters as well as the length of time until the resolution occurs. Significant increases (decreases) in either of these inputs in isolation would result in significantly higher (lower) fair value measurements for the derivative liabilities. Additionally, FHN performs a probability weighted multiple resolution scenario to calculate the estimated fair value of these derivative liabilities. Assignment of higher (lower) probabilities to the larger potential resolution scenarios would result in an increase (decrease) in the estimated fair value of the derivative liabilities. Since this estimation process requires application of judgment in developing significant unobservable inputs used to determine the possible outcomes and the probability weighting assigned to each scenario, these derivatives have been classified within Level 3 in fair value measurements disclosures.
Loans, net of unearned income and Other Real Estate Owned. Collateral-dependent loans and OREO are primarily valued using appraisals based on sales of comparable properties in the same or similar markets. Other collateral (receivables, inventory, equipment, etc.) is valued through borrowing base certificates, financial statements and/or auction valuations. These valuations are discounted based on the quality of reporting, knowledge of the marketability/collectability of the collateral and historical disposition rates.
Other assets – tax credit investments. The estimated fair value of tax credit investments accounted for under the equity method is generally determined in relation to the yield (i.e., future tax credits to be received) an acquirer of these investments would expect in relation to the yields experienced on current new issue and/or secondary market transactions. Thus, as tax credits are recognized, the future yield to a market participant is reduced, resulting in consistent impairment of the individual investments. Individual investments are reviewed for impairment quarterly, which may include the consideration of additional marketability discounts related to specific investments which typically includes consideration of the underlying property’s appraised value.
Fair Value Option
FHN has elected the fair value option on a prospective basis for almost all types of mortgage loans originated for sale purposes under the Financial Instruments Topic (“ASC 825”) except for mortgage origination operations which utilize the platform acquired from CBF. FHN determined that the election reduces certain timing differences and better matches changes in the value of such loans with changes in the value of derivatives and forward delivery commitments used as economic hedges for these assets at the time of election.
Repurchased loans are recognized within loans held-for-sale at fair value at the time of repurchase, which includes consideration of the credit status of the loans and the estimated liquidation value. FHN has elected to continue recognition of these loans at fair value in periods subsequent to reacquisition. Due to the credit-distressed nature of the vast majority of repurchased loans and the related loss severities experienced upon repurchase, FHN believes that the fair value election provides a more timely recognition of changes in value for these loans that occur subsequent to repurchase. Absent the fair value election, these loans would be subject to valuation at the LOCOM value, which would prevent subsequent values from exceeding the initial fair value, determined at the time of repurchase, but would require recognition of subsequent declines in value. Thus, the fair value election provides for a more timely recognition of any potential future recoveries in asset values while not affecting the requirement to recognize subsequent declines in value.





The following tables reflect the differences between the fair value carrying amount of residential real estate loans held-for-sale measured at fair value in accordance with management’s election and the aggregate unpaid principal amount FHN is contractually entitled to receive at maturity.
 
 
December 31, 2019
(Dollars in thousands)
 
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 
Fair value carrying amount
less aggregate unpaid
principal
Residential real estate loans held-for-sale reported at fair value:
 
 
 
 
 
 
Total loans
 
$
14,033

 
$
19,278

 
$
(5,245
)
Nonaccrual loans
 
3,532

 
6,646

 
(3,114
)
Loans 90 days or more past due and still accruing
 
163

 
268

 
(105
)
 
 
 
 
 
 
 
 
 
December 31, 2018
(Dollars in thousands)
 
Fair value
carrying
amount
 
Aggregate
unpaid
principal
 
Fair value carrying amount
less aggregate unpaid
principal
Residential real estate loans held-for-sale reported at fair value:
 
 
 
 
 
 
Total loans
 
$
16,273

 
$
23,567

 
$
(7,294
)
Nonaccrual loans
 
4,536

 
8,128

 
(3,592
)
Loans 90 days or more past due and still accruing
 
171

 
281

 
(110
)


Assets and liabilities accounted for under the fair value election are initially measured at fair value with subsequent changes in fair value recognized in earnings. Such changes in the fair value of assets and liabilities for which FHN elected the fair value option are included in current period earnings with classification in the income statement line item reflected in the following table: 
 
Year Ended December 31
(Dollars in thousands)
2019
 
2018
 
2017
Changes in fair value included in net income:
 
 
 
 
 
Mortgage banking noninterest income
 
 
 
 
 
Loans held-for-sale
$
1,828

 
$
1,239

 
$
1,547


For the years ended December 31, 2019, 2018 and 2017, the amounts for residential real estate loans held-for-sale included gains of $.4 million, $.2 million, and $.5 million, respectively, in pretax earnings that are attributable to changes in instrument-specific credit risk. The portion of the fair value adjustments related to credit risk was determined based on estimated default rates and estimated loss severities. Interest income on residential real estate loans held-for-sale measured at fair value is calculated based on the note rate of the loan and is recorded in the interest income section of the Consolidated Statements of Income as interest on loans held-for-sale.
FHN has elected to account for retained interest-only strips from guaranteed SBA loans recorded in available-for-sale securities at fair value through earnings. Since these securities are subject to the risk that prepayments may result in FHN not recovering all or a portion of its recorded investment, the fair value election results in a more timely recognition of the effects of estimated prepayments through earnings rather than being recognized through other comprehensive income with periodic review for other-than-temporary impairment. Gains or losses are recognized through fixed income revenues and are presented in the recurring measurements table.
Determination of Fair Value
In accordance with ASC 820-10-35, fair values are based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following describes the assumptions and methodologies used to estimate the fair value of financial instruments recorded at fair value in the Consolidated Statements of Condition and for estimating the fair value of financial instruments for which fair value is disclosed under ASC 825-10-50.
Short-term financial assets. Federal funds sold, securities purchased under agreements to resell, and interest bearing deposits with other financial institutions and the Federal Reserve are carried at historical cost. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.
Trading securities and trading liabilities. Trading securities and trading liabilities are recognized at fair value through current earnings. Trading inventory held for broker-dealer operations is included in trading securities and trading liabilities. Broker-dealer long positions are valued at bid price in the bid-ask spread. Short positions are valued at the ask price. Inventory positions are valued using observable inputs including current market transactions, LIBOR and U.S. treasury curves, credit spreads, and consensus prepayment speeds. Trading loans are valued using observable inputs including current market transactions, swap rates, mortgage rates, and consensus prepayment speeds.
Trading securities also include retained interests in prior mortgage securitizations that qualify as financial assets, which include primarily principal-only strips. FHN uses inputs including yield curves, credit spreads, and prepayment speeds to determine the fair value of principal-only strips.
Securities available-for-sale. Securities available-for-sale includes the investment portfolio accounted for as available-for-sale under ASC 320-10-25. Valuations of available-for-sale securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include LIBOR and U.S. treasury curves, consensus prepayment estimates, and credit spreads. When available, broker quotes are used to support these valuations.
Interest only strips are valued at elected fair value based on an income approach using an internal valuation model. The internal valuation model includes assumptions regarding projections of future cash flows, prepayment rates, default rates and interest only strip terms. These securities bear the risk of loan prepayment or default that may result in the Company not recovering all or a portion of its recorded investment. When appropriate, valuations are adjusted for various factors including default or prepayment status of the underlying SBA loans. Because of the inherent uncertainty of valuation, those estimated values may be higher or lower than the values that would have been used had a ready market for the securities existed, and may change in the near term.
Loans held-for-sale. Residential real estate loans held-for-sale are valued using current transaction prices and/or values on similar assets when available, including committed bids for specific loans or loan portfolios. Uncommitted bids may be adjusted based on other available market information. For all other loans FHN determines the fair value of residential real estate loans held-for-sale using a discounted cash flow model which incorporates both observable and unobservable inputs. Inputs include current mortgage rates for similar products, estimated prepayment rates, foreclosure losses, and various loan performance measures (delinquency, LTV, credit score). Adjustments for delinquency and other differences in loan characteristics are typically reflected in the model’s discount rates. Loss severity trends and the value of underlying collateral are also considered in assessing the appropriate fair value for severely delinquent loans and loans in foreclosure. The valuation of HELOCs also incorporates estimated cancellation rates for loans expected to become delinquent.
Non-mortgage consumer loans held-for-sale are valued using committed bids for specific loans or loan portfolios or current market pricing for similar assets with adjustments for differences in credit standing (delinquency, historical default rates for similar loans), yield, collateral values and prepayment rates. If pricing for similar assets is not available, a discounted cash flow methodology is utilized, which incorporates all of these factors into an estimate of investor required yield for the discount rate.
The Company utilizes quoted market prices of similar instruments or broker and dealer quotations to value the SBA and USDA guaranteed loans. The Company values SBA-unguaranteed interests in loans held-for-sale based on individual loan characteristics, such as industry type and pay history which generally follows an income approach. Furthermore, these valuations are adjusted for changes in prepayment estimates and are reduced due to restrictions on trading. The fair value of other non-residential real estate loans held-for-sale is approximated by their carrying values based on current transaction values.
Collateral-Dependent loans. For loans measured using the estimated fair value of collateral less costs to sell, fair value is estimated using appraisals of the collateral. Collateral values are monitored and additional write-downs are recognized if it is determined that the estimated collateral values have declined further. Estimated costs to sell are based on current amounts of disposal costs for similar assets. Carrying value is considered to reflect fair value for these loans.
Derivative assets and liabilities. The fair value for forwards and futures contracts is based on current transactions involving identical securities. Futures contracts are exchange-traded and thus have no credit risk factor assigned as the risk of non-performance is limited to the clearinghouse used.
Valuations of other derivatives (primarily interest rate related swaps) are based on inputs observed in active markets for similar instruments. Typical inputs include the LIBOR curve, Overnight Indexed Swap (“OIS”) curve, option volatility, and option skew. In measuring the fair value of these derivative assets and liabilities, FHN has elected to consider credit risk based on the net exposure to individual counterparties. Credit risk is mitigated for these instruments through the use of mutual margining and
master netting agreements as well as collateral posting requirements. For derivative contracts with daily cash margin requirements that are considered settlements, the daily margin amount is netted within derivative assets or liabilities. Any remaining credit risk related to interest rate derivatives is considered in determining fair value through evaluation of additional factors such as customer loan grades and debt ratings. Foreign currency related derivatives also utilize observable exchange rates in the determination of fair value. The determination of fair value for FHN’s derivative liabilities associated with its prior sales of Visa Class B shares are classified within Level 3 in the fair value measurements disclosure as previously discussed in the unobservable inputs discussion.
OREO. OREO primarily consists of properties that have been acquired in satisfaction of debt. These properties are carried at the lower of the outstanding loan amount or estimated fair value less estimated costs to sell the real estate. Estimated fair value is determined using appraised values with subsequent adjustments for deterioration in values that are not reflected in the most recent appraisal.
Other assets. For disclosure purposes, other assets consist of tax credit investments, FRB and FHLB Stock, deferred compensation mutual funds and equity investments (including other mutual funds) with readily determinable fair values. Tax credit investments accounted for under the equity method are written down to estimated fair value quarterly based on the estimated value of the associated tax credits which incorporates estimates of required yield for hypothetical investors. The fair value of all other tax credit investments is estimated using recent transaction information with adjustments for differences in individual investments. Deferred compensation mutual funds are recognized at fair value, which is based on quoted prices in active markets.
Investments in the stock of the Federal Reserve Bank and Federal Home Loan Banks are recognized at historical cost in the Consolidated Statements of Condition which is considered to approximate fair value. Investments in mutual funds are measured at the funds’ reported closing net asset values. Investments in equity securities are valued using quoted market prices when available.
Defined maturity deposits. The fair value of these deposits is estimated by discounting future cash flows to their present value. Future cash flows are discounted by using the current market rates of similar instruments applicable to the remaining maturity. For disclosure purposes, defined maturity deposits include all time deposits.
Short-term financial liabilities. The fair value of federal funds purchased, securities sold under agreements to repurchase and other short-term borrowings are approximated by the book value. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.
Loan commitments. Fair values of these commitments are based on fees charged to enter into similar agreements taking into account the remaining terms of the agreements and the counterparties’ credit standing.
Other commitments. Fair values of these commitments are based on fees charged to enter into similar agreements.
The following fair value estimates are determined as of a specific point in time utilizing various assumptions and estimates. The use of assumptions and various valuation techniques, as well as the absence of secondary markets for certain financial instruments, reduces the comparability of fair value disclosures between financial institutions. Due to market illiquidity, the fair values for loans, net of unearned income, loans held-for-sale, and term borrowings as of December 31, 2019 and December 31, 2018, involve the use of significant internally-developed pricing assumptions for certain components of these line items. The assumptions and valuations utilized for this disclosure are considered to reflect inputs that market participants would use in transactions involving these instruments as of the measurement date. The valuations of legacy assets, particularly consumer loans within the Non-Strategic segment and TRUPS loans, are influenced by changes in economic conditions since origination and risk perceptions of the financial sector. These considerations affect the estimate of a potential acquirer’s cost of capital and cash flow volatility assumptions from these assets and the resulting fair value measurements may depart significantly from FHN’s internal estimates of the intrinsic value of these assets.
Assets and liabilities that are not financial instruments have not been included in the following table such as the value of long-term relationships with deposit and trust customers, premises and equipment, goodwill and other intangibles, deferred taxes, and certain other assets and other liabilities. Additionally, these measurements are solely for financial instruments as of the measurement date and do not consider the earnings potential of our various business lines. Accordingly, the total of the fair value amounts does not represent, and should not be construed to represent, the underlying value of FHN.

The following tables summarize the book value and estimated fair value of financial instruments recorded in the Consolidated Statements of Condition as of December 31, 2019 and December 31, 2018:
 
 
December 31, 2019
 
 
Book
Value
 
Fair Value
(Dollars in thousands) 
 
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:
 
 
 
 
 
 
 
 
 
 
Loans, net of unearned income and allowance for loan losses
 
 
 
 
 
 
 
 
 
 
Commercial:
 
 
 
 
 
 
 
 
 
 
Commercial, financial and industrial
 
$
19,928,605

 
$

 
$

 
$
20,096,397

 
$
20,096,397

Commercial real estate
 
4,300,905

 

 

 
4,300,489

 
4,300,489

Consumer:
 
 
 
 
 
 
 
 
 
 
Consumer real estate
 
5,987,125

 

 

 
6,153,016

 
6,153,016

Permanent mortgage
 
161,571

 

 

 
181,171

 
181,171

Credit card & other
 
482,598

 

 

 
487,079

 
487,079

Total loans, net of unearned income and allowance for loan losses
 
30,860,804

 

 

 
31,218,152

 
31,218,152

Short-term financial assets:
 
 
 
 
 
 
 
 
 
 
Interest-bearing cash
 
482,405

 
482,405

 

 

 
482,405

Federal funds sold
 
46,536

 

 
46,536

 

 
46,536

Securities purchased under agreements to resell
 
586,629

 

 
586,629

 

 
586,629

Total short-term financial assets
 
1,115,570

 
482,405

 
633,165

 

 
1,115,570

Trading securities (a)
 
1,346,207

 

 
1,345,266

 
941

 
1,346,207

Loans held-for-sale
 
 
 
 
 
 
 
 
 
 
Mortgage loans (elected fair value) (a)
 
14,033

 

 

 
14,033

 
14,033

USDA & SBA loans- LOCOM
 
493,525

 

 
495,323

 
947

 
496,270

Other consumer loans- LOCOM
 
5,197

 

 
5,197

 

 
5,197

Mortgage loans- LOCOM
 
81,035

 

 

 
81,035

 
81,035

Total loans held-for-sale
 
593,790

 

 
500,520

 
96,015

 
596,535

Securities available-for-sale (a)
 
4,445,403

 

 
4,426,267

 
19,136

 
4,445,403

Securities held-to-maturity
 
10,000

 

 

 
10,001

 
10,001

Derivative assets (a)
 
183,115

 
20,640

 
162,475

 

 
183,115

Other assets:
 
 
 
 
 
 
 
 
 
 
Tax credit investments
 
247,075

 

 

 
244,755

 
244,755

Deferred compensation mutual funds
 
46,815

 
46,815

 

 

 
46,815

Equity, mutual funds, and other (b)
 
229,352

 
22,643

 

 
206,709

 
229,352

Total other assets
 
523,242

 
69,458

 

 
451,464

 
520,922

Total assets
 
$
39,078,131

 
$
572,503

 
$
7,067,693

 
$
31,795,709

 
$
39,435,905

Liabilities:
 
 
 
 
 
 
 
 
 
 
Defined maturity deposits
 
$
3,618,337

 
$

 
$
3,631,090

 
$

 
$
3,631,090

Trading liabilities (a)
 
505,581

 

 
505,581

 

 
505,581

Short-term financial liabilities:
 
 
 
 
 
 
 
 
 
 
Federal funds purchased
 
548,344

 

 
548,344

 

 
548,344

Securities sold under agreements to repurchase
 
716,925

 

 
716,925

 

 
716,925

Other short-term borrowings
 
2,253,045

 

 
2,253,045

 

 
2,253,045

Total short-term financial liabilities
 
3,518,314

 

 
3,518,314

 

 
3,518,314

Term borrowings:
 
 
 
 
 
 
 
 
 
 
Real estate investment trust-preferred
 
46,236

 

 

 
47,000

 
47,000

Secured borrowings
 
21,975

 

 

 
21,975

 
21,975

Junior subordinated debentures
 
144,593

 

 

 
142,375

 
142,375

Other long term borrowings
 
578,564

 

 
574,287

 

 
574,287

Total term borrowings
 
791,368

 

 
574,287

 
211,350

 
785,637

Derivative liabilities (a)
 
67,480

 
19,807

 
24,878

 
22,795

 
67,480

Total liabilities
 
$
8,501,080

 
$
19,807

 
$
8,254,150

 
$
234,145

 
$
8,508,102

 
(a)
Classes are detailed in the recurring and nonrecurring measurement tables.
(b)
Level 1 primarily consists of mutual funds with readily determinable fair value. Level 3 includes restricted investments in FHLB-Cincinnati stock of $76.0 million and FRB stock of $130.7 million.











 
 
December 31, 2018
 
 
Book
Value
 
Fair Value
(Dollars in thousands)
 
 
Level 1
 
Level 2
 
Level 3
 
Total
Assets:
 
 
 
 
 
 
 
 
 
 
Loans, net of unearned income and allowance for loan losses
 
 
 
 
 
 
 
 
 
 
Commercial:
 
 
 
 
 
 
 
 
 
 
Commercial, financial and industrial
 
$
16,415,381

 
$

 
$

 
$
16,438,272

 
$
16,438,272

Commercial real estate
 
3,999,559

 

 

 
3,997,736

 
3,997,736

Consumer:
 
 
 
 
 
 
 
 
 
 
Consumer real estate
 
6,223,077

 

 

 
6,194,066

 
6,194,066

Permanent mortgage
 
211,448

 

 

 
227,254

 
227,254

Credit card & other
 
505,643

 

 

 
507,001

 
507,001

Total loans, net of unearned income and allowance for loan losses
 
27,355,108

 

 

 
27,364,329

 
27,364,329

Short-term financial assets:
 
 
 
 
 
 
 
 
 
 
Interest-bearing cash
 
1,277,611

 
1,277,611

 

 

 
1,277,611

Federal funds sold
 
237,591

 

 
237,591

 

 
237,591

Securities purchased under agreements to resell
 
386,443

 

 
386,443

 

 
386,443

Total short-term financial assets
 
1,901,645

 
1,277,611

 
624,034

 

 
1,901,645

Trading securities (a)
 
1,448,168

 

 
1,446,644

 
1,524

 
1,448,168

Loans held-for-sale:
 
 
 
 
 
 
 
 
 
 
Mortgage loans (elected fair value) (a)
 
16,273

 

 

 
16,273

 
16,273

USDA & SBA loans- LOCOM
 
578,291

 

 
582,476

 
1,015

 
583,491

Other consumer loans- LOCOM
 
25,134

 

 
6,422

 
18,712

 
25,134

Mortgage loans- LOCOM
 
59,451

 

 

 
59,451

 
59,451

Total loans held-for-sale
 
679,149

 

 
588,898

 
95,451

 
684,349

Securities available-for-sale (a)
 
4,626,470

 

 
4,616,568

 
9,902

 
4,626,470

Securities held-to-maturity
 
10,000

 

 

 
9,843

 
9,843

Derivative assets (a)
 
81,475

 
28,826

 
52,649

 

 
81,475

Other assets:
 
 
 
 
 
 
 
 
 
 
Tax credit investments
 
163,300

 

 

 
159,452

 
159,452

Deferred compensation mutual funds
 
37,771

 
37,771

 

 

 
37,771

Equity, mutual funds, and other (b)
 
240,780

 
22,248

 

 
218,532

 
240,780

Total other assets
 
441,851

 
60,019

 

 
377,984

 
438,003

Total assets
 
36,543,866

 
1,366,456

 
7,328,793

 
27,859,033

 
36,554,282

Liabilities:
 
 
 
 
 
 
 
 
 
 
Defined maturity deposits
 
$
4,105,777

 
$

 
$
4,082,822

 
$

 
$
4,082,822

Trading liabilities (a)
 
335,380

 

 
335,380

 

 
335,380

Short-term financial liabilities:
 
 
 
 
 
 
 
 
 
 
Federal funds purchased
 
$
256,567

 
$

 
$
256,567

 
$

 
$
256,567

Securities sold under agreements to repurchase
 
762,592

 

 
762,592

 

 
762,592

Other short-term borrowings
 
114,764

 

 
114,764

 

 
114,764

Total short-term financial liabilities
 
1,133,923

 

 
1,133,923

 

 
1,133,923

Term borrowings:
 
 
 
 
 
 
 
 
 
 
Real estate investment trust-preferred
 
46,168

 

 

 
47,000

 
47,000

Term borrowings—new market tax credit investment
 
2,699

 

 

 
2,664

 
2,664

Secured borrowings
 
19,588

 

 

 
19,588

 
19,588

Junior subordinated debentures
 
143,255

 

 

 
134,266

 
134,266

Other long term borrowings
 
959,253

 

 
960,483

 

 
960,483

Total term borrowings
 
1,170,963

 

 
960,483

 
203,518

 
1,164,001

Derivative liabilities (a)
 
133,713

 
30,236

 
71,937

 
31,540

 
133,713

Total liabilities
 
6,879,756

 
30,236

 
6,584,545

 
235,058

 
6,849,839

(a)
Classes are detailed in the recurring and nonrecurring measurement tables.
(b)
Level 1 primarity consists of mutual funds with readily determinable fair value. Level 3 includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $130.7 million.
 
 
Contractual Amount
 
Fair Value
(Dollars in thousands)
 
December 31, 2019
 
December 31, 2018
 
December 31, 2019
 
December 31, 2018
Unfunded Commitments:
 
 
 
 
 
 
 
 
Loan commitments
 
$
12,355,220

 
$
10,884,975

 
$
3,656

 
$
2,551

Standby and other commitments
 
459,268

 
446,958

 
5,513

 
5,043