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Troubled Assets Relief Program
Monthly 105(a) Report – December 2009
January 11, 2010
This report to Congress is pursuant to Section 105(a)
of the Emergency Economic Stabilization Act of 2008.
Treasury is pleased to present the monthly 105(a) report to Congress for December 2009. This
report provides the latest developments on efforts to stabilize the financial system, current
status of TARP investments, and background information on all TARP programs.
Section
Page
Key Developments
2
Extension of TARP Authority
3
Financial Report for Fiscal Year 2009
3
Where is TARP Money Going?
5
Program Updates
8
Certification
21
Appendix 1: Descriptions of TARP Programs
24
How Treasury Exercises its Voting Rights
Appendix 2: December Financial Statement
35
37
This report contains summaries of TARP programs and investments. These summaries do not
include all the material terms and conditions of such programs and investments. Please see
more detailed information available at www.FinancialStability.gov.
Monthly 105(a) Report
December 2009
Key Developments
The Troubled Assets Relief Program or TARP was established by Treasury pursuant to the
Emergency Economic Stabilization Act of 2008 or EESA. This law was adopted on October 3,
2008 in response to the severe financial crisis facing our country. To carry out its duties under
the law, Treasury developed a number of programs under TARP to stabilize our financial
system and the housing market, which, together with the American Recovery and Reinvestment
Act, have laid the financial foundation for economic recovery. The TARP programs are
described in this report.
The following key developments took place in December 2009 under TARP programs:
•
Treasury released the Office of Financial Stability (OFS) Agency Financial Report for Fiscal
Year 2009 with a description of the activities and financial results for the fiscal year ended
September 30, 2009 – the start up period for the agency’s unprecedented emergency
mission to stabilize the nation’s financial system. The Government Accountability Office
rendered unqualified (“clean”) audit opinions on the OFS financial statements and OFS
internal control of financial reporting, and found that OFS maintained effective internal
control over financial reporting with no material weaknesses.
•
The Secretary of the Treasury certified the extension of TARP authority until October 3,
2010 with an exit strategy that balances the capacity to respond to threats to the financial
system that could undermine economic recovery with the need to exercise fiscal discipline
and reduce the burden on taxpayers, that focuses on winding down many programs, and
that limits new TARP commitments in 2010 to foreclosure mitigation, stabilization of the
housing market, and provision of capital to small and community banks as a source of credit
for businesses.
•
12 banks repaid $50.85 billion of Treasury’s investments under the Capital Purchase
Program (CPP). In addition, Bank of America redeemed $20 billion of preferred stock, and
Citigroup repurchased $20 billion of trust preferred securities, ending the Targeted
Investment Program, bringing the total amount of TARP repayments to $165 billion in 2009,
or two-thirds of total TARP investments in banks.
•
Treasury, the Federal Deposit Insurance Corporation, the Federal Reserve Bank of New
York and Citigroup agreed to terminate the loss-sharing agreement with Citigroup that
covered a pool of originally $301 billion in assets. No losses were incurred under the
program, and Treasury and the FDIC retain $5.2 billion of trust preferred securities of
Citigroup, as well as warrants, representing a positive return to taxpayers.
•
Treasury commenced public auctions of warrants issued by CPP participants and raised a
total of approximately $1.1 billion. The warrants sold were issued by Capital One Financial
Corporation, JPMorgan Chase & Co. and TCF Financial Corporation.
•
Treasury received $890.81 million in dividend and interest payments from all TARP
Programs, including the first quarterly $1 billion principal repayment from General Motors.
Total dividends, interest and fee payments received through December 2009 are
approximately $12.89 billion.
•
Treasury made final CPP investments in 37 small banks totaling $180.14 million.
2
Monthly 105(a) Report
•
December 2009
Treasury completed an additional capital investment of $3.8 billion in GMAC and converted
a portion of Treasury’s existing investment to common stock and mandatorily convertible
preferred stock.
Extension of TARP Authority
On December 9, 2009, pursuant to Section 120(b) of EESA, the Secretary of the Treasury
certified the extension of TARP authority until October 3, 2010. The certification laid out an exit
strategy that balances the capacity to respond to threats to the financial system that could
undermine economic recovery with the need to exercise financial discipline and reduce the
burden on taxpayers.
The Secretary of the Treasury identified four elements for the TARP exit strategy:
•
Terminate and wind-down many of the government programs put in place in the fall of 2008;
•
Limit new TARP commitments in 2010 to foreclosure mitigation and stabilization of the
housing market, to provide capital to small and community banks as a source of credit for
businesses, and to the Term Asset-Backed Securities Loan Facility (TALF), which aids
securitization markets for consumer, small business and commercial mortgage loans;
•
Restrict the use of EESA funds to existing commitments unless it is necessary to respond to
an immediate and substantial threat to the economy stemming from financial instability; and
•
Protect taxpayers while managing investments acquired through EESA.
Although TARP authority has been extended, it is expected that the total commitments under
the programs will not exceed $550 billion of the $700 billion authorized.
A copy of the letter can be found at http://www.FinancialStability.gov/latest/pr_12092009.html
Financial Report for Fiscal Year 2009
In December, Treasury released the Office of Financial Stability (OFS) Agency Financial Report
for Fiscal Year 2009 (Financial Report FY 2009), which describes the activities and financial
results for the Troubled Asset Relief Program since its inception in October 2008 through the
fiscal year ended September 30, 2009 (FY2009).
The Government Accountability Office (GAO) audited the FY 2009 financial statements
prepared by OFS for the TARP and stated that the financial statements are presented fairly, in
all material respects, in conformity with U.S. generally accepted accounting principles. The GAO
also opined that the OFS maintained, in all material respects, effective internal control over
financial reporting and found no material weaknesses in OFS internal controls.
The Report shows that though the ultimate cost of TARP will not be known for some time,
Treasury estimates lower projected costs and higher projected returns for the TARP than
previously estimated in the summer. OFS is unlikely to disburse the full $700 billion authorized
under EESA, and many of the TARP investments under the program, particularly those aimed at
3
Monthly 105(a) Report
December 2009
stabilizing banks, are expected to deliver returns for taxpayers. The combination of lower
spending and higher expected returns resulted in a lower projected cost of TARP from the $341
billion estimate in the President’s Mid-session Budget in August 2009.
During FY 2009, OFS disbursed $364 billion of TARP funds and $73 billion was repaid. In
addition, for FY 2009, TARP investments generated $12.7 billion in cash received through
interest, dividends, and the proceeds from the sale of warrants. Four TARP programs reported
net income in FY 2009: the Capital Purchase Program, the Targeted Investment Program, the
Asset Guarantee Program, and the Consumer and Business Lending Initiative
Net income in FY 2009 was offset by reported net cost of the investments in AIG and the
automotive companies, bringing the net cost for these programs during FY2009 to
approximately $41.4 billion. For TARP disbursements in FY 2009, OFS reported net cost of
operations of approximately $41.6 billion including administrative expenses. The reported net
cost of operations includes the estimated net cost related to loans, equity investments, and
asset guarantees.
The Financial Report FY 2009 consists of Part I - Management’s Discussion and Analysis
(MD&A) and Part II – Financial Reporting, and includes an explanation of the background and
application of the budgetary, credit reform (subsidy cost) and market risk accounting concepts to
the preparation of the financial statements.
Figure 1 (Table 5 in Section 2 of the MD&A), shows the estimated value of TARP investments
by program as of September 30, 2009 and Figure 2 (Table 7 in Section 2 of the MD&A) shows
the estimated change in net cost for TARP programs as of September 30, 2009.
Figure 1: Estimated Value of TARP Investments as of September 30, 2009
($ in billions)
Outstanding
Balance
1
Estimated Value
of Investment
Capital Purchase Program
$
133.9 $
141.7
Targeted Investment Program
$
40.0 $
40.3
AIG Investment Program
$
43.2 $
13.2
Auto Industry Financing Program
$
73.8 $
42.3
Term Asset-Backed Securities Loan Facility
$
0.1 $
0.4
Total
$
291.0 $
237.9
1/ Before subsidy cost allowance. (Please refer to Financial Report FY 2009 for further information.)
4
Monthly 105(a) Report
December 2009
Figure 2: Estimated Change in Net Cost for TARP Programs as of September 30, 2009
($ in billions)
Original
Current
Net Change
Estimate
Capital Purchase Program
-57.4
+15.0
+72.4
Targeted Investment Program
-19.6
+1.9
+21.5
Asset Guarantee Program
+1.0
+2.2
+1.2
AIG Investment Program
-31.5
-30.4
+1.1
Auto Industry Financing Program
-43.7
-30.4
+13.3
Term Asset-Backed Securities Loan Facility
+0.1
+0.3
+0.2
Subtotal
-151.1
-41.4
+109.7
Home Affordable Modification Program
-27.1
-27.1
0.0
Total
-178.2
-68.5
+109.7
1/ Original estimates completed on or near the initiation of each program and adjusted for modifications. Amounts
shown in both original and current estimates are based on total program disbursements through FY 2009.
Estimate
1
A copy of the Financial Report FY 2009, which includes the GAO Report on FY 2009 Financial
Statements, can be found at http://www.FinancialStability.gov/latest/tg_12092009.html
Where is TARP Money Going?
EESA authorized $700 billion for Treasury investments under TARP 1 . Treasury has used this
authority to make investments that are designed to restore confidence in the strength of our
financial institutions, restart markets that are critical to financing American households and
businesses, and address the foreclosures in the housing market.
Treasury plans the following uses of TARP funds:
•
Approximately $545 billion has been planned for particular TARP programs as of
January 6, 2010, as shown in Figure 3.
–
Of that amount, $483.40 billion has been committed to specific institutions under
signed contracts.
–
$374.62 billion has been paid out by Treasury under those contracts.
Figure 3 shows the planned TARP investments by program as of January 6, 2010. Figure 4
shows the planned TARP investment amounts together with the total funds disbursed and
investments that have been repaid by program as of January 6, 2010. Please see Appendix 1
for a description of the programs listed in the chart, and page 9 for the update on the Asset
Guarantee and Capital Purchase Programs.
1
TARP funds for the Home Affordable Modification Program (HAMP) include $1.244 billion to offset costs
of program changes for the “Helping Families Save Their Homes Act of 2009”, and $15 million for
administrative expenditures relating to the Special Inspector General for the Troubled Asset Relief
Program (SIGTARP).
5
Monthly 105(a) Report
December 2009
Figure 3: Planned TARP investments ($ billions) as of January 6, 2010
$5
Capital Purchase Program
$30
Auto Industry Financing Program
$40
AIG
$50
$205
Consumer and Business Lending Initiative
Home Af f ordable Modification Program
$60
Targeted Investment Program
$70
Legacy Securities Public-Private Investment Program
$85
Asset Guarantee Program
Figure 4: TARP investment amounts, total funds disbursed, and investment repayments,
by program as of January 6, 2010 ($ in billions)
Capital Purchase Program (CPP)
Targeted Investment Program (TIP)
Asset Guarantee Program (AGP)
Consumer and Business Lending Initiative (CBLI)
Legacy Securities Public-Private Investment Program (PPIP)
AIG
Auto Industry Financing Program (AIFP)
Home Affordable Modification Program (HAMP)
Totals
Purchase Price or
Guarantee Amounts
$
205.00
$
40.00
$
5.00
$
60.00
$
30.00
$
70.00
$
85.00
$
50.00
$
545.00
$
$
$
$
$
$
$
$
$
Total $
Disbursed
204.89
40.00
0.10
3.31
45.34
79.69
1.27
374.62
$
$
$
$
$
$
$
$
$
Investment
Repayments
121.89
40.00
3.30
165.18
A large part of the total investments to date occurred last fall under the Capital Purchase
Program following the adoption of EESA in October 2008. The commitments made in 2009
include amounts extended under the Obama Administration’s Financial Stability Plan. These
include funds committed under the Home Affordable Modification Program, the investments in
the Legacy Securities Public-Private Investment Program, and those under the other programs
described in this report.
Figures 5 and 6 show the amount of TARP investments by month. They show both the amount
obligated – or committed for investment – and the amount disbursed or actually paid out, over
specific time periods.
6
Monthly 105(a) Report
December 2009
Figure 5: Funds committed and paid out under TARP from October 2008 through
September 2009
$Blns
$550
$180
$500
$160
$450
$140
$400
$120
$350
$100
$300
$80
$250
$200
$60
$150
$40
$100
$20
$50
$0
$0
Amount Committed to Specific Institutions Each Month (Left Scale)
Amount Paid Out in Each Month
Cumulative Amount Committed to Specific Institutions (Right Scale)
Cumulative Amount Paid Out (Right Scale)
Figure 6: Funds committed and paid out under TARP from October 2009 through
December 2009
$Blns
$180
$550
$500
$160
$450
$140
$400
$120
$350
$100
$300
$80
$250
$200
$60
$150
$40
$100
$20
$50
$0
$0
Oct-09
Nov-09
Dec-09
Amount Committed to Specific Institutions Each Month (Left Scale)
Amount Paid Out in Each Month
Cumulative Amount Committed to Specific Institutions (Right Scale)
Cumulative Amount Paid Out (Right Scale)
7
Monthly 105(a) Report
December 2009
Taxpayers can track progress on all of the financial stability programs and investments, as well
as repayments, on Treasury’s website www.FinancialStability.gov. Specifically, taxpayers can
look at investments within two business days of closing in the TARP transaction reports at
www.FinancialStability.gov/latest/reportsanddocs.html
Program Updates
Dividends and Interest Received
Most of the TARP money has been used to make investments in preferred stock or loans.
Treasury receives dividend or interest payments on these investments from the institutions
participating in TARP programs. These payments are a return on Treasury’s TARP investments.
•
•
In December, Treasury received $890.81 million in dividend, interest and fees from
TARP investments.
Treasury has received a total of approximately $12.89 billion in dividends, interest and
fees through December 2009.
Figure 7 shows the allocation of dividends, interest and fees received since inception of TARP
by program through December 31, 2009.
Figure 7: Dividends, interest and fees received by TARP Program through December
Targeted Investment Program
23%
Automotive Industry Finance Program
and Auto Supplier Support Program
Asset Guarantee Program
10%
Public-Private Investment Program
65%
Capital Purchase Program
2%
0.01%
Treasury’s Dividends and Interest Reports for TARP programs are available at
http://www.FinancialStability.gov/latest/reportsanddocs.html. Please see Appendix 1 for a
description of the programs listed in the chart above.
8
Monthly 105(a) Report
December 2009
Targeted Investment Program and Asset Guarantee Program
In December 2009, Citigroup, Inc. (Citigroup) and Bank of America Corporation (Bank of
America) repaid $40 billion of Treasury investment under the Targeted Investment Program
(TIP). Treasury had invested $20 billion in each of Citigroup and Bank of America under the TIP
and acquired preferred stock or trust preferred securities. Treasury also received warrants in
connection with both investments.
In the Asset Guarantee Program (AGP), under which only Citigroup entered into a definitive final
agreement, TARP funds were committed as a reserve to cover up to $5 billion possible losses
on the pool of Citigroup’s covered assets. As a premium for the guarantee, Treasury received
$4.034 billion of preferred stock, subsequently exchanged for trust preferred securities, with
identical terms as Citigroup’s agreement under TIP, and Treasury also received warrants.
On December 23, 2009, Treasury, the Federal Deposit Insurance Corporation (FDIC), the
Federal Reserve Bank of New York (FRBNY) and Citigroup, as parties to the Master Agreement
for the AGP, entered into a Termination Agreement, pursuant to which: (1) Treasury’s guarantee
commitment was terminated, (2) Treasury agreed to cancel $1.8 billion of the trust preferred
securities issued by Citigroup from $4.034 billion to $2.234 billion for early termination of the
guarantee, (3) the FDIC and Treasury agreed that, subject to the conditions set out in the
Termination Agreement, the FDIC may transfer $800 million of trust preferred securities to
Treasury at the close of Citigroup’s participation in the FDIC’s Temporary Liquidity Guarantee
Program, and (4) Citigroup agreed to comply with the executive compensation provisions
outlined in Section 111 of EESA as well as review the actual incentive compensation
agreements for Citigroup’s top 30 earners to be sure they comport with the Federal Reserve
Board of Governors’ incentive compensation principles as set forth in the Board of Governors’
guidance.
For the time period that the Citigroup asset guarantee was outstanding, Citigroup made no
claims for loss payments to any federal party and consequently Treasury made no guarantee
payments of TARP funds to Citigroup.
Capital Purchase Program
A major part of TARP is the Capital Purchase Program (CPP). Under this program, Treasury
invested in banks and other financial institutions to increase their capital. Banks use the CPP
money in a number of ways, including shoring up capital, investing in assets, and increasing
lending.
The CPP remained open through 2009 for investments in small banks, with terms aimed at
encouraging participation by small community banks that are qualified financial institutions
(QFIs) under CPP terms. The last application deadline was November 21, 2009. Final closings
occurred in December.
During December:
•
Treasury made new investments in 37 small banks totaling $180.14 million, including 31
small banks participating in the expansion of the CPP.
9
Monthly 105(a) Report
•
December 2009
Treasury received $323.11 million in dividends and interest from CPP investments,
$50.85 billion in CPP repayments, and approximately $1.1 billion from CPP warrant
repurchases and auctions.
See below for more information on CPP warrants.
Figure 8: CPP Snapshot through December
CPP Investments
Disbursements in December 2009: $180.14 million to 37 banks
Total amount disbursed since October 2008: $204.9 billion
CPP investments repaid since October 2008: $121.89 billion
CPP Banks
Number of institutions that have received CPP investment: 707
Number of institutions that have repaid CPP investment: 64*
Number of institutions currently participating in CPP: 646
*Including partial investments/repayments
CPP Facts
Participation across the US:
Banks in 48 states, the District of Columbia, and Puerto Rico
Largest Investment: $25 billion
Smallest Investment: $301,000
Details on the Capital Purchase Program are available at
http://www.FinancialStability.gov/roadtostability/capitalpurchaseprogram.html.
The CPP was originally available to banks of all sizes. Figures 9 and 10 show the distribution of
CPP funds by size of investment as of December 31, 2009. These charts include all 707 banks
that have received funds, including those that have repaid the investment. The CPP investment
amount is determined by the size of the bank. The CPP investments are no less than one
percent and no greater than three percent (five percent for small banks) of the recipient’s riskweighted assets.
Figure 9: Number of CPP banks by
investment amount through December
600
Figure 10: Total CPP funds disbursed by
investment amount through December
Billions
$200
500
500
$189.5
$180
$160
400
$140
$120
300
$100
$80
200
100
$60
72
$40
53
57
0
$13.3
$20
19
6
Less than $25 million $50 million
$100
$1 billion - $10 billion
$25 million
- $50
- $100
million - $1 $10 billion
and up
million
million
billion
$2.1
$Large (CPP
investment of $250
million and up)
Medium (CPP
investment $12
million - $250 million)
Small (CPP
investment $12
million and less)
10
Monthly 105(a) Report
December 2009
CPP Warrants
Treasury also receives warrants in connection with most of its CPP investments. Community
development banks were not required to issue warrants. When a publicly traded bank repays
Treasury for a preferred stock investment, the bank has the right to repurchase its warrants.
The warrants do not trade on any market and do not have observable market prices. If the bank
wishes to repurchase its warrants, an independent valuation process is used to establish fair
market value. If an institution chooses not to repurchase its warrants, Treasury is entitled to sell
them.
Privately held banks that received CPP funds issued Treasury a warrant for additional shares of
preferred stock, which Treasury immediately exercised. Any proceeds from the repurchases of
shares acquired from a warrant are included as cash received from sales of warrants in the
chart below.
In December 2009, Treasury conducted public auctions for its warrants in Capital One Financial
Corporation, JPMorgan Chase & Co., and TCF Financial Corporation. Each of these banks had
fully repurchased Treasury’s preferred stock investment. The auctions were conducted as
modified “Dutch” auctions registered under the Securities Act of 1933, in a format where
qualified bidders may submit one or more independent bids at different price-quantity
combinations and the warrants will be sold at a uniform price that clears the market.
Proceeds to Treasury from the auction of its warrants in Capital One Financial Corporation,
JPMorgan Chase & Co. and TCF Financial Corporation, were approximately $148.73 million,
$950.32 million and $9.59 million, respectively, with net receipts to Treasury after underwriting
fees and selling expenses of approximately $146.50 million, $936.06 million and $9.45 million,
respectively. Treasury expects to conduct similar auctions in the future.
CPP Dividends and Repayments
Treasury receives dividend or interest payments on its CPP investments. Dividend payments
are a portion of a company’s earnings that are paid to equity investors. Most banks participating
in the CPP pay Treasury a cumulative dividend rate of 5 percent per year for the first five years
and 9 percent per year thereafter. S-corporation banks pay an interest rate of 7.7 percent per
year for the first five years and 13.8 percent thereafter. Preferred shares (or stock) are a form
of ownership in a company. Preferred shares are senior to common stock, but junior to debt.
58 of the banks that received investments under CPP have repaid Treasury in full. When a
bank repays, it is typically also required to pay any accrued and unpaid dividends or interest.
Treasury continues to work with federal banking regulators to evaluate requests from CPP
participants interested in repaying Treasury’s investment.
The chart below shows the amount of dividends, interest and fees, repayments of principal, and
warrant proceeds under the CPP through December 2009.
11
Monthly 105(a) Report
Figure 11:
December 2009
Cash received through the CPP through December 2009
12/1/2009 – 12/31/2009
Dividends, Interest and Fees:
Repayments of Principal:
$323.11 million
$8.31 billion
$50.85 billion
$121.89 billion
$1.12 billion
$4.01 billion
$52.29 billion
$134.21 billion
Warrant Proceeds*:
Total:
Total since inception
* Includes proceeds from the repurchase of shares received through the exercise of
warrants.
With respect to Citigroup, earlier in 2009 Treasury had exchanged the CPP preferred shares for
common stock of Citigroup. At the time of Citigroup’s primary offering, conducted in connection
with its repayment of the TIP trust preferred securities, Treasury agreed not to offer to sell,
pledge or otherwise dispose of any shares of its common stock in Citigroup or any securities
convertible into or exercisable or exchangeable for common stock for a period of 90 days after
December 16, 2009. Thereafter, Treasury expects to sell its Citigroup shares in an orderly
fashion within six to twelve months.
On December 23, 2009, Treasury announced the selection of six additional firms to help
manage the wind-down phase of the CPP and other programs under EESA. In April 2009,
Treasury had selected three asset managers from the pool of applicants that had $2 billion or
more in assets under management. The six additional asset managers selected by Treasury
during the quarterly period were from the pool of applicants with less than $2 billion in asset
under management.
Bank Lending and Intermediation Surveys
Capital Purchase Program – Lending Survey Activity
Each month, Treasury asks banks participating in the CPP to provide information about their
lending activities and publishes the results in two reports described below. These two reports
are intended to help the public easily assess the lending and intermediation activities of
participating banks.
Monthly Lending and Intermediation Snapshots
This monthly report gathers and provides data on the lending and other intermediation activities
for the 22 largest financial institutions that received TARP investments under the CPP. On
December 14, 2009, Treasury released the results of its tenth survey of banks’ activities,
including the following information on October lending:
•
The overall outstanding loan balance (of all respondents) fell one percent from
September to October at the top 22 participants in the CPP, due mainly to decreased
demand from borrowers, and seasonal patterns.
•
Total origination of new loans at the 22 surveyed institutions was flat from September to
October. In October, the 22 surveyed institutions originated approximately $240 billion
12
Monthly 105(a) Report
December 2009
in new loans. Total originations of loans by all respondents rose in two categories
(commercial and industrial (C & I) new commitments and mortgages ) and fell in six loan
categories (C&I renewals and new commitments, CRE renewals and new commitments,
home equity lines of credit (HELOCs), credit cards, and other consumer lending
products).
CPP Monthly Lending Report
This monthly lending report provides data on consumer lending, commercial lending, and total
lending for all CPP participants. Figure 12 summarizes total loan activity among CPP
participants.
Figure 12: CPP Monthly Lending Report
All CPP Recipients
Date
Number of
Respondents*
Total Average
Total Average
Total Average
Consumer Loans Commercial Loans Total Loans
2/28/2009
519
3/31/2009
553
4/30/2009
541
5/31/2009
612
6/30/2009
604
7/31/2009
604
8/31/2009
649
9/30/2009
652
9/30/2009 (Adjusted)
642
10/31/2009
644
642
10/31/2009 (Adjusted)
Change (Sept Adjusted to Oct Adjusted)
$2,898,031
$2,885,662
$2,852,650
$2,843,527
$2,812,225
$2,803,284
$2,789,108
$2,795,012
$2,793,493
$2,768,799
$2,768,690
-0.90%
$2,380,691
$2,359,016
$2,329,536
$2,346,620
$2,429,930
$2,344,395
$2,328,433
$2,267,421
$2,264,024
$2,248,593
$2,248,086
-0.71%
$5,278,662
$5,244,690
$5,182,182
$5,190,165
$5,242,156
$5,147,679
$5,117,542
$5,062,434
$5,057,517
$5,017,393
$5,016,777
-0.81%
Details on the Bank Lending Surveys are available at
http://www.FinancialStability.gov/impact/surveys.htm.
The Quarterly Capital Purchase Program Report
To understand better how the CPP and other stabilization initiatives launched by the Federal
Government may have affected financial institutions and their activities, an interagency group
was convened to determine and conduct appropriate analyses. This interagency group consists
of representatives from Treasury, the Federal Deposit Insurance Corporation, the Federal
Reserve Board, the Office of the Comptroller of the Currency, and the Office of Thrift
Supervision. This interagency group has produced a summary of key statistics on lending,
funding, and capital levels of institutions receiving TARP capital. The banks are grouped into
CPP participants and non-CPP participants for the analysis.
Details on the Quarterly Capital Purchase Program Reports are available at
http://www.FinancialStability.gov/impact/CPPreport.html
13
Monthly 105(a) Report
December 2009
Automotive Industry Financing Program - GMAC
On December 30, 2009, Treasury invested an additional $3.8 billion and restructured its existing
investments in GMAC as a result of the Supervisory Capital Assessment Program (SCAP). In
May 2009, SCAP had identified an additional capital need of $5.6 billion for GMAC, which
Treasury's subsequent forecasts assumed would be provided by Treasury. Due to a variety of
factors, including that the establishment of the new General Motors and new Chrysler was
accomplished with less disruption to GMAC than banking supervisors initially projected,
Treasury’s final commitment of additional capital was $1.8 billion less than the $5.6 billion
previously announced.
Prior to December, Treasury had invested $12.5 billion in preferred stock of GMAC, and owned
$13.1 billion in preferred stock in GMAC, through purchases and the exercise of warrants, and
35 percent of the common equity in GMAC. Treasury restructured the existing investment in
GMAC in a manner designed to protect taxpayers as described below:
•
The $3.8 billion of new capital was provided in the form of $2.54 billion of trust preferred
securities (TRUPs), which are senior to all other capital securities of GMAC, and $1.25
billion of Mandatory Convertible Preferred Stock (MCP). Treasury received warrants, which
were immediately exercised, to purchase an additional $127 million of TRUPs and $63
million of MCP.
•
Treasury also converted $3 billion of its existing MCP, which was invested in May 2009, into
common equity to boost the quality of the capital supporting GMAC. Treasury's equity
ownership of GMAC increased from 35 percent to 56.3 percent. Treasury now has the right
to appoint two additional directors to the GMAC Board of Directors, so that four of nine
directors will be appointed by Treasury. Treasury intends to nominate its new directors in
time for GMAC's annual meeting at the end of April.
•
To enable GMAC to meet its SCAP requirements for Tier 1 capital, Treasury exchanged
$5.25 billion of preferred stock into MCP. As a result of this transaction and the conversion
described above, Treasury holds $11.4 billion of MCP in GMAC.
•
For the conversion price of the MCP to common stock, Treasury acquired a "reset" for an
adjustment in 2011, if beneficial to Treasury, based on the market price of GMAC’s capital
transactions with private investors occurring in 2010.
•
GMAC continues to be subject to a variety of other covenants and requirements, including
the executive compensation and corporate governance requirements of Section 111 of
EESA and, as an ongoing recipient of "exceptional" assistance, GMAC remains subject to
the oversight of the Special Master for Executive Compensation.
The transaction with GMAC represents the completion of funding provided as part of the SCAP
process while enabling GMAC to complete its overall restructuring plan, return to the private
capital markets for its financing needs in 2010, and be in a position to pay back taxpayers as
soon as practicable.
14
Monthly 105(a) Report
December 2009
Legacy Securities Public-Private Investment Program (S-PPIP)
S-PPIP is designed, in part, to support market functioning and facilitate price discovery in the
commercial and non-agency residential mortgage-backed securities markets, helping banks and
other financial institutions re-deploy capital and extend new credit to households and
businesses. The nine firms that Treasury had pre-qualified in July 2009 to participate as fund
managers have completed initial closings and begun operations of Public-Private Investment
Funds (PPIFs). Treasury has committed (but not yet funded all of) of $1.11 billion of equity
capital together with $2.22 billion of debt financing to each PPIF, while total Treasury equity and
debt investment in all PPIFs will equal approximately $30 billion. Following an initial closing,
each PPIF has the opportunity to conduct additional closings over the following six months and
to receive matching Treasury equity and debt financing for such additional closings.
As of December 31, 2009, the PPIFs have completed initial and subsequent closings on
approximately $6.2 billion of private sector equity capital, which has been matched 100 percent
by Treasury, representing of $12.4 billion of total equity capital. Treasury has also provided
$12.4 billion of debt capital, representing $24.8 billion of total funds available for investment.
Fund managers for the PPIFs have established relationships with small, minority-, and womenowned businesses. Partner firms have roles including: involvement in managing the investment
portfolio and cash management services, raising capital from private investors, providing trading
related-services, identifying investment opportunities, and providing investment and market
research and other advisory services to the PPIFs.
On December 4, 2009, and shortly thereafter, a fund manager, The TCW Group, Inc.,
terminated the employment of individuals as “Key Persons” under the Limited Partnership
Agreement for the TCW PPIF. Treasury subsequently notified TCW that a Key Person Event
had occurred under the limited partnership agreement. Due to the occurrence of a Key Person
Event, the TCW PPIF was immediately barred from making investments or dispositions (other
than to avoid a material loss). Additional information regarding the agreement reached between
Treasury and the TCW Group, Inc. on January 4, 2010 to wind-up and liquidate the TCW PPIF
is provided in Appendix I (see section titled “S-PPIP Fund Managers”).
Treasury expects to publish its first public report on S-PPIP activities in early 2010.
Details on the Legacy Securities Public-Private Investment Program are available at
http://www.FinancialStability.gov/roadtostability/publicprivatefund.html.
Small Business
In addition to the Small Business and Community Lending Initiatives described in Appendix 1, in
October, the Obama Administration announced new efforts by Treasury and the SBA to improve
access to credit for small businesses. Treasury is considering several programs to provide
lower-cost TARP capital to boost small business lending. One program may be directed at
small banks with less than $1 billion of assets. Participants would be required to submit a plan
that demonstrates how the additional capital will increase their small business lending efforts.
Eligible banks may receive new capital at an initial dividend rate of 3 percent compared to the 5
percent dividend available under the CPP. Also under consideration is the treatment of existing
CPP participants that wish to replace existing capital with investments under the new program.
A similar program would be directed at Community Development Financial Institutions.
15
Monthly 105(a) Report
December 2009
Term Asset-Backed Securities Loan Facility
Under the Term Asset-Backed Securities Loan Facility (TALF), the Federal Reserve Bank of
New York makes loans to buyers of asset-backed securities in order to stimulate consumer and
business lending by the issuers of those securities. Treasury uses TARP funds to provide credit
support for the TALF. The asset-backed securities (ABS) that are eligible for the TALF must be
backed by new or recently originated auto loans, student loans, credit card loans, equipment
loans, floorplan loans, insurance premium loans, loans guaranteed by the Small Business
Administration, residential mortgage servicing advances, or commercial mortgage loans,
including legacy loans. The markets for ABS are an important source of credit for consumers
and businesses. These markets essentially stopped functioning during the financial crisis. The
purpose of TALF is to help restart these markets and help consumers and businesses obtain
credit.
The first TALF subscription took place on March 19, 2009 and there have been 16 monthly ABS
and CMBS subscriptions as of December 31, 2009. A total of $61.7 billion of TALF-eligible
legacy and new ABS and CMBS issuance has been lent against.
Figure 13 shows the increase in issuance of consumer ABS since the launch of TALF in March
2009.
Figure 13:
Total Consumer ABS Issuance through December
$ Blns
25
20
18.5 18.2
TALF
15
Standard
16.5
16.8
10
8.2
6.0
8.1
8.3
5
6.6
2.9
3.6
9.1
0.4
0
12.6
13.6
1.9
0.5
1.3
1.6
2.0
6.6
5.8
5.2
1.2
4.4
2.0
0.1
4.3
3.8
0.3
Source: Markets Room, U.S. Treasury Department (12/04/09)
Details on TALF are available at
http://www.FinancialStability.gov/roadtostability/lendinginitiative.html
16
Monthly 105(a) Report
December 2009
The Office of the Special Master for TARP Executive Compensation
Under EESA (as amended in 2009) and Treasury’s Interim Final Rule on TARP Standards for
Compensation and Corporate Governance (the “Rule”), the Office of the Special Master for
TARP Executive Compensation has a mandate to review all forms of compensation for the five
most senior executive officers and the next 20 most highly compensated employees (the “Top
25”), as well as compensation structures for executive officers and up to the 75 additional most
highly compensated employees (“Covered Employees 26–100”), at firms that have received
exceptional TARP assistance. Initially, there were seven such firms: AIG, Bank of America,
Chrysler, Chrysler Financial, Citigroup, GM, and GMAC.
Special Master Determinations
On October 22, 2009, the Special Master for TARP Executive Compensation, Kenneth R.
Feinberg, issued determinations on the compensation structures and all amounts potentially
payable to the Top 25 at the seven exceptional assistance recipients.
On December 11, 2009, the Special Master issued determinations on the compensation
structures for Covered Employees 26–100. Unlike the October rulings, which addressed
specific amounts payable to Top 25 executives, Treasury regulations require the Special Master
to only address compensation structures for Covered Employees 26–100. These
determinations covered four companies: AIG, Citigroup, GM, and GMAC. Chrysler and Chrysler
Financial were exempt from the Special Master’s review during this round because total pay for
their executives does not exceed the $500,000 “safe harbor” limitation in Treasury's
compensation regulations. As detailed below, because Bank of America’s repayment of its
TARP obligations, its Covered Employees 26–100 were no longer subject to the Special
Master's review.
The compensation structures approved by the Special Master for Covered Employee 26–100
groups have the following general features:
•
Short-term cash compensation is restricted. Cash salaries are generally limited to
$500,000 other than for exceptional cases, with overall cash limited in most cases to
45% of total compensation in cash. All other pay must be in company stock.
•
Incentive compensation without real achievement of performance is forbidden. Total
incentives are limited to a fixed pool, incentive payments may be made only if objective
goals are achieved, and all such payments must be subject to “clawback” if results prove
illusory.
•
Compensation structures must have a long-term focus. In most cases, at least 50
percent of total compensation must be held for three years, at least 50 percent of
incentive pay must be granted in long-term stock, and any cash incentives must be
delivered over at least two years—single, lump-sum cash bonuses are not permitted.
.
Pay practices that are not aligned with shareholder and taxpayer interests, such as
golden parachutes, supplemental executive retirement benefits, excessive perquisites
and tax gross-ups are frozen or forbidden.
•
In addition to determinations for Covered Employees 26–100, the Special Master issued several
supplemental determinations in December, including determinations approving pay packages
for the new chief executive officer of GMAC and the new chief financial officer of GM. The pay
17
Monthly 105(a) Report
December 2009
packages approved by the Special Master for the newly hired executives generally conform to
the principles and structures of the Top 25 determinations. All the Special Master’s
determinations are available at the website identified below.
Effects of TARP Repayment
First, prior to the Special Master’s determinations for the Covered Employee 26–100 groups,
Bank of America repaid its TARP obligations, ending its “TARP period” under the Rule. As a
result, the compensation structures for Bank of America’s Covered Employees 26–100 were no
longer subject to the Special Master’s review, and no determination in that regard was issued.
In addition, Special Master approval is not required for future compensation structures and
payments to Bank of America executives. Payments to Bank of America’s Top 25 relating to
service prior to the repayment, however, remain subject to the Special Master’s October
determinations. With respect to its Top 25, Bank of America agreed to comply with the Rule
and with the October determinations as if the repayment occurred on December 31, 2009.
Second, after the Special Master’s determinations for the Covered Employee 26–100 groups,
Citigroup repaid certain TARP obligations, and ceased to be an "exceptional assistance
recipient” for purposes of the Rule. As a result of the repayment, Special Master approval is not
required for future compensation structures and payments to Citigroup executives. Payments
and compensation structures for Citigroup’s Top 25 and Covered Employees 26–100, however,
remain subject to the Special Master’s October and December determinations, respectively.
Citigroup agreed to comply with the Rule and with the October and December determinations as
if the repayment occurred on December 31, 2009. The executive compensation restrictions that
apply to TARP recipients that are not “exceptional assistance recipients” continue to apply to
Citigroup until it extinguishes its remaining TARP obligations.
The Special Master is in the process of requesting 2010 compensation proposals for the
remaining exceptional assistance recipients.
Information regarding the determination letters and executive compensation is available at:
http://www.FinancialStability.gov/about/executivecompensation.html and
http://www.FinancialStability.gov/latest/tg_102220009e.html.
Home Affordable Modification Program
The Home Affordable Modification Program (HAMP), part of Making Home Affordable (MHA),
was first announced by the Obama Administration in February 2009 as part of its Financial
Stability Plan. Using TARP funds, Treasury provides incentives for mortgage servicers,
borrowers and investors to modify loans that are delinquent or at imminent risk of default to an
affordable monthly payment equal to no more than 31 percent of a borrower’s gross monthly
income. Borrowers must be owner occupants, demonstrate the ability to support the reduced
payment during a three-month trial, and submit required documentation before the modification
becomes permanent.
Participating servicers must enter into the Servicer Participation Agreements with Treasury on
or before October 3, 2010.
•
From April through December 2009, 103 servicers have executed Servicer Participation
Agreements and more than $35.54 billion (of a total potential allocation from TARP funds
of $50 billion) has been committed to implement the program.
18
Monthly 105(a) Report
•
December 2009
Servicers for loans that are owned or securitized by Fannie Mae or Freddie Mac (GSEs)
are required to participate in the related GSE’s HAMP for their portfolio of GSE loans.
The incentives for these GSE HAMP modifications are funded by the related GSEs from
their own resources.
Borrowers may be accepted into HAMP if a borrower has made the first trial period payment on
or before December 31, 2012. Modification interest rates are locked for five years from the start
date of the modification. Incentive payments to servicers, investors and borrowers will continue
to be paid out over that period. At the end of five years, the reduced interest rate will increase
by one percent per year until it reaches the cap, which is the market rate at the time the trial
period began. The capped rate is fixed for the life of the loan.
•
By month-end November 2009, more than 697,026 active trial modifications had started
and more than 1,032,837 trial modification offers were extended. 2
Participating servicers and state, local and community stakeholders have worked with Treasury
to improve the overall effectiveness and efficiency of HAMP, by introducing:
•
A streamlined documentation process, including standardization of forms, reduced
paperwork requirements, servicer-to-borrower response guidelines, and electronic
signature acceptance for modification documents.
•
Enhanced availability of foreign language translations for HAMP information and
document summaries, and other web tools for borrowers.
Conversion Campaign
In December, Treasury conducted a nationwide mortgage modification conversion campaign to
ensure that servicers make every reasonable effort to convert eligible borrowers from a trial to a
permanent modification. The conversion campaign involved onsite monitoring of the seven
largest servicers by Treasury and Fannie Mae staff, and daily loan-level conversion reporting
through the month of December. The conversion campaign resulted in a significant increase in
the number of borrowers offered permanent modifications by these servicers and considerable
improvements in the implementation and operation of modification processes going forward. 3
Trial Modification Review Period
Building on the conversion campaign, Treasury also introduced a review period lasting until
January 31st, 2010 for all trial modifications that were set to expire on or before that date, but
were either missing required documentation or for which the servicer has not had time to review
the submitted documents. During this review period, servicers may not cancel any active trial
modifications unless the related property does not meet the HAMP property eligibility
requirements. Servicers must review all outstanding trial modifications, notify borrowers if any
2
The reporting cycle for official numbers of trial and permanent modifications has shifted to the 15th of
each month. Data for December 2009 will be released on January 15, 2010. The MHA Monthly Servicer
Performance Reports are available at http://www.FinancialStability.gov/latest/reportsanddocs.html.
3
The results of the conversion campaign will be reflected in the February MHA reporting cycle. The MHA
Monthly Servicer Performance Reports are available at
http://www.FinancialStability.gov/latest/reportsanddocs.html.
19
Monthly 105(a) Report
December 2009
documents are missing, and give these borrowers until January 31st, 2010 to submit any
missing documents or make any missed trial period payments. 4
HPDP, Second Lien, and Foreclosure Alternatives
Additional enhancements of HAMP include:
•
The Home Price Decline Protection (HPDP), which provides additional incentive
payments for modifications on properties located in areas where home prices have
declined.
•
The Second Lien Modification Program (2MP), which provides incentives for second lien
holders to modify or extinguish a second lien mortgage when a modification has been
initiated on the first lien mortgage for the same property under HAMP.
•
The Home Affordable Foreclosure Alternatives Program (HAFA), which provides
financial incentives to servicers and borrowers who utilize a short sale or a deed-in-lieu
(DIL) to avoid foreclosure on HAMP-eligible loans. The HAFA program simplifies and
streamlines the use of short sale and DIL options by incorporating financial incentives to
borrowers, servicers, and investors. The program also ensures pre-approved short sale
terms prior to listing the property on the market. The program requires that borrowers be
fully released from future liability for the debt.
Monthly Servicer Reports
To ensure transparency and servicer accountability, servicer-specific results are publicly
reported on a monthly basis. The report format now includes the number of Trial Period Plans
that have transitioned to permanent modifications as well as a break-out of the 15 metropolitan
areas with the highest program activity. The MHA Monthly Servicer Performance Report for
December will be available on January 15, 2010 at
http://www.FinancialStability.gov/latest/reportsanddocs.html.
Second Look
In its role as compliance agent for HAMP, Freddie Mac reviews samples of loans that potentially
could have been eligible for HAMP modification, but were not offered a HAMP modification.
This process, known as a “Second Look” examines servicer non-performing loan (NPL)
portfolios to identify borrowers who have requested a HAMP modification but were denied, or
who may have been overlooked and inadvertently denied a HAMP modification. Following
these reviews, Freddie Mac provides Treasury with assessments of each servicer’s program
compliance. If appropriate, Treasury will implement remedies for non-compliance. These
remedies may include withholding or reducing incentive payments to servicers, requiring
repayments of prior incentive payments made to servicers with respect to affected loans, or
requiring additional servicer oversight.
Details on the Home Affordable Modification Program are available at
http://www.FinancialStability.gov/roadtostability/homeowner.html and the Making Home
Affordable programs at http://www.makinghomeaffordable.gov.
4
Additional information is available at:
https://www.hmpadmin.com/portal/docs/hamp_servicer/sd0910.pdf
20
Appendix 1
Page
Description of TARP Programs:
Capital Purchase Program
23
SCAP and CAP
24
Targeted Investment Program
24-25
AIG Investment
25
Asset Guarantee Program
25
Automotive Industry Finance Program
27
Consumer and Business Lending Initiative
(TALF & Small Business)
29
Legacy Securities Public-Private Investment Program 30
Making Home Affordable
32
Office of the Special Master
(Executive Compensation)
33
How Treasury Exercises its Voting Rights
35
Appendix 2
Page
December Financial Statement
39
Monthly 105(a) Report
December 2009
Capital Purchase Program
What is the CPP?
Treasury created the Capital Purchase Program (CPP) in October 2008 to stabilize the
financial system by providing capital to viable banks of all sizes throughout the nation.
With a strengthened capital base, banks have an increased capacity to lend to U.S.
businesses and consumers and to support the U.S. economy.
Although many banks were fundamentally sound, because of the capital restraints
caused by the troubled market conditions, they were hesitant to lend. The level of
confidence between banks and other financial institutions was also low, so they were
unwilling to lend to each other.
Restoring capital and confidence is essential to allowing the financial system to work
effectively and efficiently.
How does the CPP work?
Through the CPP, Treasury invested in banks to increase their capital and to enable
them to continue lending to businesses and consumers and otherwise serve their
customers.
Treasury purchased senior preferred shares and other interests from qualifying U.S.controlled banks, savings associations, and other financial institutions. Treasury also
receives warrants to purchase common shares or other securities from the banks.
Banks use the CPP money in a number of ways, including shoring up capital, investing
in assets, and increasing lending.
Banks participating in the CPP pay Treasury dividends on the preferred shares at a rate
of five percent per year for the first five years following Treasury’s investment and at a
rate of nine percent per year thereafter. S-corporation banks pay an interest rate of 7.7
percent per year for the first five years and 13.8 percent thereafter. Preferred shares (or
stock) are a form of ownership in a company.
Banks may repay Treasury under the conditions established in the purchase agreements
as amended by the American Recovery and Reinvestment Act. Treasury also has the
right to sell the securities. The repayment price is equal to what Treasury paid for the
shares, plus any unpaid dividends or interest.
When a publicly-traded bank repays Treasury for the preferred stock investment, the
bank has the right to repurchase its warrants. The warrants do not trade on any market
and do not have observable market prices. If the bank wishes to repurchase warrants,
an independent valuation process is used to establish fair market value. If an institution
chooses not to repurchase the warrants, Treasury is entitled to sell the warrants. In
November and December 2009, Treasury began public offerings registered with the
Securities and Exchange Commission for the sale of warrants using a modified Dutch
auction methodology.
23
Monthly 105(a) Report
December 2009
Supervisory Capital Assessment Program (SCAP) and Capital
Assistance Program (CAP)
What are SCAP and CAP?
The Supervisory Capital Assessment Program and Capital Assistance Program were
important components of the Financial Stability Plan to help ensure that banks have a
sufficient capital cushion in a more adverse economic scenario. SCAP was a
comprehensive capital assessment exercise, or “stress test”, for the largest 19 U.S. bank
holding companies and a complement to the CAP.
On November 9, 2009, Treasury announced the closure of the Capital Assistance
Program. Of the 19 banks that participated in the SCAP, 18 demonstrated no need for
additional capital or fulfilled their need in the private market. GMAC is the only financial
institution that was not able to raise sufficient capital. In December 2009, GMAC and
Treasury completed the investment contemplated in May, which was funded under the
Automotive Industry Financing Program.
How did SCAP and CAP work?
Federal banking supervisors conducted forward-looking assessments to provide the
transparency necessary for individuals and markets to judge the strength of the banking
system. Results of the stress tests were released on May 7, 2009.
Some banks were required to take steps to improve the quality and/or the quantity of
their capital to give them a larger cushion to support future lending even if the economy
performs worse than expected. Banks had a range of options to raise capital in the
private markets, including common equity offerings, asset sales and the conversion of
other forms of capital into common equity. If these options were not sufficient, they
could request additional capital from the government through the CAP. Financial
institutions had to submit a detailed capital plan to supervisors, who consulted with
Treasury on the development and evaluation of the plan. Any bank needing to augment
its capital buffer at the conclusion of the SCAP was required to develop a detailed capital
plan in June 2009, and had until November 2009 to implement that capital plan.
In cases in which the SCAP indicated that an additional capital buffer was warranted,
institutions had an opportunity to turn first to private sources of capital, but were also
eligible to receive government capital via investment available immediately through the
CAP. Eligible U.S. banks that did not participate in the SCAP could apply to their
primary federal regulator to receive capital under the CAP.
Targeted Investment Program and AIG Investment
Pursuant to EESA, Treasury has provided additional assistance on a case-by-case basis in
order to stabilize institutions that were considered systemically significant to prevent broader
disruption of financial markets. Treasury has provided this assistance by purchasing preferred
shares in the institutions. As part of those transactions Treasury has also received warrants to
purchase common shares in the institutions. Assistance under these programs was provided to:
24
Monthly 105(a) Report
December 2009
Targeted Investment Program (TIP)
Under the TIP, Treasury purchased $20 billion in preferred stock from Citigroup, Inc. and
$20 billion in preferred stock from Bank of America Corporation. Both preferred stock
agreements pay a dividend of eight percent per annum. These investments were in
addition to CPP investments in these institutions. As part of an exchange offer designed
to strengthen Citigroup’s capital, Treasury exchanged all its preferred shares in Citigroup
for a combination of common shares and trust preferred securities, and the TIP preferred
shares were exchanged for trust preferred securities.
In December 2009, Bank of America and Citigroup repaid their TIP investments in full.
American International Group (AIG)
In November 2008, Treasury purchased $40 billion in preferred stock from AIG. In April
2009, it also created an equity capital facility, under which AIG may draw up to $29.8
billion as needed in exchange for issuing additional preferred stock to Treasury. As of
December 31, 2009, AIG has drawn $5.34 billion from the facility. The preferred stock
pays a non-cumulative dividend of ten percent per year.
The Federal Reserve Bank of New York (FRBNY) also provided loans to AIG. In
connection with such loans, the FRBNY received convertible preferred shares
representing approximately 79.8% of the current voting power of the AIG common
shares. These preferred shares were deposited in a trust, created by the FRBNY. The
U.S. Treasury (i.e., the general fund) is the beneficiary of this trust.
Asset Guarantee Program
Under the AGP, Treasury supported the value of certain assets held by qualifying financial
institutions, by helping them absorb unexpectedly large losses on certain assets. The program
was designed for financial institutions whose failure could harm the financial system and has
been used in conjunction with other forms of exceptional assistance.
How did AGP work?
The pool of covered assets is proposed by the financial institution in consultation with
federal regulators and Treasury, and then Treasury applies certain credit tests and asset
filters in order to determine the final pool of covered assets.
As compensation for its guarantee, Treasury collected a premium in the form of
preferred stock, warrants, or other form approved by Treasury.
As required by EESA, an actuarial analysis was used to ensure that the expected value
of the premium is no less that the expected value of the losses to TARP from the
guarantee. The U.S. government also provided a set of asset management guidelines
that the institution must follow with respect to the guaranteed pool.
25
Monthly 105(a) Report
December 2009
Who Received Assistance Under AGP?
Citigroup
Treasury guaranteed up to $5 billion of potential losses incurred on a $301 billion pool of
loans, mortgage-backed securities, and other financial assets held by Citigroup. The
Federal Reserve and the FDIC were also parties to this arrangement. In consideration
for the guarantee, Treasury received $4.03 billion in preferred securities that pay a
dividend of eight percent per annum. Treasury also received a warrant to purchase
approximately 66 million shares of common stock at a strike price of $10.61 per share.
As part of the exchange offer noted earlier, Treasury exchanged preferred shares
received under the AGP program for an equivalent amount of trust preferred securities
paying interest at the same rate.
Treasury did not become obligated to pay on its guaranty unless and until Citigroup has
absorbed $39.5 billion of losses on the covered pool. Treasury would then have covered
90 percent of all losses on the covered pool, up to a maximum of $5 billion.
On November 17, 2009, Citigroup and the U.S. Federal parties reached agreement
upon, and finalized, the precise assets constituting the covered pool.
On December 23, 2009, Citigroup and the U.S. Federal parties terminated the Master
Agreement for this guarantee arrangement and Treasury agreed to cancel $1.8 billion of
the trust preferred securities it held as premium for the guarantee.
Bank of America
In January 2009, Treasury, the Federal Reserve and the FDIC agreed to share potential
losses on a $118 billion pool of financial instruments owned by Bank of America,
consisting of securities backed by residential and commercial real estate loans and
corporate debt and derivative transactions that reference such securities, loans and
associated hedges.
Bank of America agreed to absorb all eligible losses in the pool up to $10 billion.
Treasury and the FDIC agreed to share eligible losses in the pool in excess of that
amount, up to $10 billion, with Treasury’s share capped at $7.5 billion. All further losses
were to be shared ninety percent by the Federal Reserve and ten percent by Bank of
America.
On September 21, 2009, negotiations were terminated with Bank of America concerning
the asset guarantee arrangement announced in January 2009. In connection with that
termination and in recognition of the benefits provided by entering into the term sheet for
such arrangement, Bank of America paid the U.S. government $425 million.
26
Monthly 105(a) Report
December 2009
Automotive Industry Financing Program
What is the AIFP?
The Automotive Industry Financing Program (AIFP) was developed in December 2008 to
prevent a significant disruption of the U.S. automotive industry, because the potential for
such a disruption posed a systemic risk to financial market stability and would have had
a negative effect on the economy. AIFP funding has helped enable New General Motors
and New Chrysler to become more viable auto manufacturing companies.
In the related Auto Supplier Support Program (ASSP), Treasury provides loans to
ensure that auto suppliers receive compensation for their services and products,
regardless of the condition of the auto companies that purchase their products.
How does the AIFP work?
Treasury has provided approximately $80 billion in loans and equity investments to
General Motors, GMAC, Chrysler, and Chrysler Financial.
Short-term funding was initially provided to GM and Chrysler on the condition that they
develop plans to achieve long-term viability. In cooperation with the Administration, GM
and Chrysler eventually developed satisfactory viability plans and successfully
conducted in bankruptcy proceedings sales of their assets to new entities: Chrysler’s
sale process was completed in 42 days and GM’s was completed in 40 days. Treasury
provided additional assistance during the respective periods.
The terms of the assistance impose a number of restrictions on the recipients. Among
other things, they must adhere to rigorous executive compensation standards and other
measures to protect the taxpayer’s interests, including limits on the institution’s
expenditures and other corporate governance requirements.
See below to learn how AIFP has helped each participating company.
Chrysler
On January 2, 2009, Treasury loaned $4 billion to Chrysler Holding to give it time to
implement a viable restructuring plan. On March 30, the Administration determined that
the business plan submitted by Chrysler failed to demonstrate viability and announced
that in order for Chrysler to receive additional taxpayer funds, it needed to find a partner.
Chrysler made the determination that forming an alliance with Fiat was the best course
of action for its stakeholders.
Treasury continued to support Chrysler as it formed an alliance with Fiat. In connection
with Chrysler’s bankruptcy proceedings filed on April 30, 2009, Treasury provided an
additional $1.9 billion under a debtor-in-possession financing agreement to assist
Chrysler during the bankruptcy. On June 10, 2009, pursuant to a court-approved order,
substantially all of Chrysler’s assets were sold to the newly formed entity, Chrysler
Group LLC (New Chrysler). Treasury committed to loan $6.6 billion to New Chrysler in
working capital funding, and New Chrysler has drawn $4.6 billion of this amount. New
Chrysler also assumed $500 million of Chrysler Holding’s initial loans from Treasury.
27
Monthly 105(a) Report
December 2009
When the sale to New Chrysler was completed, Treasury received 9.9% of the common
equity in New Chrysler.
The original loans to Chrysler Holding, excluding the $500 million of debt that was
assumed by New Chrysler, remain outstanding and are in default. In July 2009, Chrysler
Holding agreed to pay the greater of $1.375 billion or 40% of the equity value of Chrysler
Financial to Treasury should Chrysler Holding receive certain distributions from Chrysler
Financial and Treasury agreed to certain forbearance with respect to Chrysler Holding’s
loans.
Treasury currently owns 9.9% of the equity in New Chrysler, and was owed $5.1 billion
of debt from New Chrysler. The original loans to Chrysler remain outstanding, but are
reduced by $500 million of debt that was assumed by New Chrysler. Current equity
ownership in New Chrysler is as follows: the Chrysler Voluntary Employee Benefit
Association (VEBA) (67.7%), Fiat (20%), Treasury (9.9%) and the Government of
Canada (2.5%).
Chrysler Financial
On January 16, 2009, Treasury announced that it would lend up to $1.5 billion to a
special purpose vehicle (SPV) created by Chrysler Financial to enable the company to
finance the purchase of Chrysler vehicles by consumers. To satisfy the EESA warrant
requirement, the Chrysler Financial SPV issued additional notes entitling Treasury to an
amount equal to five percent of the maximum loan amount. Twenty percent of those
notes vested upon the closing of the transaction, and additional notes were to vest on
each anniversary of the transaction closing date. The loan was fully drawn by April 9,
2009. On July 14, 2009, Chrysler Financial fully repaid the loan, including the vested
additional notes and interest.
General Motors
On December 31, 2008, Treasury agreed to make loan $13.4 billion to General Motors
Corporation to fund working capital. Under the loan agreement, GM was also required
to implement a viable restructuring plan. The first plan GM submitted failed to establish
a credible path to viability, and the deadline was extended to June 1. Treasury loaned
an additional $6 billion to fund GM during this period. To achieve an orderly
restructuring, GM filed for bankruptcy on June 1, 2009. Treasury provided $30.1 billion
under a debtor-in-possession financing agreement to assist GM during the bankruptcy.
The new entity, General Motors Company (New GM), began operating on July 10, 2009,
following its purchase of most of the assets of the Old GM.
When the sale to New GM was completed on July 10, Treasury converted most of its
loans to 60.8% of the common equity in the New GM and $2.1 billion in preferred stock.
Treasury continues to hold loans in the amount of $6.7 billion. The New GM currently
has the following ownership: Treasury (60.8%), GM Voluntary Employee Benefit
Association (VEBA) (17.5%), the Canadian Government (11.7%), and Old GM’s
unsecured bondholders (10%).
In November, General Motors agreed, subject to certain conditions, to begin quarterly
repayments in December 2009 of its $6.7 billion loan.
28
Monthly 105(a) Report
December 2009
GMAC
On December 29, 2008, Treasury purchased $5 billion in senior preferred equity from
GMAC LLC, and received an additional $250 million in preferred shares through
warrants that Treasury exercised at closing. At the same time, Treasury also agreed to
lend up to $1 billion of TARP funds to GM (one of GMAC’s owners), to purchase
additional ownership interests in GMAC’s rights offering. GM drew $884 million under
that commitment on January 16, 2009.
In May 2009, regulators required GMAC to raise additional capital by November 2009 in
connection with the SCAP. On May 21, 2009, Treasury purchased $7.5 billion of
convertible preferred shares from GMAC and received warrants that Treasury exercised
at closing for an additional $375 million in convertible preferred shares, which enabled
GMAC to partially meet the SCAP requirements. Additional Treasury investments in
GMAC were contemplated to enable GMAC to satisfy the SCAP requirements.
On May 29, 2009, Treasury exercised its option to exchange the $884 million loan it had
made to GM in January 2009 for 35.4% of the common membership interests in GMAC.
On December 30, 2009, Treasury:
–
Invested an additional $3.8 billion in GMAC, consisting of $2.54 billion of trust
preferred securities (TRUPs), which are senior to all other capital securities of
GMAC, and $1.25 billion of Mandatory Convertible Preferred Stock (MCP), and
received warrants, which were immediately exercised, to purchase an additional
$127 million of TRUPs and $63 million of MCP.
–
Converted $3 billion of its existing MCP, which was purchased in May 2009, into
common stock.
–
Exchanged $5.25 billion of preferred stock into MCP.
–
For the conversion price of the MCP to common stock, acquired a “reset” for an
adjustment in 2011, if beneficial to Treasury, based on the market price of GMAC’s
private capital transactions occurring in 2010.
As a result of the December 2009 transactions, Treasury's equity ownership of GMAC
increased from 35 percent to 56.3 percent and Treasury holds $11.4 billion of MCP in
GMAC. Treasury has the right to appoint two additional directors to the GMAC Board of
Directors, so that four of nine directors will be appointed by Treasury.
Consumer and Business Lending Initiative (TALF and Small Business)
What is the Term Asset-Backed Securities Loan Facility (TALF)?
The Term Asset-Backed Securities Loan Facility (TALF) is a lending facility operated by
the Federal Reserve Bank of New York. The FRBNY provides term non-recourse loans
29
Monthly 105(a) Report
December 2009
collateralized by AAA-rated asset-backed securities (ABS) backed by new or recently
originated auto loans, student loans, credit card loans, equipment loans, floor plan loans,
insurance premium finance loans, residential mortgage servicing advances, or
commercial mortgage loans, including legacy commercial mortgage loans, as well as
collateralized by loans guaranteed by the Small Business Administration. Treasury
provides credit support for TALF as part of Treasury’s Consumer and Business Lending
Initiative.
How does the TALF work?
On fixed days each month investors can request the FRBNY to make loans secured by
eligible consumer, small business ABS, or commercial mortgage backed securities
(CMBS). Assuming that the borrower and the ABS or CMBS it plans to pledge as
collateral meet FRBNY’s requirements, the investor will receive the requested funding.
Most borrowers use the loan, together with their own funds, to purchase the ABS that
serves as collateral for the TALF loans.
If the borrower does not repay the loan, the FRBNY will enforce its rights in the collateral
and sell the collateral to a special purpose vehicle (SPV) established specifically for the
purpose of purchasing and managing such assets. The SPV is funded, in part, by a $20
billion subordinated loan commitment from Treasury.
On August 17, 2009, Treasury and the FRBNY announced the extension of the TALF for
newly-issued ABS and legacy CMBS through March 31, 2010. In addition, TALF will
make loans against newly issued CMBS through June 30, 2010. There were no further
additions to the types of collateral eligible for the TALF.
What is the Small Business and Community Lending Initiative?
Under the Small Business and Community Lending Initiative to ensure that credit flows
to entrepreneurs and small business owners, Treasury has taken measures to
complement the Administration’s actions to help small businesses recover and grow,
including several tax cuts under the American Recovery and Reinvestment Act and a
temporary increase in the Small Business Administration (SBA) guarantee for certain
types of loans. Treasury is developing a program to purchase in the secondary market
securities backed by 7(a) loans guaranteed by the Small Business Administration.
Legacy Securities Public-Private Investment Program
What is the Legacy Securities Public-Private Investment Program (S-PPIP)?
The Legacy Securities Public-Private Investment Program is intended to address the
problem of legacy real estate-related assets, support market functioning and facilitate
price discovery in the market for non-agency mortgage-backed securities (MBS),
allowing banks and other financial institutions to re-deploy capital and extend new credit
to households and businesses. Both residential and commercial MBS are pools of
mortgages bundled together by financial institutions. Rights to receive a portion of the
cash generated by the pools are sold as securities in the financial markets, in the same
30
Monthly 105(a) Report
December 2009
way a stock or bond would be sold in financial markets. The term “legacy assets”
generally refers to loans, asset-backed securities, and other types of assets that were
originated or issued before the financial markets for these types of assets deteriorated
significantly in 2008.
The Public-Private Investment Program was announced as part of the Financial Stability
Plan, which also originally included a program for legacy loans that would be
administered by the FDIC.
In the latter months of 2009, financial market conditions have improved, the prices of
legacy securities have appreciated and the results of the Supervisory Capital
Assessment Program enabled banks to raise substantial amounts of capital as a buffer
against weaker than expected economic conditions, all of which have enabled Treasury
to proceed with the PPIP program at a scale smaller than initially envisioned.
How does the Legacy Securities PPIP work?
Treasury is partnering with selected fund managers to purchase commercial and nonagency residential and commercial MBS under the S-PPIP.
Treasury provides equity as well as debt financing to investment partnerships formed by
the fund managers. Treasury will invest one-half of the total equity committed to the
partnership; the remainder must be raised by the fund manager from private sector
sources. Treasury also will make a loan to each investment partnership. The loan will
earn interest and must be repaid at the end of the life of the fund.
Treasury’s maximum equity obligation to a PPIF is expected to be $1.11 billion, and
Treasury’s maximum debt financing obligation to a PPIF is expected to be $2.22 billion.
The equity investment, together with warrants received by Treasury, ensures that if
these PPIFs perform well, the U.S. Treasury will benefit from the upside of the
performance alongside private investors.
The S-PPIP is designed to help the financial system recover by enabling institutions that
hold mortgage-backed securities to sell them, thereby freeing up their capital for other
purposes.
Treasury carefully designed the S-PPIP terms to protect the interests of taxpayers.
Fund managers may not acquire assets from or sell assets to their affiliates or any other
PPIF fund manager or private investor that has committed at least ten percent of the
aggregate private capital raised by such fund manager. Fund managers must submit
regular monthly reports about assets purchased, assets disposed, asset values, and
profits and losses. Due to the possibility of actual or potential conflicts of interest
inherent in any market-based investment program, fund managers also must agree to
abide by ethical standards and conflicts of interest and compliance rules and a process
for ensuring adherence to these rules developed by Treasury. In developing these
requirements, Treasury worked closely with, among others, the staff of the SIGTARP
and the Federal Reserve.
31
Monthly 105(a) Report
December 2009
S-PPIP Fund Managers
Following a comprehensive two-month application, evaluation, and selection process,
during which Treasury received over 100 unique applications to participate in the Legacy
Securities PPIP, in July 2009 Treasury pre-qualified the following firms to participate as
fund managers in the program:
o
o
o
o
o
o
o
o
o
AllianceBernstein, LP and its sub-advisors Greenfield Partners, LLC and Rialto
Capital Management, LLC;
Angelo, Gordon & Co., L.P. and GE Capital Real Estate;
BlackRock, Inc.;
Invesco Ltd.;
Marathon Asset Management, L.P.;
Oaktree Capital Management, L.P.;
RLJ Western Asset Management, LP;
The TCW Group, Inc.;
Wellington Management Company, LLP.
In addition, these firms have committed to establishing partnerships with small, minority-,
and women-owned businesses.
On January 4, 2010, Treasury and TCW entered into a Winding-Up and Liquidation
Agreement. Following the recent departure of certain key investment professionals at
TCW, Treasury, the private investors, and TCW have agreed, after careful consideration,
that it is in the best interest of all investors to end the TCW PPIF investment period,
release each limited partner (including Treasury) from its capital commitment to the fund,
and liquidate the fund in a manner that maximizes value to all investors. The TCW PPIF
had approximately $2 billion of total equity capital commitments ($1 billion of private
investor capital and $1 billion of Treasury capital). Treasury had also provided an
additional $2 billion of debt capital. Though the TCW PPIF had access to approximately
$4.1 billion of total purchasing power, only $513 million of total capital was actually
funded. Private investors will be offered the option to re-allocate their underfunded
capital commitments and proceeds from the TCW PPIF liquidation to any of the eight
other PPIFs.
Making Home Affordable
What is the Home Affordable Modification Program?
The Home Affordable Modification Program (HAMP) is designed to give up to 3 to 4
million homeowners an opportunity to reduce their monthly mortgage payments to more
affordable levels. HAMP includes both GSE and non-GSE mortgages. GSE stands for
“government sponsored enterprise,” and in this report refers to Fannie Mae and Freddie
Mac.
Up to $50 billion of TARP funds will be used to encourage the modification of non-GSE
mortgages that financial institutions own and hold in their portfolios (whole loans) and
mortgages held in private-label securitization trusts.
32
Monthly 105(a) Report
December 2009
How does the HAMP work?
Homeowners participating in HAMP work with HUD-certified housing counselors and
mortgage servicers to have their monthly first lien mortgage payments adjusted to no
more than 31 percent of monthly gross income. In other words, HAMP is primarily
designed to enable responsible homeowners to stay in their homes by reducing
mortgage payments to an affordable level.
What are the HPDP, Second Lien Program and Home Affordable Foreclosure Alternatives
Programs?
The Home Price Decline Protection (HPDP) program is a component of HAMP. HPDP
provides additional incentive payments for modifications on properties located in areas
where home prices have recently declined. The purpose of the program is to encourage
additional lender participation and HAMP modifications in areas hardest hit by falling
home prices and ensure that borrowers in those areas have the opportunity to stay in
their homes, thereby minimizing foreclosures, which further depress home values.
The Second Lien Modification Program (2MP) will provide incentives for second-lien
holders to modify or extinguish a second-lien mortgage when a modification has been
initiated on the first lien mortgage for the same property under HAMP.
The Home Affordable Foreclosure Alternatives Program (HAFA) will provide financial
incentives to borrowers, servicers, and investors who utilize a short-sale or deed-in-lieu
(DIL) to avoid foreclosure on a HAMP-eligible loan.
Office of the Special Master for TARP Executive Compensation
What is the scope of the Office of the Special Master?
In June 2009, Treasury published the Interim Final Rule (the “Rule”) on executive
compensation, promulgated under the EESA as amended by the American Recovery
and Reinvestment Act of 2009. The Rule contains distinct requirements for recipients of
TARP funding under certain programs, including CPP participants and recipients of
exceptional assistance. The exceptional assistance recipients currently include the
following firms: AIG, Chrysler, Chrysler Financial, GM and GMAC. Bank of America and
Citigroup ceased to be exceptional assistance recipients upon their respective
repayments of TARP obligations in December 2009.
Power to Review Executive Compensation
In addition to establishing the Office of the Special Master, the Rule provided the Special Master
with specific powers designed to ensure that executive pay at these firms is in line with longterm value creation and financial stability. These include:
Review of Payments: For recipients of exceptional assistance, the Special Master is
required to review and approve compensation structures, including payments made
33
Monthly 105(a) Report
December 2009
pursuant to those structures, for the senior executive officers and 20 next most highly
paid employees.
Review of Structures: For each exceptional assistance recipient, the Special Master is
required to review and approve compensation structures for all executive officers and
the 100 most highly compensated employees.
Interpretation: The Special Master has interpretive authority over the executive
compensation provisions of EESA and the Interim Final Rule. Accordingly, the Special
Master will make all determinations as to the application of those provisions to particular
facts.
Review of Prior Payments: The Special Master is required to review any bonuses,
retention awards, and other compensation paid to employees of each TARP recipient
prior to February 17, 2009, to determine whether the payments were contrary to the
public interest. If the payment is determined to be contrary to the public interest, the
Special Master will be responsible for negotiating for reimbursements of such payments.
Special Master Determinations
On October 22, 2009, the Special Master for TARP Executive Compensation Kenneth R.
Feinberg released determinations on the compensation packages for the five most senior
executive officers and the next 20 most highly compensated employees at the seven firms that
were then exceptional assistance recipients.
On December 11, 2009, the Special Master issued determinations on compensation structures
for exceptional assistance recipients’ executive officers and up to 75 additional most highly
compensated employees not addressed in the October 22, 2009 decisions. Unlike the October
determinations, which addressed specific amounts payable to executives, Treasury regulations
required these rulings to address only compensation structures. Because Bank of America
previously repaid its TARP obligations, and the compensation of Chrysler and Chrysler
Financial executives were within the $500,000 “safe harbor” limitation in Treasury's
compensation regulations, the December 11 determinations address only four of the initial
seven exceptional assistance recipients.
In December 2009, the Special Master also issued several supplemental determinations,
including approvals of compensation packages for newly hired executives and GM and GMAC.
These and all other Special Master determinations are available at
http://www.FinancialStability.gov/about/executivecompensation.html.
The Special Master is in the process of requesting 2010 compensation proposals for the
exceptional assistance recipients.
Luxury Policies and Certifications
All TARP recipients are required to adopt a luxury expenditure policy consistent with the
requirements of the Rule, provide the policy to Treasury and post the policy on their
Internet website, in each case, within 90 days following publication of the Rule (or, if
later, 90 days following the closing date of the agreement between the TARP recipient
and Treasury). These policies are generally required to address expenses including
34
Monthly 105(a) Report
December 2009
entertainment or other events, office and facility renovations, and aviation or other
transportation services.
The Rule also requires that the compensation committee, CEO, and CFO, of each TARP
recipient provide certain certifications to Treasury with respect to compliance with the Rule.
These certifications are due within 120 days of the completion of the TARP recipient’s fiscal
year.
How Treasury Exercises Its Voting Rights
Treasury is a shareholder in the new General Motors, the new Chrysler, GMAC and Citigroup.
The Obama Administration has stated that core principles will guide Treasury’s management of
financial interests in private firms. One such principle is that the United States government will
not interfere with or exert control over day-to-day company operations and, in the event the
government obtains ownership interests, it will vote only on key governance issues. These core
principles also include Treasury's commitment to seek to dispose of its ownership interests as
soon as practicable. Treasury will follow these principles in a manner consistent with the
obligation to promote the liquidity and stability of the financial system.
Treasury does not participate in the day-to-day management of any company in which it has an
investment nor is any Treasury employee a director of any such company. Treasury’s
investments have generally been in the form of non-voting securities or loans. For example, the
preferred shares that Treasury holds in financial institutions under the Capital Purchase
Program do not have voting rights except in certain limited circumstances, such as amendments
to the charter of the company, or in the event dividends are not paid for several quarters, in
which case Treasury has the right to elect two directors to the board.
Treasury has announced that it will follow the following principles in exercising its voting rights:
Governance Principles for companies in which Treasury directly holds voting stock
1) Treasury intends to exercise its right to vote only on certain matters consisting of:
•
•
•
•
The election or removal of directors
Certain major corporate transactions such as mergers, sales of substantially all
assets, and dissolution
Issuances of equity securities where shareholders are entitled to vote
Amendments to the charter or bylaws.
2) On all other matters, Treasury will either abstain from voting or vote its shares in the
same proportion (for, against or abstain) as all other shares of the company's stock are
voted.
For public companies such as Citigroup, Treasury has entered into an agreement in which these
principles are set forth. For private companies such as GM, GMAC and Chrysler, Treasury
follows the principles voluntarily or as set forth in a stockholder agreement. In GM, they are
largely reflected as terms following an initial public offering (IPO).
35
Monthly 105(a) Report
December 2009
Governance of AIG
In the case of AIG:
The U.S. Treasury is the beneficiary of a trust created by the Federal Reserve Bank of
New York (FRBNY). That trust owns shares having 79.8% of the voting rights of the
common stock. The FRBNY has appointed three independent trustees who have the
power to vote the stock and dispose of the stock with prior approval of FRBNY and after
consultation with Treasury. The trust agreement provides that the trustees cannot be
employees of Treasury or the FRBNY. The trust exists for the benefit of the U.S.
Treasury, and the Department of the Treasury does not control the trust and it cannot
direct the trustees.
Treasury owns preferred stock which does not have voting rights except in certain
limited circumstances (such as amendments to the charter) or in the event dividends are
not paid for four quarters, in which case Treasury has the right to elect up to three
directors to the board.
36
Appendix 2 – Financial Statement
Attached as Appendix 2 is the financial statement required under Sections 105(a)(2) and (3) of
EESA for the period ending December 31, 2009.
United States Department of Treasury
Office of Financial Stability
Troubled Asset Relief Program
Report of Administrative Obligations and Expenditures [Section 105(a)(2)]
For Period Ending
December 31, 2009
PERSONNEL SERVICES
NON-PERSONNEL
SERVICES
Budget
Object Class
(BOC)
1100 & 1200
2100
2200
2300
2400
2500
2600
3100
3200
4300
Budget Object Class Title
PERSONNEL COMPENSATION & BENEFITS
PERSONNEL SERVICES Total:
TRAVEL & TRANSPORTATION OF PERSONS
TRANSPORTATION OF THINGS
RENTS, COMMUNICATIONS, UTILITIES & MISC CHARGES
PRINTING & REPRODUCTION
OTHER SERVICES
SUPPLIES AND MATERIALS
EQUIPMENT
LAND & STRUCTURES
INTEREST & DIVIDENDS
NON-PERSONNEL SERVICES Total:
GRAND TOTAL:
$
$
$
$
Obligations
21,596,766
21,596,766
420,922
11,960
229,092
395
66,818,800
300,145
232,054
8
68,013,376
$
$89,610,142
,
,
$
$
$
$
Expenditures
21,339,480
21,339,480
387,868
11,960
88,930
395
48,409,231
290,167
222,675
8
49,411,234
70,750,714
,
,
For Period Ending
January 31, 2010
$
Projected
Obligations
23,979,000
23,979,000
469,000
12,000
229,300
400
70,456,000
317,000
232,100
8
71,715,808
$
Projected
Expenditures
23,832,000
23,832,000
441,000
12,000
105,000
400
52,171,000
306,000
223,000
8
53,258,408
$
95,694,808
,
,
$
77,090,408
,
,
$
$
$
$
$
$
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Agreements Under TARP [Section 105(a)(3)(A)]
For Period Ending December 31, 2009
Date
Approved
or Renewed
10/10/2008
10/11/2008
10/14/2008
10/16/2008
10/18/2008
10/23/2008
10/29/2008
10/29/2008
10/31/2008
11/7/2008
11/14/2008
11/14/2008
12/3/2008
12/5/2008
12/5/2008
12/10/2008
12/12/2008
12/15/2008
12/24/2008
1/6/2009
1/6/2009
1/7/2009
1/9/2009
1/27/2009
1/27/2009
2/2/2009
2/9/2009
2/12/2009
2/18/2009
2/18/2009
2/20/2009
2/20/2009
2/22/2009
3/6/2009
3/16/2009
3/23/2009
3/30/2009
3/30/2009
3/30/2009
3/30/2009
3/31/2009
4/3/2009
4/17/2009
4/17/2009
4/21/2009
4/21/2009
4/21/2009
5/4/2009
5/14/2009
5/14/2009
5/22/2009
5/26/2009
5/26/2009
6/5/2009
6/8/2009
6/29/2009
7/15/2009
7/17/2009
7/30/2009
7/30/2009
7/30/2009
8/11/2009
8/18/2009
9/2/2009
9/10/2009
9/14/2009
9/30/2009
12/8/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
Type of
Transaction
BPA
BPA
Financial Agent
BPA
BPA
IAA
BPA
BPA
Contract
BPA
IAA
Procurement
IAA
IAA
Procurement
BPA
IAA
IAA
Procurement
IAA
IAA
Procurement
IAA
BPA
Procurement
IAA
Contract
Contract
Financial Agent
Financial Agent
IAA
Contract
Contract
Contract
Financial Agent
Procurement
Contract
Contract
Contract
Contract
BPA
Procurement
Procurement
IAA
Financial Agent
Financial Agent
Financial Agent
IAA
Contract
IAA
IAA
Contract
Contract
Contract
IAA
IAA
Contract
Contract
Contract
Contract
Contract
IAA
Contract
Contract
Contract
Contract
Contract
BPA
Financial Agent
Financial Agent
Financial Agent
Financial Agent
Financial Agent
Financial Agent
Vendor
Simpson, Thacher & Bartlett
EnnisKnupp
Bank of New York Mellon
PricewaterhouseCoopers
Ernst & Young
GSA - Turner Consulting*
Hughes Hubbard & Reed
Squire Sanders & Dempsey
Lindholm & Associates*
Thacher Proffitt & Wood**
Securities and Exchange Commission
CSC Systems and Solutions
Trade and Tax Bureau - Treasury
Department of Housing and Urban Development
Washington Post
Thacher Proffitt & Wood**
Pension Benefit Guaranty Corp.
Office of Thrift Supervision
Cushman and Wakefield of VA, Inc.
Office of the Controller of the Currency
State Department
Colonial Parking
Internal Revenue Service
Cadwalader Wickersham & Taft, LLP
Whitaker Brothers Bus. Machines*
Government Accountability Office
Pat Taylor and Associates, Inc*
Locke Lord Bissell & Lidell LLP
Freddie Mac
Fannie Mae
Congressional Oversight Panel
Simpson, Thacher & Bartlett
Venable LLP
Boston Consulting Group
EARNEST Partners
Heery International Inc.
McKee Nelson, LLP***
Sonnenschein Nath & Rosenthal
Cadwalader Wickersham & Taft, LLP
Haynes and Boone LLP
FI C
lti *
Consulting*
American Furniture Rentals*
Herman Miller
Bureau of Printing and Engraving
AllianceBernstein
FSI Group
Piedmont Investment Advisors
Federal Reserve
Phacil*
Department of Treasury - US Mint
Department of Justice - ATF
Anderson, McCoy & Orta, LLP*
Simpson, Thacher & Bartlett
Department of Treasury - Internal Revenue Service
Department of Treasury - Financial Management Service
Department of Interior
Judicial Watch
Korn Ferry International
Cadwalader Wickersham & Taft, LLP
Debevoise & Plimpton, LLP
Fox Hefter Swibel Levin & Carol, LLP
NASA
Mercer, Inc.
Knowledge Mosaic Inc.*
Equilar, Inc.*
PricewaterhouseCoopers
SNL Financial LC
Anderson, McCoy & Orta, LLP*
Avondale Investments, LLC*
Bell Rock Capital, LLC*
Howe Barnes Hoefer and Arnett, Inc.
KBW Asset Management, Inc.
Lombardia Capital Partners, LLC*
Paradigm Asset Management, LLC*
* Small or Women-, or Minority-Owned Small Business
**Contract responsibilities assumed by Sonnenschein Nath & Rosenthal via novation.
***Contract responsibilities assumed by Bingham McCutchen, LLP via novation.
Purpose
Legal Services
Investment and Advisory Services
Custodian and Cash Management
Internal Control Services
Accounting Services
Archiving Services
Legal Services
Legal Services
Human Resources Services
Legal Services
Detailees
IT Services
IT Services
Detailees
Vacancy Announcement
Legal Services
Legal Services
Detailees
Painting
Detailees
Detailees
Parking
Detailees
Legal Services
Office Machines
Oversight
Temporary Employee Services
Legal Services
Homeownership Program
Homeownership Program
Oversight
Legal Services
Legal Services
Management Consulting Support
Asset Management Services
Architects
Legal Services
Legal Services
Legal Services
Legal Services
Modeling and Analysis
Office Furniture
Office Furniture
Detailee
Asset Management Services
Asset Management Services
Asset Management Services
Detailee
FOIA Services
Administrative Support
Detailee
Legal Services
Legal Services
Administrative Support
Administrative Support
Administrative Support
Legal Advisory
Administrative Support
Legal Advisory
Legal Advisory
Legal Advisory
Detailee
Administrative Support
Administrative Support
Administrative Support
Asset Management Services
Financial Advisory
Legal Services
Financial Advisory
Financial Advisory
Financial Advisory
Financial Advisory
Financial Advisory
Financial Advisory
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Insurance Contracts [Section 105(a)(3)(B)]
For Period Ending December 31, 2009
Name
Amount
Termination of the $5,000,000,000 Master Agreement
between Citigroup and the UST, and FDIC occurred on
December 23, 2009 due to the improvement of Citigroup's
financial condition and financial market stability.
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Transactions Report [Section 105(3)(C, D, G)]
For Period Ending December 31, 2009
CAPITAL PURCHASE PROGRAM
Seller
Footnote
11
14
3a 11/24/2009
Purchase Date
10/28/2008
10/28/2008
10/28/2008
10/28/2008
10/28/2008
10/28/2008
10/28/2008
10/28/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
Purchase Details
Name of Institution
City
Bank of America Corporation
The Bank of New York Mellon Corporation
Citigroup Inc.
The Goldman Sachs Group, Inc.
JPMorgan Chase & Co.
Morgan Stanley
State Street Corporation
Wells Fargo & Company
Bank of Commerce Holdings
1st FS Corporation
UCBH Holdings, Inc.
Northern Trust Corporation
SunTrust Banks, Inc.
Charlotte
New York
New York
New York
New York
New York
Boston
San Francisco
Redding
Hendersonville
San Francisco
Chicago
Atlanta
11/14/2008
Broadway Financial Corporation
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/14/2008
Washington Federal, Inc.
BB&T Corp.
Provident Bancshares Corp.
Umpqua Holdings Corp.
Comerica Inc.
Regions Financial Corporation
Capital One Financial Corporation
First Horizon National Corporation
Huntington Bancshares
KeyCorp
11/14/2008
Valley National Bancorp
11/14/2008
11/14/2008
11/14/2008
11/14/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
Zions Bancorporation
Marshall & Ilsley Corporation
U.S. Bancorp
TCF Financial Corporation
First Niagara Financial Group
HF Financial Corp.
Centerstate Banks of Florida Inc.
City National Corporation
First Community Bankshares Inc.
Western Alliance Bancorporation
Webster Financial Corporation
Pacific Capital Bancorp
Heritage Commerce Corp.
Ameris Bancorp
Porter Bancorp Inc.
Banner Corporation
Cascade Financial Corporation
Columbia Banking System, Inc.
Heritage Financial Corporation
State
Investment Description
Investment Amount
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Common Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
Los Angeles
CA
Preferred Stock
$
9,000,000
Par
Seattle
Winston-Salem
Baltimore
Portland
Dallas
Birmingham
McLean
Memphis
Columbus
Cleveland
WA
NC
MD
OR
TX
AL
VA
TN
OH
OH
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
200,000,000
3,133,640,000
151,500,000
214,181,000
2,250,000,000
3,500,000,000
3,555,199,000
866,540,000
1,398,071,000
2,500,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Wayne
NJ
Preferred Stock w/ Warrants
$
300,000,000
Par
UT
WI
MN
MN
NY
SD
FL
CA
VA
NV
CT
CA
CA
GA
KY
WA
WA
WA
WA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
15,000,000,000
3,000,000,000
25,000,000,000
10,000,000,000
25,000,000,000
10,000,000,000
2,000,000,000
25,000,000,000
17,000,000
16,369,000
298,737,000
1,576,000,000
3,500,000,000
Pricing
Mechanism
NC
NY
NY
NY
NY
NY
MA
CA
CA
NC
CA
IL
GA
Salt Lake City
Milwaukee
Minneapolis
Wayzata
Lockport
Sioux Falls
Davenport
Beverly Hills
Bluefield
Las Vegas
Waterbury
Santa Barbara
San Jose
Moultrie
Louisville
Walla Walla
Everett
Tacoma
Olympia
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
1,400,000,000
1,715,000,000
6,599,000,000
361,172,000
184,011,000
25,000,000
27,875,000
400,000,000
41,500,000
140,000,000
400,000,000
180,634,000
40,000,000
52,000,000
35,000,000
124,000,000
38,970,000
76,898,000
24,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
12/9/2009
6/17/2009
4
6/17/2009
6/17/2009
6/17/2009
6/17/2009
12/23/2009
4
6/17/2009
Capital Repayment
Amount 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
8/5/2009
Warrants
R $
R
A
R
R
Disposition
Investment
Description
$
$
15,000,000,000
3,000,000,000
$
$
0
0
Warrants
Warrants
$
$
$
$
$
10,000,000,000
25,000,000,000
10,000,000,000
2,000,000,000
25,000,000,000
$
$
$
$
$
0
0
0
0
0
Warrants
Warrants
Warrants
Warrants
Warrants
7/22/2009
12/10/2009
8/12/2009
7/8/2009
Warrants
Warrants
Warrants
Warrants
4
$
1,576,000,000
$
0
Warrants
8/26/2009
5/27/2009
6/17/2009
4
$
$
200,000,000
3,133,640,000
$
$
0
0
Warrants
Warrants
6/17/2009
4
$
3,555,199,000
$
0
Warrants
6/3/2009
4
$
75,000,000
$
225,000,000
9/23/2009
4
$
125,000,000
$
100,000,000
12/23/2009
4
$
100,000,000
$
6/17/2009
4/22/2009
5/27/2009
6/3/2009
9/30/2009
12/30/2009
7/8/2009
4
$
$
$
$
$
$
$
6,599,000,000
361,172,000
184,011,000
25,000,000
27,875,000
200,000,000
41,500,000
$
$
$
$
$
$
$
4
4
4
5
4
4
4
5
4
5
4
5
0
0
0
0
0
0
200,000,000
0
15
Final Disposition
Proceeds
136,000,000
$
$
$
$
1,100,000,000
950,318,243
950,000,000
60,000,000
Warrants
R $
87,000,000
7/22/2009
Warrants
R $
67,010,402
12/3/2009
Warrants
A
7/15/2009
12/15/2009
6/24/2009
6/30/2009
10/28/2009
Warrants
Warrants
Warrants
Warrants
Warrants
9
$148,731,030
Preferred Stock w/
Warrants
Preferred Stock w/
Warrants
Warrants
Warrants
Warrants
Warrants
Warrants
Warrants
Warrants
Warrants
9
9
R
A
R
R
R
$
$
$
$
$
139,000,000
9,599,964
2,700,000
650,000
212,000
Page 4 of 32
Seller
Footnote
17
12
Purchase Date
Purchase Details
Name of Institution
City
State
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
First PacTrust Bancorp, Inc.
Severn Bancorp, Inc.
Boston Private Financial Holdings, Inc.
Associated Banc-Corp
Trustmark Corporation
First Community Corporation
Taylor Capital Group
Nara Bancorp, Inc.
Midwest Banc Holdings, Inc.
MB Financial Inc.
First Midwest Bancorp, Inc.
United Community Banks, Inc.
WesBanco, Inc.
Encore Bancshares Inc.
Manhattan Bancorp
Iberiabank Corporation
Chula Vista
Annapolis
Boston
Green Bay
Jackson
Lexington
Rosemont
Los Angeles
Melrose Park
Chicago
Itasca
Blairsville
Wheeling
Houston
El Segundo
Lafayette
CA
MD
MA
WI
MS
SC
IL
CA
IL
IL
IL
GA
WV
TX
CA
LA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
19,300,000
23,393,000
154,000,000
525,000,000
215,000,000
11,350,000
104,823,000
67,000,000
84,784,000
196,000,000
193,000,000
180,000,000
75,000,000
34,000,000
1,700,000
90,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
12/5/2008
Eagle Bancorp, Inc.
Bethesda
MD
Preferred Stock w/ Warrants
$
38,235,000
Par
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
Sandy Spring Bancorp, Inc.
Coastal Banking Company, Inc.
East West Bancorp
South Financial Group, Inc.
Great Southern Bancorp
C
Cathay
th G
Generall B
Bancorp
Southern Community Financial Corp.
Olney
Fernandina Beach
Pasadena
Greenville
Springfield
Los
L A
Angeles
l
Winston-Salem
MD
FL
CA
SC
MO
CA
NC
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred
P f
d Stock
St k w// Warrants
W
t
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
83,094,000
9,950,000
306,546,000
347,000,000
58,000,000
258,000,000
258 000 000
42,750,000
Par
Par
Par
Par
Par
P
Par
Par
12/5/2008
CVB Financial Corp
Ontario
CA
Preferred Stock w/ Warrants
$
130,000,000
Par
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
First Defiance Financial Corp.
First Financial Holdings Inc.
Superior Bancorp Inc.
Southwest Bancorp, Inc.
Popular, Inc.
Blue Valley Ban Corp
Central Federal Corporation
Bank of Marin Bancorp
BNC Bancorp
Central Bancorp, Inc.
Southern Missouri Bancorp, Inc.
State Bancorp, Inc.
TIB Financial Corp
Unity Bancorp, Inc.
Old Line Bancshares, Inc.
FPB Bancorp, Inc.
Sterling Financial Corporation
Oak Valley Bancorp
Old National Bancorp
Capital Bank Corporation
Pacific International Bancorp
SVB Financial Group
LNB Bancorp Inc.
Wilmington Trust Corporation
S
Susquehanna
h
B
Bancshares,
h
Inc
I
Signature Bank
HopFed Bancorp
Citizens Republic Bancorp, Inc.
Indiana Community Bancorp
Bank of the Ozarks, Inc.
Center Financial Corporation
NewBridge Bancorp
Defiance
Charleston
Birmingham
Stillwater
San Juan
Overland Park
Fairlawn
Novato
Thomasville
Somerville
Poplar Bluff
Jericho
Naples
Clinton
Bowie
Port St. Lucie
Spokane
Oakdale
Evansville
Raleigh
Seattle
Santa Clara
Lorain
Wilmington
Lititz
Li i
New York
Hopkinsville
Flint
Columbus
Little Rock
Los Angeles
Greensboro
OH
SC
AL
OK
PR
KS
OH
CA
NC
MA
MO
NY
FL
NJ
MD
FL
WA
CA
IN
NC
WA
CA
OH
DE
PA
NY
KY
MI
IN
AR
CA
NC
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Trust Preferred Securities w/ Warrants
Preferred Stock w/ Warrants
Trust Preferred Securities w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred
P f
d Stock
S k w// Warrants
W
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
37,000,000
65,000,000
69,000,000
70,000,000
935,000,000
21,750,000
7,225,000
28,000,000
31,260,000
10,000,000
9,550,000
36,842,000
37,000,000
20,649,000
7,000,000
5,800,000
303,000,000
13,500,000
100,000,000
41,279,000
6,500,000
235,000,000
25,223,000
330,000,000
300,000,000
300 000 000
120,000,000
18,400,000
300,000,000
21,500,000
75,000,000
55,000,000
52,372,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
12/9/2009
4
$
215,000,000
$
0
Warrants
12/30/2009
Warrants
R $
10,000,000
9/9/2009
4
$
75,000,000
$
0
Warrants
12/23/2009
Warrants
R $
950,000
9/16/2009
3/31/2009
4
$
$
1,700,000
90,000,000
$
$
0
0
10/14/2009
5/20/2009
Warrants
Warrants
R $
R $
63,364
1,200,000
$
15,000,000
$
23,235,000
Warrants
Warrants
Preferred Stock w/
Warrants
$
$
97,500,000 $
32,500,000 $
32,500,000
0
10/28/2009
Warrants
R $
1,307,000
12/23/2009
5
5
9
8/26/2009
9/2/2009
4
3/31/2009
4
$
28,000,000
$
0
Warrants
7/15/2009
4
$
7,000,000
$
0
Warrants
9/2/2009
Warrants
R $
225,000
3/31/2009
4
$
100,000,000
$
0
Warrants
5/8/2009
Warrants
R $
1,200,000
12/23/2009
5
$
235,000,000
$
0
Warrants
3/31/2009
4
$
120,000,000
$
0
Warrants
11/4/2009
4
$
75,000,000
$
0
Warrants
11/24/2009
Warrants
$
2,650,000
4
Warrants
Warrants
9
Page 5 of 32
Seller
Footnote
Purchase Date
2
2
2
3
2
2
2
2
2
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/12/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
Name of Institution
Sterling Bancshares, Inc.
The Bancorp, Inc.
TowneBank
Wilshire Bancorp, Inc.
Valley Financial Corporation
Independent Bank Corporation
Pinnacle Financial Partners, Inc.
First Litchfield Financial Corporation
National Penn Bancshares, Inc.
Northeast Bancorp
Citizens South Banking Corporation
Virginia Commerce Bancorp
Fidelity Bancorp, Inc.
LSB Corporation
Intermountain Community Bancorp
Community West Bancshares
Synovus Financial Corp.
Tennessee Commerce Bancorp, Inc.
Community Bankers Trust Corporation
BancTrust Financial Group, Inc.
Enterprise Financial Services Corp.
Mid Penn Bancorp, Inc.
Summit State Bank
VIST Financial Corp.
Wainwright Bank & Trust Company
Whitney Holding Corporation
The Connecticut Bank and Trust Company
CoBiz Financial Inc.
Santa Lucia Bancorp
Seacoast Banking Corporation of Florida
Horizon Bancorp
Fidelity Southern Corporation
Community Financial Corporation
Berkshire Hills Bancorp, Inc.
First California Financial Group, Inc
AmeriServ Financial, Inc
Security Federal Corporation
Wintrust Financial Corporation
Flushing Financial Corporation
Monarch Financial Holdings, Inc.
StellarOne Corporation
Union Bankshares Corporation
Tidelands Bancshares, Inc
Bancorp Rhode Island, Inc.
Hawthorn Bancshares, Inc.
The Elmira Savings Bank, FSB
Alliance Financial Corporation
Heartland Financial USA, Inc.
Citizens First Corporation
FFW Corporation
p
p
Plains Capital
Corporation
Tri-County Financial Corporation
OneUnited Bank
Patriot Bancshares, Inc.
Pacific City Financial Corporation
Marquette National Corporation
Exchange Bank
Monadnock Bancorp, Inc.
Purchase Details
City
Houston
Wilmington
Portsmouth
Los Angeles
Roanoke
Ionia
Nashville
Litchfield
Boyertown
Lewiston
Gastonia
Arlington
Pittsburgh
North Andover
Sandpoint
Goleta
Columbus
Franklin
Glen Allen
Mobile
St. Louis
Millersburg
Santa Rosa
Wyomissing
Boston
New Orleans
Hartford
Denver
Atascadero
Stuart
Michigan City
Atlanta
Staunton
Pittsfield
Westlake Village
Johnstown
Aiken
Lake Forest
Lake Success
Chesapeake
Charlottesville
Bowling Green
Mt. Pleasant
Providence
Lee's Summit
Elmira
Syracuse
Dubuque
Bowling Green
Wabash
Dallas
Waldorf
Boston
Houston
Los Angeles
Chicago
Santa Rosa
Peterborough
State
TX
DE
VA
CA
VA
MI
TN
CT
PA
ME
NC
VA
PA
MA
ID
CA
GA
TN
VA
AL
MO
PA
CA
PA
MA
LA
CT
CO
CA
FL
IN
GA
VA
MA
CA
PA
SC
IL
NY
VA
VA
VA
SC
RI
MO
NY
NY
IA
KY
IN
TX
MD
MA
TX
CA
IL
CA
NH
Investment Description
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Investment Amount
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
125,198,000
45,220,000
76,458,000
62,158,000
16,019,000
72,000,000
95,000,000
10,000,000
150,000,000
4,227,000
20,500,000
71,000,000
7,000,000
15,000,000
27,000,000
15,600,000
967,870,000
30,000,000
17,680,000
50,000,000
35,000,000
10,000,000
8,500,000
25,000,000
22,000,000
300,000,000
5,448,000
64,450,000
4,000,000
50,000,000
25,000,000
48,200,000
12,643,000
40,000,000
25,000,000
21,000,000
18,000,000
250,000,000
70,000,000
14,700,000
30,000,000
59,000,000
14,448,000
30,000,000
30,255,000
9,090,000
26,918,000
81,698,000
8,779,000
7,289,000
,
,
87,631,000
15,540,000
12,063,000
26,038,000
16,200,000
35,500,000
43,000,000
1,834,000
Pricing
Mechanism
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount 6
Remaining Capital
Amount
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
5/5/2009
4
$
125,198,000
$
0
Warrants
11/18/2009
4
$
15,000,000
$
0
Warrants
12/16/2009
Warrants
R $
560,000
11/24/2009
4
$
22,000,000
$
0
Warrants
12/16/2009
Warrants
R $
568,700
5/27/2009
4
$
40,000,000
$
0
Warrants
6/24/2009
Warrants
R $
1,040,000
10/28/2009
12/23/2009
5
$
$
70,000,000
14,700,000
$
$
0
0
Warrants
Warrants
12/30/2009
Warrants
9
R $
900,000
11/18/2009
5
$
59,000,000
$
0
Warrants
12/23/2009
Warrants
9
R $
450,000
8/5/2009
4
$
30,000,000
$
0
Warrants
9/30/2009
Warrants
R $
1,400,000
5/13/2009
4
$
26,918,000
$
0
Warrants
6/17/2009
Warrants
R $
900,000
5
Page 6 of 32
Seller
Footnote
Purchase Date
2
2
2
2
2
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/19/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/23/2008
12/31/2008
12/31/2008
12/31/2008
12/31/2008
12/31/2008
12/31/2008
12/31/2008
1/9/2009
1/9/2009
1/9/2009
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
16
2
1
Name of Institution
Bridgeview Bancorp, Inc.
Fidelity Financial Corporation
Patapsco Bancorp, Inc.
NCAL Bancorp
FCB Bancorp, Inc.
First Financial Bancorp
Bridge Capital Holdings
International Bancshares Corporation
First Sound Bank
M&T Bank Corporation
Emclaire Financial Corp.
Park National Corporation
Green Bankshares, Inc.
Cecil Bancorp, Inc.
Financial Institutions, Inc.
Fulton Financial Corporation
United Bancorporation of Alabama, Inc.
MutualFirst Financial, Inc.
BCSB Bancorp, Inc.
HMN Financial, Inc.
First Community Bank Corporation of America
Sterling Bancorp
Intervest Bancshares Corporation
Peoples Bancorp of North Carolina, Inc.
Parkvale Financial Corporation
Timberland Bancorp, Inc.
1st Constitution Bancorp
Central Jersey Bancorp
Western Illinois Bancshares Inc.
Saigon National Bank
Capital Pacific Bancorp
Uwharrie Capital Corp
Mission Valley Bancorp
The Little Bank, Incorporated
Pacific Commerce Bank
Citizens Community Bank
Seacoast Commerce Bank
TCNB Financial Corp.
Leader Bancorp, Inc.
Nicolet Bankshares, Inc.
Magna Bank
Western Community Bancshares, Inc.
Community Investors Bancorp, Inc.
Capital Bancorp, Inc.
Cache Valley Banking Company
Citizens Bancorp
Tennessee Valley Financial Holdings, Inc.
Pacific Coast Bankers' Bancshares
SunTrust Banks, Inc.
The PNC Financial Services Group Inc.
p
Fifth Third Bancorp
Hampton Roads Bankshares, Inc.
CIT Group Inc.
West Bancorporation, Inc.
First Banks, Inc.
Bank of America Corporation
FirstMerit Corporation
Farmers Capital Bank Corporation
Purchase Details
City
Bridgeview
Wichita
Dundalk
Los Angeles
Louisville
Cincinnati
San Jose
Laredo
Seattle
Buffalo
Emlenton
Newark
Greeneville
Elkton
Warsaw
Lancaster
Atmore
Muncie
Baltimore
Rochester
Pinellas Park
New York
New York
Newton
Monroeville
Hoquiam
Cranbury
Oakhurst
Monmouth
Westminster
Portland
Albemarle
Sun Valley
Kinston
Los Angeles
South Hill
Chula Vista
Dayton
Arlington
Green Bay
Memphis
Palm Desert
Bucyrus
Rockville
Logan
Nevada City
Oak Ridge
San Francisco
Atlanta
Pittsburgh
Cincinnati
Norfolk
New York
West Des Moines
Clayton
Charlotte
Akron
Frankfort
State
IL
KS
MD
CA
KY
OH
CA
TX
WA
NY
PA
OH
TN
MD
NY
PA
AL
IN
MD
MN
FL
NY
NY
NC
PA
WA
NJ
NJ
IL
CA
OR
NC
CA
NC
CA
VA
CA
OH
MA
WI
TN
CA
OH
MD
UT
CA
TN
CA
GA
PA
OH
VA
NY
IA
MO
NC
OH
KY
Investment Description
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Contingent Value Rights
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Investment Amount
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
38,000,000
36,282,000
6,000,000
10,000,000
9,294,000
80,000,000
23,864,000
216,000,000
7,400,000
600,000,000
7,500,000
100,000,000
72,278,000
11,560,000
37,515,000
376,500,000
10,300,000
32,382,000
10,800,000
26,000,000
10,685,000
42,000,000
25,000,000
25,054,000
31,762,000
16,641,000
12,000,000
11,300,000
6,855,000
1,549,000
4,000,000
10,000,000
5,500,000
7,500,000
4,060,000
3,000,000
1,800,000
2,000,000
5,830,000
14,964,000
13,795,000
7,290,000
2,600,000
4,700,000
4,767,000
10,400,000
3,000,000
11,600,000
1,350,000,000
7,579,200,000
,
,
,
3,408,000,000
80,347,000
2,330,000,000
36,000,000
295,400,000
10,000,000,000
125,000,000
30,000,000
Pricing
Mechanism
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount 6
Remaining Capital
Amount
11/24/2009
4
$
3,455,000
$
12/9/2009
4/22/2009
4
$
$
10,000,000,000
125,000,000
$
$
4
10,340,000
0
0
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
Preferred Stock 2
Warrants
Warrants
5/27/2009
Warrants
R $
5,025,000
Page 7 of 32
Seller
Footnote
2
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
3
Purchase Date
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/9/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
Name of Institution
Peapack-Gladstone Financial Corporation
Commerce National Bank
The First Bancorp, Inc.
Sun Bancorp, Inc.
Crescent Financial Corporation
American Express Company
Central Pacific Financial Corp.
Centrue Financial Corporation
Eastern Virginia Bankshares, Inc.
Colony Bankcorp, Inc.
Independent Bank Corp.
Cadence Financial Corporation
LCNB Corp.
Center Bancorp, Inc.
F.N.B. Corporation
C&F Financial Corporation
North Central Bancshares, Inc.
Carolina Bank Holdings, Inc.
First Bancorp
First Financial Service Corporation
Codorus Valley Bancorp, Inc.
MidSouth Bancorp, Inc.
First Security Group, Inc.
Shore Bancshares, Inc.
The Queensborough Company
American State Bancshares, Inc.
Security California Bancorp
Security Business Bancorp
Sound Banking Company
Mission Community Bancorp
Redwood Financial Inc.
Surrey Bancorp
Independence Bank
Valley Community Bank
Rising Sun Bancorp
Community Trust Financial Corporation
GrandSouth Bancorporation
Texas National Bancorporation
Congaree Bancshares, Inc.
New York Private Bank & Trust Corporation
Home Bancshares, Inc.
Washington Banking Company
New Hampshire Thrift Bancshares, Inc.
Bar Harbor Bankshares
Somerset Hills Bancorp
SCBT Financial Corporation
S&T Bancorp
ECB Bancorp, Inc.
First BanCorp
Texas Capital Bancshares, Inc.
p
Yadkin Valleyy Financial Corporation
Carver Bancorp, Inc
Citizens & Northern Corporation
MainSource Financial Group, Inc.
MetroCorp Bancshares, Inc.
United Bancorp, Inc.
Old Second Bancorp, Inc.
Pulaski Financial Corp
Purchase Details
City
Gladstone
Newport Beach
Damariscotta
Vineland
Cary
New York
Honolulu
St. Louis
Tappahannock
Fitzgerald
Rockland
Starkville
Lebanon
Union
Hermitage
West Point
Fort Dodge
Greensboro
Troy
Elizabethtown
York
Lafayette
Chattanooga
Easton
Louisville
Great Bend
Riverside
San Diego
Morehead City
San Luis Obispo
Redwood Falls
Mount Airy
East Greenwich
Pleasanton
Rising Sun
Ruston
Greenville
Jacksonville
Cayce
New York
Conway
Oak Harbor
Newport
Bar Harbor
Bernardsville
Columbia
Indiana
Engelhard
San Juan
Dallas
Elkin
New York
Wellsboro
Greensburg
Houston
Tecumseh
Aurora
Creve Coeur
State
NJ
CA
ME
NJ
NC
NY
HI
MO
VA
GA
MA
MS
OH
NJ
PA
VA
IA
NC
NC
KY
PA
LA
TN
MD
GA
KS
CA
CA
NC
CA
MN
NC
RI
CA
MD
LA
SC
TX
SC
NY
AR
WA
NH
ME
NJ
SC
PA
NC
PR
TX
NC
NY
PA
IN
TX
MI
IL
MO
Investment Description
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Investment Amount
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
28,685,000
5,000,000
25,000,000
89,310,000
24,900,000
3,388,890,000
135,000,000
32,668,000
24,000,000
28,000,000
78,158,000
44,000,000
13,400,000
10,000,000
100,000,000
20,000,000
10,200,000
16,000,000
65,000,000
20,000,000
16,500,000
20,000,000
33,000,000
25,000,000
12,000,000
6,000,000
6,815,000
5,803,000
3,070,000
5,116,000
2,995,000
2,000,000
1,065,000
5,500,000
5,983,000
24,000,000
9,000,000
3,981,000
3,285,000
267,274,000
50,000,000
26,380,000
10,000,000
18,751,000
7,414,000
64,779,000
108,676,000
17,949,000
400,000,000
75,000,000
,
,
36,000,000
18,980,000
26,440,000
57,000,000
45,000,000
20,600,000
73,000,000
32,538,000
Pricing
Mechanism
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount 6
Remaining Capital
Amount
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
10/7/2009
4
$
5,000,000
$
0
Warrants
4/8/2009
4
$
89,310,000
$
0
Warrants
5/27/2009
Warrants
R $
2,100,000
6/17/2009
4
$
3,388,890,000
$
0
Warrants
7/29/2009
Warrants
R $
340,000,000
4/22/2009
4
$
78,158,000
$
0
Warrants
5/27/2009
Warrants
R $
2,200,000
10/21/2009
4
$
13,400,000
$
0
Warrants
9/9/2009
4
$
100,000,000
$
0
Warrants
4/15/2009
4
$
25,000,000
$
0
Warrants
5/20/2009
5/20/2009
4
$
$
7,414,000
64,779,000
$
$
0
0
Warrants
Warrants
6/24/2009
6/24/2009
Warrants
Warrants
R $
R $
275,000
1,400,000
5/13/2009
4
$
75,000,000
$
0
Warrants
4
Page 8 of 32
Seller
Footnote
2
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
2
3
2
2
2
2, 13 12/4/2009
Purchase Date
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
Purchase Details
Name of Institution
OceanFirst Financial Corp.
Community 1st Bank
TCB Holding Company, Texas Community Bank
Centra Financial Holdings, Inc.
First Bankers Trustshares, Inc.
Pacific Coast National Bancorp
Community Bank of the Bay
Redwood Capital Bancorp
Syringa Bancorp
Idaho Bancorp
Puget Sound Bank
United Financial Banking Companies, Inc.
Dickinson Financial Corporation II
The Baraboo Bancorporation
Bank of Commerce
State Bankshares, Inc.
BNCCORP, Inc.
First Manitowoc Bancorp, Inc.
Southern Bancorp, Inc.
Morrill Bancshares, Inc.
Treaty Oak Bancorp, Inc.
1st Source Corporation
Princeton National Bancorp, Inc.
AB&T Financial Corporation
First Citizens Banc Corp
WSFS Financial Corporation
Commonwealth Business Bank
Three Shores Bancorporation, Inc. (Seaside
National Bank & Trust)
2
1/23/2009
CalWest Bancorp
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/23/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
Fresno First Bank
First ULB Corp.
Alarion Financial Services, Inc.
Midland States Bancorp, Inc.
Moscow Bancshares, Inc.
Farmers Bank
California Oaks State Bank
Pierce County Bancorp
Calvert Financial Corporation
Liberty Bancshares, Inc.
Crosstown Holding Company
BankFirst Capital Corporation
Southern Illinois Bancorp, Inc.
FPB Financial Corp.
Stonebridge Financial Corp.
Peoples Bancorp Inc.
Anchor BanCorp Wisconsin Inc.
Parke Bancorp, Inc.
Central Virginia Bankshares, Inc.
Flagstar Bancorp, Inc.
Middleburg Financial Corporation
Peninsula Bank Holding Co.
PrivateBancorp, Inc.
Central Valley Community Bancorp
Plumas Bancorp
Stewardship Financial Corporation
Oak Ridge Financial Services, Inc.
First United Corporation
City
Toms River
Roseville
The Woodlands
Morgantown
Quincy
San Clemente
Oakland
Eureka
Boise
Boise
Bellevue
Vienna
Kansas City
Baraboo
Charlotte
Fargo
Bismarck
Manitowoc
Arkadelphia
Merriam
Austin
South Bend
Princeton
Gastonia
Sandusky
Wilmington
Los Angeles
Orlando
Rancho Santa
Margarita
Fresno
Oakland
Ocala
Effingham
Moscow
Windsor
Thousand Oaks
Tacoma
Ashland
Jonesboro
Blaine
Macon
Carmi
Hammond
West Chester
Marietta
Madison
Sewell
Powhatan
Troy
Middleburg
Palo Alto
Chicago
Fresno
Quincy
Midland Park
Oak Ridge
Oakland
State
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Capital Repayment
Amount 6
Remaining
Investment
Description
Pricing
Mechanism
Capital
Repayment Date
12/30/2009
5
$
38,263,000
$
0
Warrants
3/31/2009
4
$
15,000,000
$
0
Preferred Stock 2
8/12/2009
4
$
12,500,000
$
5/27/2009
4
$
12,000,000
$
0
4/22/2009
4
$
4,900,000
$
12/23/2009
4
$
10,189,000
$
12/16/2009
4
$
1,000,000
$
12/23/2009
5
$
22 000 000
22,000,000
$
NJ
CA
TX
WV
IL
CA
CA
CA
ID
ID
WA
VA
MO
WI
NC
ND
ND
WI
AR
KS
TX
IN
IL
NC
OH
DE
CA
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
38,263,000
2,550,000
11,730,000
15,000,000
10,000,000
4,120,000
1,747,000
3,800,000
8,000,000
6,900,000
4,500,000
5,658,000
146,053,000
20,749,000
3,000,000
50,000,000
20,093,000
12,000,000
11,000,000
13,000,000
3,268,000
111,000,000
25,083,000
3,500,000
23,184,000
52,625,000
7,701,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
FL
Preferred Stock w/ Exercised Warrants
$
5,677,000
Par
CA
Preferred Stock w/ Exercised Warrants
$
4,656,000
Par
CA
CA
FL
IL
TN
VA
CA
WA
MO
AR
MN
MS
IL
LA
PA
OH
WI
NJ
VA
MI
VA
CA
IL
CA
CA
NJ
NC
MD
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1,968,000
4,900,000
6,514,000
10,189,000
6,216,000
8,752,000
3,300,000
6,800,000
1,037,000
57,500,000
10,650,000
15,500,000
5,000,000
3,240,000
10,973,000
39,000,000
110,000,000
16,288,000
11,385,000
266,657,000
22 000 000
22,000,000
6,000,000
243,815,000
7,000,000
11,949,000
10,000,000
7,700,000
30,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Remaining Capital
Amount
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
4/15/2009
Preferred Stock
2, 7
R $
750,000
Preferred Stock 2
5/27/2009
Preferred Stock
2, 7
R $
600,000
0
Preferred Stock 2
4/22/2009
Preferred Stock
2, 7
R $
245,000
0
Preferred Stock 2
12/23/2009
Preferred Stock
2, 7
R $
509,000
37,500,000
2,240,000
0
Preferred Stock 2
Preferred Stock 2
Warrants
Page 9 of 32
Seller
Footnote
2
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
2, 13 10/30/2009
2
2
2
2
2
2
2
3
2
2
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
2
2
2
2
Purchase Date
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
1/30/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/6/2009
2/13/2009
Purchase Details
Name of Institution
Community Partners Bancorp
Guaranty Federal Bancshares, Inc.
Annapolis Bancorp, Inc.
DNB Financial Corporation
Firstbank Corporation
Valley Commerce Bancorp
Greer Bancshares Incorporated
Ojai Community Bank
Adbanc, Inc
Beach Business Bank
Legacy Bancorp, Inc.
First Southern Bancorp, Inc.
Country Bank Shares, Inc.
Katahdin Bankshares Corp.
Rogers Bancshares, Inc.
UBT Bancshares, Inc.
Bankers' Bank of the West Bancorp, Inc.
W.T.B. Financial Corporation
AMB Financial Corp.
Goldwater Bank, N.A.
Equity Bancshares, Inc.
WashingtonFirst Bankshares, Inc.
(WashingtonFirst Bank)
C
Central
t l Bancshares,
B
h
Inc.
I
Hilltop Community Bancorp, Inc.
Northway Financial, Inc.
Monument Bank
Metro City Bank
F & M Bancshares, Inc.
First Resource Bank
MidWestOne Financial Group, Inc.
Lakeland Bancorp, Inc.
Monarch Community Bancorp, Inc.
The First Bancshares, Inc.
Carolina Trust Bank
Alaska Pacific Bancshares, Inc.
PGB Holdings, Inc.
The Freeport State Bank
Stockmens Financial Corporation
US Metro Bank
First Express of Nebraska, Inc.
Mercantile Capital Corp.
Citizens Commerce Bancshares, Inc.
Liberty Financial Services, Inc.
Lone Star Bank
First Market Bank, FSB
Banner County Ban Corporation
Centrix Bank & Trust
Todd Bancshares, Inc.
Georgia Commerce Bancshares, Inc.
First Bank of Charleston, Inc.
F & M Fi
Financial
i lC
Corporation
ti
The Bank of Currituck
CedarStone Bank
Community Holding Company of Florida, Inc.
Hyperion Bank
Pascack Community Bank
First Western Financial, Inc.
QCR Holdings, Inc.
City
State
Middletown
Springfield
Annapolis
Downingtown
Alma
Visalia
Greer
Ojai
Ogallala
Manhattan Beach
Milwaukee
Boca Raton
Milford
Houlton
Little Rock
Marysville
Denver
Spokane
Munster
Scottsdale
Wichita
NJ
MO
MD
PA
MI
CA
SC
CA
NE
CA
WI
FL
NE
ME
AR
KS
CO
WA
IN
AZ
KS
Reston
Houston
H
t
Summit
Berlin
Bethesda
Doraville
Trezevant
Exton
Iowa City
Oak Ridge
Coldwater
Hattiesburg
Lincolnton
Juneau
Chicago
Harper
Rapid City
Garden Grove
Gering
Boston
Versailles
New Orleans
Houston
Richmond
Harrisburg
Bedford
Hopkinsville
Atlanta
Charleston
Salisbury
S li b
Moyock
Lebanon
Miramar Beach
Philadelphia
Westwood
Denver
Moline
Investment Description
Capital Repayment Details
Investment Amount
9,000,000
17,000,000
8,152,000
11,750,000
33,000,000
7,700,000
9,993,000
2,080,000
12,720,000
6,000,000
5,498,000
10,900,000
7,525,000
10,449,000
25,000,000
8,950,000
12,639,000
110,000,000
3,674,000
2,568,000
8,750,000
Pricing
Mechanism
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
VA
Preferred Stock w/ Exercised Warrants
$
6,633,000
Par
TX
NJ
NH
MD
GA
TN
PA
IA
NJ
MI
MS
NC
AK
IL
KS
SD
CA
NE
MA
KY
LA
TX
VA
NE
NH
KY
GA
WV
NC
NC
TN
FL
PA
NJ
CO
IL
Preferred
P f
d Stock
St k w// Exercised
E
i d Warrants
W
t
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred
P f
d Stock
St k w// Exercised
E
i d Warrants
W
t
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
5,800,000
5 800 000
4,000,000
10,000,000
4,734,000
7,700,000
4,609,000
2,600,000
16,000,000
59,000,000
6,785,000
5,000,000
4,000,000
4,781,000
3,000,000
301,000
15,568,000
2,861,000
5,000,000
3,500,000
6,300,000
5,645,000
3,072,000
33,900,000
795,000
7,500,000
4,000,000
8,700,000
3,345,000
17,000,000
17 000 000
4,021,000
3,564,000
1,050,000
1,552,000
3,756,000
8,559,000
38,237,000
P
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount 6
Treasury Investment Remaining
After Capital Repayment
Remaining Capital
Amount
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Page 10 of 32
Seller
Footnote
Purchase Date
Name of Institution
Purchase Details
City
State
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
Capital
Repayment Date
Capital Repayment
Amount 6
Remaining Capital
Amount
4
2/13/2009
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/13/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/20/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
Westamerica Bancorporation
The Bank of Kentucky Financial Corporation
PremierWest Bancorp
Carrollton Bancorp
FNB United Corp.
First Menasha Bancshares, Inc.
1st Enterprise Bank
DeSoto County Bank
Security Bancshares of Pulaski County, Inc.
State Capital Corporation
BankGreenville
Corning Savings and Loan Association
Financial Security Corporation
ColoEast Bankshares, Inc.
Santa Clara Valley Bank, N.A.
Reliance Bancshares, Inc.
Regional Bankshares, Inc.
Peoples Bancorp
First Choice Bank
Gregg Bancshares, Inc.
Hometown Bancshares, Inc.
Mid
Midwestt R
Regional
i
l Bancorp,
B
Inc.
I
Bern Bancshares, Inc.
Northwest Bancorporation, Inc.
Liberty Bancshares, Inc.
F&M Financial Corporation
Meridian Bank
Northwest Commercial Bank
Royal Bancshares of Pennsylvania, Inc.
First Merchants Corporation
Northern States Financial Corporation
Sonoma Valley Bancorp
Guaranty Bancorp, Inc.
The Private Bank of California
Lafayette Bancorp, Inc.
Liberty Shares, Inc.
White River Bancshares Company
United American Bank
Crazy Woman Creek Bancorp, Inc.
First Priority Financial Corp.
Mid-Wisconsin Financial Services, Inc.
Market Bancorporation, Inc.
Hometown Bancorp of Alabama, Inc.
Security State Bancshares, Inc.
CBB Bancorp
BancPlus Corporation
Central Community Corporation
First BancTrust Corporation
Premier Service Bank
Florida Business BancGroup, Inc.
Hamilton State Bancshares
Lakeland Financial Corporation
First M&F Corporation
Southern First Bancshares, Inc.
Integra Bank Corporation
Community First Inc.
BNC Financial Group, Inc.
San Rafael
Crestview Hills
Medford
Baltimore
Asheboro
Neenah
Los Angeles
Horn Lake
Waynesville
Greenwood
Greenville
Corning
Basin
Lamar
Santa Paula
Frontenac
Hartsville
Lynden
Cerritos
Ozark
Corbin
Festus
F t
Bern
Spokane
Springfield
Clarksville
Devon
Lakewood
Narberth
Muncie
Waukegan
Sonoma
Woodsville
Los Angeles
Oxford
Hinesville
Fayetteville
San Mateo
Buffalo
Malvern
Medford
New Market
Oneonta
Charleston
Cartersville
Ridgeland
Temple
Paris
Riverside
Tampa
Hoschton
Warsaw
Kosciusko
Greenville
Evansville
Columbia
New Canaan
CA
KY
OR
MD
NC
WI
CA
MS
MO
MS
SC
AR
WY
CO
CA
MO
SC
WA
CA
MO
KY
MO
KS
WA
MO
TN
PA
WA
PA
IN
IL
CA
NH
CA
MS
GA
AR
CA
WY
PA
WI
MN
AL
MO
GA
MS
TX
IL
CA
FL
GA
IN
MS
SC
IN
TN
CT
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred
P f
d Stock
St k w// Exercised
E
i d Warrants
W
t
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
83,726,000
34,000,000
41,400,000
9,201,000
51,500,000
4,797,000
4,400,000
1,173,000
2,152,000
15,000,000
1,000,000
638,000
5,000,000
10,000,000
2,900,000
40,000,000
1,500,000
18,000,000
2,200,000
825,000
1,900,000
700,000
700 000
985,000
10,500,000
21,900,000
17,243,000
6,200,000
1,992,000
30,407,000
116,000,000
17,211,000
8,653,000
6,920,000
5,450,000
1,998,000
17,280,000
16,800,000
8,700,000
3,100,000
4,579,000
10,000,000
2,060,000
3,250,000
12,500,000
2,644,000
48,000,000
22,000,000
7,350,000
4,000,000
9,495,000
7,000,000
56,044,000
30,000,000
17,299,000
83,586,000
17,806,000
4,797,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Remaining
Investment
Description
$
41,863,000
$
11/18/2009
4
$
41,863,000
$
0
Preferred Stock w/
Warrants
Warrants
11/10/2009
4
$
700 000
700,000
$
0
P
Preferred
f
d St
Stock
k2
9/2/2009
41,863,000
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
11/10/2009
Preferred
P f
d Stock
St k
15
2 7
2,
Final Disposition
Proceeds
R $
35
35,000
000
Page 11 of 32
Seller
Footnote
Purchase Date
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2, 13 12/4/2009
2
2
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
2/27/2009
3
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
3
2
2
2
2
2
2
2
2/27/2009
2/27/2009
2/27/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/6/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
Purchase Details
Name of Institution
City
State
California Bank of Commerce
Columbine Capital Corp.
National Bancshares, Inc.
First State Bank of Mobeetie
Ridgestone Financial Services, Inc.
Community Business Bank
D.L. Evans Bancorp
TriState Capital Holdings, Inc.
Green City Bancshares, Inc.
First Gothenburg Bancshares, Inc.
Green Circle Investments, Inc.
Private Bancorporation, Inc.
Regent Capital Corporation
Central Bancorp, Inc.
Medallion Bank
PSB Financial Corporation
Avenue Financial Holdings, Inc.
Howard Bancorp, Inc.
FNB Bancorp
The Victory Bancorp, Inc.
(The Victory Bank)
Lafayette
Buena Vista
Bettendorf
Mobeetie
Brookfield
West Sacramento
Burley
Pittsburgh
Green City
Gothenburg
Clive
Minneapolis
Nowata
Garland
Salt Lake City
Many
Nashville
Ellicott City
South San Francisco
CA
CO
IA
TX
WI
CA
ID
PA
MO
NE
IA
MN
OK
TX
UT
LA
TN
MD
CA
Limerick
Catskill Hudson Bancorp, Inc
Midtown Bank & Trust Company
HCSB Fi
Financial
i lC
Corporation
ti
First Busey Corporation
First Federal Bancshares of Arkansas, Inc.
Citizens Bancshares Corporation
ICB Financial
First Texas BHC, Inc.
Farmers & Merchants Bancshares, Inc.
Blue Ridge Bancshares, Inc.
First Reliance Bancshares, Inc.
Merchants and Planters Bancshares, Inc.
First Southwest Bancorporation, Inc.
Germantown Capital Corporation, Inc.
BOH Holdings, Inc.
AmeriBank Holding Company
Highlands Independent Bancshares, Inc.
Pinnacle Bank Holding Company, Inc.
Blue River Bancshares, Inc.
Marine Bank & Trust Company
Community Bancshares of Kansas, Inc.
Regent Bancorp, Inc.
Park Bancorporation, Inc.
PeoplesSouth Bancshares, Inc.
First Place Financial Corp.
Salisbury Bancorp, Inc.
First Northern Community Bancorp
Discover Financial Services
Provident Community Bancshares, Inc.
First American International Corp.
BancIndependent,
B
I d
d
IInc.
Haviland Bancshares, Inc.
1st United Bancorp, Inc.
Madison Financial Corporation
First National Corporation
St. Johns Bancshares, Inc.
Blackhawk Bancorp, Inc.
Rock Hill
Atlanta
Loris
L i
Urbana
Harrison
Atlanta
Ontario
Fort Worth
Houston
Independence
Florence
Toone
Alamosa
Germantown
Houston
Collinsville
Sebring
Orange City
Shelbyville
Vero Beach
Goff
Davie
Madison
Colquitt
Warren
Lakeville
Dixon
Riverwoods
Rock Hill
Brooklyn
Sh
Sheffield
ffi ld
Haviland
Boca Raton
Richmond
Strasburg
St. Louis
Beloit
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
4,000,000
2,260,000
24,664,000
731,000
10,900,000
3,976,000
19,891,000
23,000,000
651,000
7,570,000
2,400,000
4,960,000
2,655,000
22,500,000
11,800,000
9,270,000
7,400,000
5,983,000
12,000,000
Pricing
Mechanism
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
PA
Preferred Stock w/ Exercised Warrants
$
541,000
Par
NY
GA
SC
IL
AR
GA
CA
TX
TX
MO
SC
TN
CO
TN
TX
OK
FL
FL
IN
FL
KS
FL
WI
GA
OH
CT
CA
IL
SC
NY
AL
KS
FL
KY
VA
MO
WI
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred
P f
d Stock
St k w// Warrants
W
t
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock
Preferred
P f
d Stock
S k w// Exercised
E
i d Warrants
W
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
3,000,000
5,222,000
12,895,000
12 895 000
100,000,000
16,500,000
7,462,000
6,000,000
13,533,000
11,000,000
12,000,000
15,349,000
1,881,000
5,500,000
4,967,000
10,000,000
2,492,000
6,700,000
4,389,000
5,000,000
3,000,000
500,000
9,982,000
23,200,000
12,325,000
72,927,000
8,816,000
17,390,000
1,224,558,000
9,266,000
17,000,000
21,100,000
21 100 000
425,000
10,000,000
3,370,000
13,900,000
3,000,000
10,000,000
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount 6
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
Preferred Stock 2
11/18/2009
Preferred Stock
15
Final Disposition
Proceeds
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
11/18/2009
4
$
10,000,000
$
0
2, 7
R $
500,000
Page 12 of 32
Seller
Footnote
2, 3a 11/13/2009
2
2
2
2
2
Purchase Date
Name of Institution
Purchase Details
City
State
Investment Description
Capital Repayment Details
Investment Amount
Pricing
Mechanism
3/13/2009
IBW Financial Corporation
Washington
DC
Preferred Stock
$
6,000,000
Par
2
2
2
2
2
2
2
2
2
2
2
2
2
2
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/13/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/20/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
Butler Point, Inc.
Bank of George
Moneytree Corporation
Sovereign Bancshares, Inc.
First Intercontinental Bank
Heritage Oaks Bancorp
Community First Bancshares Inc.
First NBC Bank Holding Company
First Colebrook Bancorp, Inc.
Kirksville Bancorp, Inc.
Peoples Bancshares of TN, Inc
Premier Bank Holding Company
Citizens Bank & Trust Company
Farmers & Merchants Financial Corporation
Farmers State Bankshares, Inc.
SBT Bancorp, Inc.
CSRA Bank Corp.
Trinity Capital Corporation
Clover Community Bankshares, Inc.
Pathway Bancorp
Catlin
Las Vegas
Lenoir City
Dallas
Doraville
Paso Robles
Union City
New Orleans
Colebrook
Kirksville
Madisonville
Tallahassee
Covington
Argonia
Holton
Simsbury
Wrens
Los Alamos
Clover
Cairo
IL
NV
TN
TX
GA
CA
TN
LA
NH
MO
TN
FL
LA
KS
KS
CT
GA
NM
SC
NE
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
607,000
2,672,000
9,516,000
18,215,000
6,398,000
21,000,000
20,000,000
17,836,000
4,500,000
470,000
3,900,000
9,500,000
2,400,000
442,000
700,000
4,000,000
2,400,000
35,539,000
3,000,000
3,727,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
2
3/27/2009
Colonial American Bank
West Conshohocken
PA
Preferred Stock w/ Exercised Warrants
$
574,000
Par
2
2
2
2
2
2
2
2
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
3/27/2009
4/3/2009
4/3/2009
4/3/2009
4/3/2009
4/3/2009
4/3/2009
4/3/2009
4/3/2009
4/3/2009
4/3/2009
4/10/2009
4/10/2009
4/10/2009
4/10/2009
4/10/2009
4/17/2009
4/17/2009
4/17/2009
4/17/2009
4/17/2009
4/17/2009
4/24/2009
4/24/2009
4/24/2009
4/24/2009
4/24/2009
4/24/2009
MS Financial, Inc.
Triad Bancorp, Inc.
Alpine Banks of Colorado
Naples Bancorp, Inc.
CBS Banc-Corp.
IBT Bancorp, Inc.
Spirit BankCorp, Inc.
Maryland Financial Bank
First Capital Bancorp, Inc.
Tri-State Bank of Memphis
Fortune Financial Corporation
BancStar, Inc.
Titonka Bancshares, Inc
Millennium Bancorp, Inc.
TriSummit Bank
Prairie Star Bancshares, Inc.
Community First Bancshares, Inc.
BCB Holding Company, Inc.
City National Bancshares Corporation
First Business Bank, N.A.
SV Financial, Inc.
Capital Commerce Bancorp, Inc.
Metropolitan Capital Bancorp, Inc.
Bank of the Carolinas Corporation
Penn Liberty Financial Corp.
Tifton Banking Company
Patterson Bancshares, Inc
BNB Financial Services Corporation
Omega Capital Corp.
Mackinac Financial Corporation
Birmingham Bloomfield Bancshares, Inc
Vision Bank - Texas
Oregon Bancorp, Inc.
Peoples Bancorporation, Inc.
Indiana Bank Corp.
Kingwood
Frontenac
Glenwood Springs
Naples
Russellville
Irving
Bristow
Towson
Glen Ellen
Memphis
Arnold
Festus
Titonka
Edwards
Kingsport
Olathe
Harrison
Theodore
Newark
San Diego
Sterling
Milwaukee
Chicago
Mocksville
Wayne
Tifton
Patterson
New York
Lakewood
Manistique
Birmingham
Richardson
Salem
Easley
Dana
TX
MO
CO
FL
AL
TX
OK
MD
VA
TN
MO
MO
IA
CO
TN
KS
AR
AL
NJ
CA
IL
WI
IL
NC
PA
GA
LA
NY
CO
MI
MI
TX
OR
SC
IN
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
7,723,000
3,700,000
70,000,000
4,000,000
24,300,000
2,295,000
30,000,000
1,700,000
10,958,000
2,795,000
3,100,000
8,600,000
2,117,000
7,260,000
2,765,000
2,800,000
12,725,000
1,706,000
9,439,000
2,211,000
4,000,000
5,100,000
2,040,000
13,179,000
9,960,000
3,800,000
3,690,000
7 500 000
7,500,000
2,816,000
11,000,000
1,635,000
1,500,000
3,216,000
12,660,000
1,312,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
2, 3
2
2
2
2
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
2
2
2
2
Capital
Repayment Date
Capital Repayment
Amount 6
Treasury Investment Remaining
After Capital Repayment
Remaining Capital
Amount
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
Page 13 of 32
Seller
Purchase Details
Name of Institution
City
State
Footnote
Purchase Date
2
2
2
2
2
4/24/2009
4/24/2009
4/24/2009
4/24/2009
4/24/2009
Business Bancshares, Inc.
Standard Bancshares, Inc.
York Traditions Bank
Grand Capital Corporation
Allied First Bancorp, Inc.
Clayton
Hickory Hills
York
Tulsa
Oswego
MO
IL
PA
OK
IL
8
4/24/2009
Frontier Bancshares, Inc.
Austin
TX
2
2
2
2
5/1/2009
5/1/2009
5/1/2009
5/1/2009
5/1/2009
Village Bank and Trust Financial Corp
CenterBank
Georgia Primary Bank
Union Bank & Trust Company
HPK Financial Corporation
Midlothian
Milford
Atlanta
Oxford
Chicago
VA
OH
GA
NC
IL
8
5/1/2009
OSB Financial Services, Inc.
Orange
TX
8
5/1/2009
Security State Bank Holding-Company
Jamestown
ND
2
2
2
5/8/2009
5/8/2009
5/8/2009
Highlands State Bank
One Georgia Bank
Gateway Bancshares, Inc.
Vernon
Atlanta
Ringgold
NJ
GA
GA
8
5/8/2009
Freeport Bancshares, Inc.
Freeport
8
5/8/2009
Investors Financial Corporation of Pettis County, Inc. Sedalia
MO
8
5/8/2009
p
Sword Financial Corporation
Horicon
WI
3, 8
2
2
2
2
2
2
2
3, 8
5/8/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
5/15/2009
Premier Bancorp, Inc.
Mercantile Bank Corporation
Northern State Bank
Western Reserve Bancorp, Inc
Community Financial Shares, Inc.
Worthington Financial Holdings, Inc.
First Community Bancshares, Inc
Southern Heritage Bancshares, Inc.
Foresight Financial Group, Inc.
IBC Bancorp, Inc.
Wilmette
Grand Rapids
Closter
Medina
Glen Ellyn
Huntsville
Overland Park
Cleveland
Rockford
Chicago
IL
MI
NJ
OH
IL
AL
KS
TN
IL
IL
8
5/15/2009
Boscobel Bancorp, Inc
Boscobel
WI
8
5/15/2009
Brogan Bankshares, Inc.
Kaukauna
WI
8
5/15/2009
Riverside Bancshares, Inc.
Little Rock
AR
8
5/15/2009
Deerfield Financial Corporation
Deerfield
WI
8
5/15/2009
Market Street Bancshares, Inc.
Mt. Vernon
IL
2
2
2
2
2
2
2
5/22/2009
5/22/2009
5/22/2009
5/22/2009
5/22/2009
5/22/2009
5/22/2009
The Landrum Company
First Advantage Bancshares Inc.
Fort Lee Federal Savings Bank
Blackridge Financial, Inc.
Illinois State Bancorp, Inc.
Universal Bancorp
Franklin Bancorp, Inc.
Columbia
Coon Rapids
Fort Lee
Fargo
Chicago
Bloomfield
Washington
MO
MN
NJ
ND
IL
IN
MO
8
5/22/2009
Commonwealth Bancshares, Inc.
Louisville
KY
8
5/22/2009
Premier Financial Corp
Dubuque
IA
8
5/22/2009
F & C Bancorp, Inc.
Holden
MO
8
5/22/2009
Diamond Bancorp, Inc.
Washington
MO
8
5/22/2009
United Bank Corporation
Barnesville
GA
5/29/2009
Community Bank Shares of Indiana, Inc.
New Albany
IN
IL
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
$
15,000,000
60,000,000
4,871,000
4,000,000
3,652,000
Par
Par
Par
Par
Par
$
3,000,000
Par
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
$
14,738,000
2,250,000
4,500,000
3,194,000
4,000,000
Par
Par
Par
Par
Par
$
6,100,000
Par
$
10,750,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
3,091,000
5,500,000
6,000,000
Par
Par
Par
$
3,000,000
Par
$
4,000,000
Par
$
13,644,000
,
,
Par
Subordinated Debentures
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
$
$
$
$
$
$
6,784,000
21,000,000
1,341,000
4,700,000
6,970,000
2,720,000
14,800,000
4,862,000
15,000,000
4,205,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
$
5,586,000
Par
$
2,400,000
Par
$
1,100,000
Par
$
2,639,000
Par
$
20,300,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
$
$
$
15,000,000
1,177,000
1,300,000
5,000,000
6,272,000
9,900,000
5,097,000
Par
Par
Par
Par
Par
Par
Par
$
20,400,000
Par
$
6,349,000
Par
Preferred Stock w/ Warrants
$
2,993,000
Par
$
20,445,000
Par
$
14,400,000
Par
$
19,468,000
Par
Capital
Repayment Date
11/24/2009
Capital Repayment
Amount 6
$
1,600,000
Remaining Capital
Amount
$
1,400,000
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
Subordinated
Debentures 8
Page 14 of 32
Seller
Purchase Details
Name of Institution
City
State
Footnote
Purchase Date
2
2
2
2
2
5/29/2009
5/29/2009
5/29/2009
5/29/2009
5/29/2009
American Premier Bancorp
CB Holding Corp.
Citizens Bancshares Co.
Grand Mountain Bancshares, Inc.
Two Rivers Financial Group
Arcadia
Aledo
Chillicothe
Granby
Burlington
8
5/29/2009
Fidelity Bancorp, Inc
Baton Rouge
LA
8
5/29/2009
Chambers Bancshares, Inc.
Danville
AR
2
6/5/2009
Covenant Financial Corporation
Clarksdale
MS
8
6/5/2009
First Trust Corporation
New Orleans
LA
CA
IL
MO
CO
IA
8, 10
6/5/2009
OneFinancial Corporation
Little Rock
AR
2
2, 10
2
2, 10
2
6/12/2009
6/12/2009
6/12/2009
6/12/2009
6/12/2009
Berkshire Bancorp, Inc.
First Vernon Bancshares, Inc.
SouthFirst Bancshares, Inc.
Virginia Company Bank
Enterprise Financial Services Group, Inc.
Wyomissing
Vernon
Sylacauga
Newport News
Allison Park
PA
AL
AL
VA
PA
8, 10
6/12/2009
First Financial Bancshares, Inc.
Lawrence
KS
8
6/12/2009
River Valley Bancorporation, Inc.
Wausau
WI
2
2 10
2,
6/19/2009
6/19/2009
Merchants and Manufacturers Bank Corporation
RCB Financial Corporation
Joliet
Rome
IL
GA
8
6/19/2009
Manhattan Bancshares, Inc.
Manhattan
IL
8, 10
6/19/2009
Biscayne Bancshares, Inc.
Coconut Grove
FL
8
6/19/2009
Duke Financial Group, Inc.
Minneapolis
MN
8
6/19/2009
Farmers Enterprises, Inc.
Great Bend
KS
8
6/19/2009
Century Financial Services Corporation
Santa Fe
NM
8
6/19/2009
NEMO Bancshares Inc.
Madison
MO
3, 8
6/19/2009
University Financial Corp, Inc.
St. Paul
MN
8
6/19/2009
Suburban Illinois Bancorp, Inc.
Elmhurst
2
2, 10
2
2, 10
2
2
2, 10
2, 3, 10
2
2
2
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
6/26/2009
Hartford Financial Services Group, Inc.
Fidelity Resources Company
Waukesha Bankshares, Inc.
FC Holdings, Inc.
Security Capital Corporation
First Alliance Bancshares, Inc.
Gulfstream Bancshares, Inc.
Gold Canyon Bank
M&F Bancorp, Inc.
Metropolitan Bank Group, Inc.
NC Bancorp, Inc.
Alliance Bancshares, Inc.
Hartford
Plano
Waukesha
Houston
Batesville
Cordova
Stuart
Gold Canyon
Durham
Chicago
Chicago
Dalton
CT
TX
WI
TX
MS
TN
FL
AZ
NC
IL
IL
GA
IL
Investment Description
Capital Repayment Details
Investment Amount
1,800,000
4,114,000
24,990,000
3,076,000
12,000,000
Pricing
Mechanism
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
$
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
5,000,000
Par
$
17,969,000
Par
$
17,300,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
$
2,892,000
6,000,000
2,760,000
4,700,000
4,000,000
Par
Par
Par
Par
Par
Capital Repayment
Amount 6
Remaining Capital
Amount
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
Par
Par
Par
Par
Par
$
3,942,000
Par
$
19,817,000
Par
$
3,756,000
Par
$
15,000,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
3,510,000
8 900 000
8,900,000
Par
Par
$
2,639,000
Par
$
6,400,000
Par
$
12,000,000
Par
$
12,000,000
Par
$
10,000,000
Par
$
2,330,000
Par
Subordinated Debentures
Subordinated Debentures w/ Exercised
Warrants
$
11,926,000
Par
$
15,000,000
Par
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
$
$
$
$
$
$
$
$
3,400,000,000
3,000,000
5,625,000
21,042,000
17,388,000
3,422,000
7,500,000
1,607,000
11,735,000
71,526,000
6,880,000
2,986,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
8
6/26/2009
Stearns Financial Services, Inc.
St. Cloud
MN
8
6/26/2009
Signature Bancshares, Inc.
Dallas
TX
8
6/26/2009
Fremont Bancorporation
Fremont
CA
8
6/26/2009
Alliance Financial Services Inc.
Saint Paul
MN
$
12,000,000
Par
7/10/2009
Lincoln National Corporation
Radnor
PA
Preferred Stock w/ Warrants
$
950,000,000
Par
7/10/2009
7/17/2009
Bancorp Financial, Inc.
Brotherhood Bancshares, Inc.
Oak Brook
Kansas City
IL
KS
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
$
$
13,669,000
11,000,000
Par
Par
2, 10
2
Capital
Repayment Date
Treasury Investment Remaining
After Capital Repayment
$
24,900,000
Par
$
1,700,000
Par
$
35,000,000
Par
Page 15 of 32
Seller
Purchase Details
Name of Institution
City
State
Footnote
Purchase Date
2
2,3
7/17/2009
7/17/2009
SouthCrest Financial Group, Inc.
Harbor Bankshares Corporation
8
7/17/2009
First South Bancorp, Inc.
Lexington
TN
8
7/17/2009
Great River Holding Company
Baxter
MN
8, 10
7/17/2009
Plato Holdings Inc.
Saint Paul
MN
2, 10
2
7/24/2009
7/24/2009
7/24/2009
Yadkin Valley Financial Corporation
Community Bancshares, Inc.
Florida Bank Group, Inc.
Elkin
Kingman
Tampa
NC
AZ
FL
8
7/24/2009
First American Bank Corporation
Elk Grove Village
IL
2
7/31/2009
Chicago Shore Corporation
Chicago
IL
8, 10
7/31/2009
Financial Services of Winger, Inc.
Winger
MN
2
2
2
2
8/7/2009
8/7/2009
8/14/2009
8/21/2009
The ANB Corporation
U.S. Century Bank
Bank Financial Services, Inc.
KS Bancorp, Inc.
Terrell
Miami
Eden Prarie
Smithfield
TX
FL
MN
NC
Fayetteville
Baltimore
GA
MD
Investment Description
Capital Repayment Details
Investment Amount
Pricing
Mechanism
Preferred Stock w/ Exercised Warrants
Preferred Stock
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
12,900,000
6,800,000
Par
Par
$
50,000,000
Par
$
8,400,000
Par
$
2,500,000
Par
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
13,312,000
3,872,000
20,471,000
Par
Par
Par
$
50,000,000
Par
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
$
7,000,000
Par
$
3,742,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
20,000,000
50,236,000
1,004,000
4,000,000
Par
Par
Par
Par
$
5,000,000
Par
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
3,223,000
20,699,000
16 015 000
16,015,000
Par
Par
Par
$
9,720,000
Par
$
1,697,000
Par
8
8/21/2009
AmFirst Financial Services, Inc.
McCook
NE
2, 3
2
2 10
2,
8/28/2009
8/28/2009
8/28/2009
First Independence Corporation
First Guaranty Bancshares, Inc.
CoastalSouth Bancshares
Bancshares, Inc
Inc.
Detroit
Hammond
Hilton Head Island
MI
LA
SC
8, 10
8/28/2009
TCB Corporation
Greenwood
SC
8, 10
9/4/2009
The State Bank of Bartley
Bartley
NE
9/11/2009
Pathfinder Bancorp, Inc.
Oswego
NY
Preferred Stock w/ Warrants
$
6,771,000
Par
2
9/11/2009
Community Bancshares of Mississippi, Inc.
Brandon
MS
Preferred Stock w/ Exercised Warrants
$
52,000,000
Par
2, 10
2, 10
9/11/2009
9/11/2009
Heartland Bancshares, Inc.
PFSB Bancorporation, Inc.
Franklin
Pigeon Falls
IN
WI
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
7,000,000
1,500,000
Par
Par
$
7,500,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
$
$
5,976,000
10,000,000
10,103,000
3,300,000
Par
Par
Par
Par
Preferred Stock w/ Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
8
9/11/2009
First Eagle Bancshares, Inc.
Hanover Park
2, 10
2, 10
2, 10
2
9/18/2009
9/18/2009
9/25/2009
9/25/2009
IA Bancorp, Inc.
HomeTown Bankshares Corporation
Heritage Bankshares, Inc.
Mountain Valley Bancshares, Inc.
Iselin
Roanoke
Norfolk
Cleveland
NJ
VA
VA
GA
IL
8
9/25/2009
Grand Financial Corporation
Hattiesburg
MS
3, 8
9/25/2009
Guaranty Capital Corporation
Belzoni
MS
8, 10
9/25/2009
GulfSouth Private Bank
Destin
FL
8, 10
9/25/2009
Steele Street Bank Corporation
Denver
CO
2, 10
2, 10
10/2/2009
10/2/2009
10/23/2009
Premier Financial Bancorp, Inc.
Providence Bank
Regents Bancshares, Inc.
Huntington
Rocky Mount
Vancouver
WV
NC
WA
8
2
2, 10a
2, 10a
2, 10
10/23/2009
10/30/2009
10/30/2009
11/6/2009
11/13/2009
Cardinal Bancorp II, Inc.
Randolph Bank & Trust Company
WashingtonFirst Bankshares, Inc.
F & M Bancshares, Inc.
Fidelity Federal Bancorp
Washington
Asheboro
Reston
Trezevant
Evansville
MO
8, 10
2, 10a
2, 10
2
2, 10a
11/13/2009
11/13/2009
11/20/2009
11/20/2009
11/20/2009
Community Pride Bank Corporation
HPK Financial Corporation
Presidio Bank
McLeod Bancshares, Inc.
Metropolitan Capital Bancorp, Inc.
Ham Lake
Chicago
San Francisco
Shorewood
Chicago
MN
NC
VA
TN
IN
IL
CA
MN
IL
$
2,443,320
Par
$
14,000,000
Par
$
7,500,000
Par
$
11,019,000
Par
$
$
$
22,252,000
4,000,000
12,700,000
Par
Par
Par
$
$
$
$
$
6,251,000
6,229,000
6,842,000
3,535,000
6,657,000
Par
Par
Par
Par
Par
$
$
$
$
$
4,400,000
5,000,000
10,800,000
6,000,000
2,348,000
Par
Par
Par
Par
Par
Capital
Repayment Date
Capital Repayment
Amount 6
Treasury Investment Remaining
After Capital Repayment
Remaining Capital
Amount
Remaining
Investment
Description
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
Page 16 of 32
Seller
Purchase Details
Name of Institution
City
Footnote
Purchase Date
3, 10a
2
2, 10
2
2, 10
12/4/2009
12/4/2009
12/4/2009
12/11/2009
12/11/2009
Broadway Financial Corporation
Delmar Bancorp
Liberty Bancshares, Inc.
First Community Financial Partners, Inc.
Wachusett Financial Services, Inc.
Los Angeles
Delmar
Fort Worth
Joliet
Clinton
State
CA
MD
TX
IL
MA
8
12/11/2009
Nationwide Bankshares, Inc.
West Point
NE
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2
2, 10
2
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2, 10
2 10
2,
10a
2, 10a
2, 10a
2, 10a
2, 10a
2, 10
2, 10
2
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/11/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
12/18/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/29/2009
12/29/2009
12/29/2009
GrandSouth Bancorporation
1st Enterprise Bank
First Resource Bank
First Western Financial, Inc.
Meridian Bank
The Victory Bancorp, Inc.
First Business Bank, N.A.
Layton Park Financial Group
Centric Financial Corporation
Valley Financial Group, Ltd., 1st State Bank
Cache Valley Banking Company
Birmingham Bloomfield Bancshares, Inc
First Priority Financial Corp.
Northern State Bank
Union Bank & Trust Company
First Freedom Bancshares, Inc.
Fi
Firstt Choice
Ch i Bank
B k
Highlands State Bank
Medallion Bank
Catskill Hudson Bancorp, Inc
TriSummit Bank
Atlantic Bancshares, Inc.
Union Financial Corporation
Mainline Bancorp, Inc.
Greenville
Los Angeles
Exton
Denver
Devon
Limerick
San Diego
Milwaukee
Harrisburg
Saginaw
Logan
Birmingham
Malvern
Closter
Oxford
Lebanon
C it
Cerritos
Vernon
Salt Lake City
Rock Hill
Kingsport
Bluffton
Albuquerque
Ebensburg
SC
CA
PA
CO
PA
PA
CA
WI
PA
MI
UT
MI
PA
NJ
NC
TN
CA
NJ
UT
NY
TN
SC
NM
PA
8
12/29/2009
FBHC Holding Company
Boulder
CO
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
12/29/2009
12/29/2009
12/29/2009
12/29/2009
12/29/2009
12/29/2009
Western Illinois Bancshares Inc.
DeSoto County Bank
Lafayette Bancorp, Inc.
Private Bancorporation, Inc.
CBB Bancorp
Illinois State Bancorp, Inc.
Monmouth
Horn Lake
Oxford
Minneapolis
Cartersville
Chicago
IL
MS
MS
MN
GA
IL
Investment Description
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock w/ Exercised Warrants
P f
Preferred
d Stock
St k
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Preferred Stock
Capital Repayment Details
Investment Amount
Pricing
Mechanism
$
$
$
$
$
6,000,000
9,000,000
6,500,000
22,000,000
12,000,000
Par
Par
Par
Par
Par
$
2,000,000
Par
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
6,319,000
6,000,000
2,417,000
11,881,000
6,335,000
1,505,000
2,032,000
3,000,000
6,056,000
1,300,000
4,640,000
1,744,000
4,596,000
1,230,000
2,997,000
8,700,000
2 836 000
2,836,000
2,359,000
9,698,000
3,500,000
4,237,000
2,000,000
2,179,000
4,500,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
Par
Par
Par
Par
Par
Par
$
3,035,000
Par
Preferred Stock w/ Exercised Warrants
$
$
$
$
$
$
4,567,000
1,508,000
2,453,000
3,262,000
1,753,000
4,000,000
Par
Par
Par
Par
Par
Par
Total Purchase Amount
$
204,894,726,320
Capital
Repayment Date
Capital Repayment
Amount 6
Total Capital Repayment Amount
TOTAL TREASURY CPP INVESTMENT AMOUNT
$
Treasury Investment Remaining
After Capital Repayment
Remaining Capital
Amount
Remaining
Investment
Description
$ 121,885,197,000
Final Disposition
Final
Disposition
Date
Disposition
Investment
Description
Total Warrant Proceeds
15
Final Disposition
Proceeds
$
4,028,274,703
83,009,529,320
1/ This transaction was included in previous Transaction Reports with Merrill Lynch & Co., Inc. listed as the qualifying institution and a 10/28/2008 transaction date, footnoted to indicate that settlement was deferred pending merger. The purchase of Merrill Lynch by Bank of America was completed on 1/1/2009, and this transaction under the CPP was
funded on 1/9/2009.
2/ Privately-held qualified financial institution; Treasury received a warrant to purchase additional shares of preferred stock (unless the institution is a CDFI), which it exercised immediately.
3/ To promote community development financial institutions (CDFIs), Treasury does not require warrants as part of its investment in certified CDFIs when the size of the investment is $50 million or less.
3a/ Treasury cancelled the warrants received from this institution due to its designation as a CDFI.
4/ Repayment pursuant to Title VII, Section 7001(g) of the American Recovery and Reinvestment Act of 2009.
5/ Redemption pursuant to a qualified equity offering.
6/ This
Thi amountt does
d
nott include
i l d accrued
d and
d unpaid
id di
dividends,
id d which
hi h mustt b
be paid
id att th
the ti
time off capital
it l repayment.
t
7/ The proceeds associated with the disposition of this investment do not include accrued and unpaid dividends.
8/ Subchapter S corporation; Treasury received a warrant to purchase additional subordinated debentures (unless the institution is a CDFI), which it exercised immediately.
9/ In its qualified equity offering, this institution raised more capital than Treasury’s original investment, therefore, the number of Treasury’s shares underlying the warrant was reduced by half.
10/ This institution participated in the expansion of CPP for small banks.
10a/ This institution received an additional investment through the expansion of CPP for small banks.
11/ Treasury made three separate investments in Citigroup Inc. ("Citigroup") under CPP, TIP, and AGP for a total of $49 billion. On 6/9/2009, Treasury entered into an agreement with Citigroup to exchange up to $25 billion of Treasury's investment in Fixed Rate Cumulative Perpetual Preferred Stock, Series H (CPP Shares) "dollar for dollar" in Citigroup's
Private and Public Exchange Offerings. On 7/23/2009 and 7/30/2009, Treasury exchanged a total of $25 billion of the CPP shares for Series M Common Stock Equivalent (“Series M”) and a warrant to purchase shares of Series M. On 9/11/2009, Series M automatically converted to 7,692,307,692 shares of common stock and the associated warrant
terminated on receipt of certain shareholder approvals.
12/ On 8/24/2009, Treasury exchanged its Series C Preferred Stock issued by Popular, Inc. for a like amount of non tax-deductible Trust Preferred Securities issued by Popular Capital Trust III, administrative trustee for Popular, Inc. Popular, Inc. paid a $13 million exchange fee in connection with this transaction.
13/ This institution converted to a bank holding company structure and Treasury exchanged its securities for a like amount of securities that comply with the CPP terms applicable to bank holding companies. The institution in which Treasury's original investment was made is shown in parentheses.
14/ As of the date of this report, this institution is in bankruptcy proceedings.
15/ For final disposition of warrants, "R" represents proceeds from a repurchase of warrants by the financial institution, and "A" represents the proceeds to Treasury, before underwriting fees and selling expenses, from a sale by Treasury in a registered public offering of the warrants issued by the financial institution.
16/ On 12/10/2009, the bankruptcy reorganization plan of CIT Group Inc. became effective and Treasury's preferred stock and warrant investment were extinguished and replaced by Contingent Value Rights.
17/ On 12/11/2009, Treasury exchanged its Series A Preferred Stock issued by Superior Bancorp, Inc. for a like amount of non tax-deductible Trust Preferred Securities issued by Superior Capital Trust II, administrative trustee for Superior Bancorp.
Page 17 of 32
AUTOMOTIVE INDUSTRY FINANCING PROGRAM
Initial Investment
City, State
GMAC
Date
Transaction
Type
12/29/2008
Purchase
GMAC
5/21/2009
Purchase
GMAC
Seller
Exchange/Transfer/Other Details
Description
Preferred Stock w/ Exercised
$
Warrants
Convertible Preferred Stock
w/ Exercised Warrants
$
Pricing
Mechanism
Amount
5,000,000,000
Par
7,500,000,000
Par
Date
12/30/2009
22
12/30/2009
Type
Exchange for convertible
preferred stock
Partial exchange for common
stock
Pricing
Mechanism
Amount
$
5,000,000,000
N/A
$
3,000,000,000
N/A
Obligor
GMAC
GMAC
GMAC
Purchase
GMAC
12/30/2009
Purchase
GMAC
12/29/2008
Purchase
12/31/2008
Purchase
4/22/2009
5/20/2009
General
Motors
Purchase
Purchase
Trust Preferred Securities w/
Exercised Warrants
Convertible Preferred Stock
w/ Exercised Warrants
General Motors
Corporation
General Motors
Corporation
General Motors
Corporation
General Motors
Corporation
Debt Obligation
$
2,540,000,000
Par
$
1,250,000,000
Par
$
884,024,131
Par
13,400,000,000
Par
Debt Obligation w/ Additional
$
Note
Debt Obligation w/ Additional
$
Note
Debt Obligation w/ Additional
$
Note
2,000,000,000
4,000,000,000
Par
Par
5/27/2009
6/3/2009
Purchase
Purchase
General Motors
Corporation
Debt Obligation w/ Additional
$
Note
360,624,198
General Motors
Corporation
Debt Obligation w/ Additional
$
Note
30,100,000,000
5/29/2009
7/10/2009
4
5
Par
Par
7/10/2009
7/10/2009
1/16/2009
Chrysler
FinCo
1,500,000,000
Par
$
4,875,000,000
4/29/2009
4/29/2009
Auburn Hills,
MI
Purchase
Purchase
Purchase
5/1/2009
Purchase
5/20/2009
Purchase
5/27/2009
Purchase
Debt Obligation w/ Additional
Note
Debt Obligation w/ Additional
Chrysler Holding
Note
Debt Obligation w/ Additional
Chrysler Holding
Note
Debt Obligation w/ Additional
Chrysler LLC
Note
Debt Obligation w/ Additional
Chrysler LLC
Note
Debt Obligation w/ Additional
Chrysler Group LLC
Note, Equity
Chrysler Holding
Total Initial Investment Amount
$
4,000,000,000
$
-
$
280,130,642
Exchange for equity interest in
GMAC
Exchange for preferred and
common stock in New GM
Exchange for preferred and
common stock in New GM
Exchange for preferred and
common stock in New GM
$
884,024,131
N/A
$
13,400,000,000
N/A
$
$
2,000,000,000
4,000,000,000
N/A
N/A
Exchange for preferred and
common stock in New GM
$
7/10/2009
Exchange for preferred and
common stock in New GM
$
22,041,706,310
N/A
7/10/2009
Transfer of debt to New GM
$
7,072,488,605
N/A
7/10/2009
8
3
$
1,888,153,580
$
-
$
6,642,000,000
$
-
Type
Amount/ Proceeds
56.3%
Common Stock
3
7
7
7
General Motors
Company
General Motors
Company
10, 11
10, 11
Preferred Stock
$
Common Stock
2,100,000,000
60.8%
Debt left at Old GM
$
360,624,198
985,805,085
General Motors
Holdings LLC
N/A
N/A
11, 12 Debt Obligation
$
6/10/2009
Transfer of debt to New
Chrysler
$
500,000,000
N/A
7/10/2009
Partial repayment
$
12/18/2009
Partial repayment
$
360,624,198 Debt Obligation
3/17/2009
Partial repayment
4/17/2009
Partial repayment
5/18/2009
Partial repayment
6/17/2009
Partial repayment
7/14/2009
Repayment
$
1,369,197,029
7/14/2009
Repayment
$
15,000,000
7/10/2009
Repayment
$
$
6,711,864,407
$
5,711,864,407
$
1,496,500,945
$
1,464,690,823
$
1,413,554,739
$
1,369,197,029
7,072,488,605
1,000,000,000
Debt Obligation
9
9
9
Motors Liquidation
Company
Debt Obligation
$
985,805,085
13
Par
Par
Date
Remaining
Investment
Amount/Equity %
Common Stock
Farmington
Hills, MI
1/2/2009
Chrylser
Purchase
Debt Obligation w/ Additional
$
Note
5,250,000,000
7
7/10/2009
Chrysler FinCo
Amount/Equity %
$
Remaining
Investment
Description
22
2
6
Detroit, MI
Description
Convertible
Preferred Stock
Convertible
21, 22
Preferred Stock
21, 22
GMAC
Detroit, MI
12/30/2009
Payment or Disposition1
Treasury Investment After Exchange/Transfer/Other
19
Chrysler Holding
20
Debt Obligation
$
$
$
$
$
Debt Obligation w/
3,499,055 Additional Note
Debt Obligation w/
31,810,122 Additional Note
Debt Obligation w/
51,136,084 Additional Note
Debt Obligation w/
44,357,710 Additional Note
Additional Note
$
None
0
-
3,500,000,000
14
15
280,130,642 Additional Note
$
0
16
N/A
17
18
6/10/2009
Issuance of equity in New
Chrysler
81,344,932,551
$
-
N/A
Chrysler Group
LLC
Chrysler Group
LLC
19
Debt obligation
Common equity
$
7,142,000,000
9.9%
Total Payments
Total Treasury Investment
A
Amountt
$
3,155,754,840
$ 78,189,177,711
78 189 177 711
As used in this table and its footnotes:
"GMAC" refers to GMAC Inc., formerly known as GMAC LLC.
"Old GM" refers to General Motors Corporation, which is now known as Motors Liquidation Company.
"New GM" refers to General Motors Company, the company that purchased Old GM's assets on 7/10/2009 in a sale pursuant to section 363 of the Bankruptcy Code. See also footnote 11.
"Chrysler FinCo" refers to Chrysler Financial Services Americas LLC.
"Chrysler Holding" refers to CGI Holding LLC, the company formerly known as "Chrysler Holding LLC".
Page 18 of 32
"Old Chrysler" refers to Chrysler LLC.
"New Chrysler" refers to Chrysler Group LLC, the company that purchased Old Chrysler's assets on 6/10/2009 in a sale pursuant to section 363 of the Bankruptcy Code.
1. Payment amount does not include accrued and unpaid interest on a debt obligation, which must be paid at the time of principal repayment.
2. Treasury committed to lend General Motors Corporation up to $1,000,000,000. The ultimate funding was dependent upon the level of investor participation in GMAC LLC's rights offering. The amount has been updated to reflect the final level of funding.
3. Pursuant to its rights under the loan agreement with Old GM reported on 12/29/2008, Treasury exchanged its $884 million loan to Old GM for a portion of Old GM’s common equity interest in GMAC. Treasury held a 35.4% common equity interest in GMAC until the transactions reported on 12/30/2009. (See transactions marked by orange line in the table above and footnote 22.)
4. This transaction is an amendment to Treasury's 12/31/2008 agreement with Old GM (the "Old GM Loan"), which brought the total loan amount to $15,400,000,000.
5. This transaction was a further amendment to the Old GM Loan, which brought the total loan amount to $19,400,000,000.
6. This transaction was a further amendment to the Old GM Loan, which brought the total loan amount to $19,760,624,198. The $360,624,198 loan was used to capitalize GM Warranty LLC, a special purpose vehicle created by . On 7/10/2009, the principal amount was included in the $7.07 billion of debt assumed by the new GM, as explained in footnote 10.
7. On 7/10/2009, the principal amount outstanding under the Old GM Loan and interest accrued thereunder were extinguished and exchanged for privately placed preferred and common equity in New GM. (See green lines in the table above.)
8. Under the terms of the $33.3 billion debtor-in-possession credit agreement dated 6/3/2009 with Old GM (the "GM DIP Loan"), Treasury's commitment amount was $30.1 billion. The remaining $2.2 billion of the financing was provided by Canadian government entities. As of 7/09/2009, $30.1 billion of funds had been disbursed by Treasury.
9. On 7/10/2009, Treasury and Old GM amended the GM DIP Loan, and the principal amount and interest accrued thereunder were extinguished and exchanged for privately placed preferred and common equity in New GM, except for (i) $7.07 billion, which was assumed by New GM as a new obligation under the terms of a separate credit agreement between Treasury and New GM
(see transactions marked by green lines in table above) and (ii) $986 million, which remained a debt obligation of Old GM.
10. In total, for the exchange of the Old GM Loan and the GM DIP Loan (other than as explained in footnote 9), Treasury received $2.1 billion in preferred shares and 60.8% of the common shares of New GM. (See transactions marked by green lines in the table above.)
11. Pursuant to a corporate reorganization completed on or about 10/19/2009, the shareholders of New GM, including with respect to Treasury's preferred and common stock, became shareholders of General Motors Holding Company (the ultimate parent company of New GM), which was renamed "General Motors Company" on an equal basis to their shareholdings in New GM, and
New GM was converted to "General Motors LLC". General Motors LLC is a wholly owned subsidiary of General Motors Holdings LLC, and General Motors Holdings LLC is a wholly owned subsidiary of General Motors Company.
12. Pursuant to a corporate reorganization completed on 10/19/2009, Treasury's loan with New GM was assigned and assumed by General Motors Holdings LLC.
13. The loan was funded through Chrysler LB Receivables Trust, a special purpose vehicle created by Chrysler FinCo. The amount of $1,500,000,000 represents the maximum loan amount. The loan was incrementally funded until it reached the maximum amount of $1.5 billion on 4/9/2009.
14. This transaction was an amendment to Treasury's 1/2/2009 agreement with Chrysler Holding. As of 4/30/2009, Treasury's obligation to lend any funds committed under this amendment had terminated. No funds were disbursed.
15. The loan was used to capitalize Chrysler Warranty SPV LLC, a special purpose vehicle created by Old Chrysler.
16. This transaction was set forth in a credit agreement with Old Chrysler fully executed on 5/5/2009 following a term sheet executed on 5/1/2009 and made effective on 4/30/2009. Treasury's commitment was $3.04 billion of the total $4.1 billion debtor-in-possession credit facility (the "Chrysler DIP Loan"). As of 6/30/2009, Treasury's commitment to lend under the Chrysler DIP Loan
had terminated. The remaining principal amount reflects the final amount of funds disbursed under the Chrylser DIP Loan.
17. This transaction was an amendment to Treasury's commitment under the Chrysler DIP Loan, which increased Treasury's commitment by an amount $756,857,000 to a total of $3.8 billion under the Chrysler DIP Loan. As of 6/30/2009, Treasury's obligation to lend funds committed under the Chrysler DIP Loan had terminated.
18. This transaction, first reported based on a term sheet fully executed on 5/27/2009 for an amount up to $6.943 billion, was set forth in a credit agreement with New Chrysler fully executed on 6/10/2009. Under the terms of the credit agreement, Treasury made a new commitment to New Chrysler of up to $6.642 billion. The total loan amount is up to $7.142 billion including $500 million of debt assumed on
6/10/2009 from Chrysler Holding originally incurred under Treasury's 1/2/2009 credit agreement with Chrysler Holding. The debt obligations are secured by a first priority lien on the assets of New Chrysler. When the sale to new Chrysler was completed, Treasury acquired the rights to 9.85% of the common equity in new Chrysler.
19. Pursuant to the agreement explained in footnote 18, $500 million of this debt obligation was assumed by New Chrysler.
20. Under the terms of an agreement dated 7/23/2009, Treasury agreed to hold the outstanding loans of Chrysler Holding in forbearance, and Chrysler Holding agreed to pay the greater of $1.375 billion or 40% of the equity value of Chrysler FinCo in the event it receives proceeds from Chrysler FinCo.
21. Amount of the Treasury investment after exchange includes the exercised warrants from Treasury's initial investment.
22. Under the terms of an agreement dated 12/30/2009, the convertible preferred shares will mandatorily convert to common stock under the conditions and the conversion price as set forth in the terms of the agreement.
AUTOMOTIVE SUPPLIER SUPPORT PROGRAM
Seller
Name of Institution
City
Footnote
Date
1
4/9/2009
GM Supplier Receivables LLC Wilmington
4/9/2009
Chrysler Receivables SPV
LLC
2
Wilmington
State
Transaction Type
DE
Purchase
Debt Obligation w/
Additional Note
$ 3,500,000,000
N/A
7/8/2009
3
Purchase
Debt Obligation w/
Additional Note
$ 1,500,000,000
N/A
7/8/2009
3
DE
INITIAL TOTAL
Investment
Amount
Pricing Mechanism
$ 5,000,000,000
Adjustment Details
Adjustment
Adjusted Investment
Amount
Amount
Adjustment
Date
Investment
Description
$ (1,000,000,000) $
$
2,500,000,000
(500,000,000) $
ADJUSTED TOTAL
Repayment4
Date
Type
11/20/2009
Partial
repayment
Amount
$
140,000,000
1,000,000,000
$
3,500,000,000
1/ The loan was funded through GM Supplier Receivables, LLC, a special purpose vehicle created by General Motors Corporation. The amount of $3,500,000,000 represents the maximum loan amount. The loan will be incrementally funded. The credit agreement was fully executed on 4/9/2009, but was made effective as of 4/3/2009. General Motors Company assumed GM Supplier
2/ The loan was funded through Chrysler Receivables SPV LLC, a special purpose vehicle created by Chrysler LLC. The amount of $1,500,000,000 represents the maximum loan amount. The loan will be incrementally funded. The credit agreement was fully executed on 4/9/2009, but was made effective as of 4/7/2009. Chyrsler Group LLC assumed Chrysler Receivables SPV LLC on
3/ Treasury issued notice to the institution of the permanent reduced commitment on 7/8/2009; the reduction was effective on 7/1/2009.
4/ Does not include accrued and unpaid interest due on the amount of principal repayment, which interest must be paid at the time of principal repayment.
Page 19 of 32
TARGETED INVESTMENT PROGRAM
Seller
Footnote
1
Date
Name of Institution
12/31/2008 Citigroup Inc.
Bank of America
1/16/2009 Corporation
Treasury Investment Remaining After Capital
Repayment
Capital Repayment Details
City
State
Transaction
Type
New York
NY
Purchase
Charlotte
NC
Purchase
Investment Description
Investment Amount
Trust Preferred Securities
w/ Warrants
$
20,000,000,000
Preferred Stock w/
Warrants
$
20,000,000,000
TOTAL
$
40,000,000,000
Pricing
Mechanism
Capital
Repayment Date
Par
12/23/2009
Par
12/9/2009
2
Capital Repayment
Amount
Remaining
Capital Amount
Remaining Capital
Description
$
20,000,000,000
$
0
Warrants
$
20,000,000,000
$
0
Warrants
$
40,000,000,000
Final Disposition
Final
Disposition
Final Disposition Date
Description
Final
Disposition
Proceeds
2
AMOUNT
TOTAL TREASURY TIP INVESTMENT AMOUNT
$
0
1/ Treasury made three separate investments in Citigroup Inc. ("Citigroup") under CPP, TIP, and AGP for a total of $49 billion. On 6/9/2009, Treasury entered into an agreement with Citigroup to exchange all of Treasury’s investments. On 7/30/2009, Treasury exchanged all of its Fixed Rate Cumulative Perpet
Preferred Stock, Series I (TIP Shares) “dollar for dollar” for Trust Preferred Securities.
2/ Repayment pursuant to Title VII, Section 7001 of the American Recovery and Reinvestment Act of 2009.
ASSET GUARANTEE PROGRAM
Premium
Initial Investment
Footnote
Date
Seller
Name of Institution
City
State
Type
Description
Guarantee Limit
1
1/16/2009 Citigroup Inc.
New York
NY
Guarantee
Master Agreement
$
5,000,000,000
3
12/23/2009 Citigroup Inc.
New York
NY
Termination
Termination Agreement
$
(5,000,000,000)
TOTAL
$
Description
Preferred Stock
$
w/ Warrants
Amount
4,034,000,000
Exchange/Transfer/Other Details
Footnote
Date
2
6/9/2009
Type
Payment or Disposition
Description
Exchange preferred stock
Trust Preferred
for trust preferred securities Securities w/ Warrants
Amount
Footnote
$ 4,034,000,000
3
Date
Type
Partial cancellation for early
12/23/2009 termination of guarantee
Amount
Remaining Premium
Description
Trust Preferred
$(1,800,000,000) Securities w/ Warrants
Remaining
Premium
$2,234,000,000
0
1/ In consideration for the guarantee, Treasury received $4.03 billion of preferred stock, which pays 8% interest.
2/ Treasury made three separate investments in Citigroup Inc. ("Citigroup") under CPP, TIP, and AGP for a total of $49 billion. On 6/9/2009, Treasury entered into an agreement with Citigroup to exchange all of Treasury’s investments. On 7/30/2009, Treasury exchanged all of its Fixed Rate Cumulative Perpetual Preferred Stock Series G (AGP Shares), received as premium with the AGP agreement, “dollar for dollar” for
Trust Preferred Securities.
3/ On 12/23/2009, Treasury entered into a Termination Agreement with the other parties to the Master Agreement which served to terminate Treasury’s guarantee and obligations under the Master Agreement. In connection with the early termination of the guarantee, Treasury agreed to cancel $1.8 billion of the AGP Trust Preferred Securities, and the Federal Deposit Insurance Corporation (FDIC) and Treasury agreed
that, subject to the conditions set out in the Termination Agreement, the FDIC may transfer $800 million of Trust Preferred Securities to Treasury at the close of Citigroup’s participation in the FDIC’s Temporary Liquidity Guarantee Program.
Page 20 of 32
CONSUMER AND BUSINESS LENDING INITIATIVE INVESTMENT PROGRAM
Seller
Footnote
Date
1
3/3/2009
Name of Institution
TALF LLC
City
Wilmington
State
Transaction
Type
DE
Purchase
Investment Description
Debt Obligation w/ Additional Note
TOTAL
Investment Amount
$
20,000,000,000
$
20,000,000,000
Pricing Mechanism
N/A
1/ The loan was funded through TALF LLC, a special purpose vehicle created by The Federal Reserve Bank of New York. The amount of $20,000,000,000 represents the maximum loan amount. The loan will be incrementally
funded.
AMERICAN INTERNATIONAL GROUP, INC. (AIG) INVESTMENT PROGRAM
(formerly referred to as Systemically Significant Failing Institutions)
Seller
Footnote
Date
3
11/25/2008
4/17/2009
Name of Institution
AIG
AIG
Purchase Details
City
New York
New York
State
Transaction
Type
NY
NY
Purchase
Purchase
Investment Description
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
TOTAL
Exchange Details
Investment Amount
$
$
40,000,000,000
29,835,000,000
$
69,835,000,000
Pricing Mechanism
Par
Par
Date
4/17/2009
Transaction Type
Exchange
Investment Description
Preferred Stock w/ Warrants
1
Investment
Amount
Pricing
Mechanism
$ 40,000,000,000
Par
2
1/ On 4/17/2009, Treasury exchanged its Series D Fixed Rate Cumulative Preferred Shares for Series E Fixed Rate Non-Cumulative Preferred Shares with no change to Treasury's initial investment amount. In addition, in order for AIG to fully redeem the Series E Preferred Shares, it has an additional obligation to Treasury of $1,604,576,000 to reflect
the cumulative unpaid dividends for the Series D Preferred Shares due to Treasury through and including the exchange date.
2/ The investment price reflects Treasury's commitment to invest up to $30 billion less a reduction of $165 million representing retention payments AIG Financial Products made to its employees in March 2009.
3/ This transaction does not include AIG's commitment fee of an additional $165 million scheduled to be paid from its operating income in three equal installments over the five-year life of the facility.
Page 21 of 32
LEGACY SECURITIES PUBLIC-PRIVATE INVESTMENT PROGRAM (S-PPIP)
Seller
State
Transaction
Type
DE
Purchase
Name of Institution
City
9/30/2009
UST/TCW Senior Mortgage Securities Fund, L.P.
Wilmington
2
9/30/2009
UST/TCW Senior Mortgage Securities Fund, L.P.
Wilmington
DE
1
9/30/2009
Invesco Legacy Securities Master Fund, L.P.
Wilmington
DE
2
9/30/2009
Invesco Legacy Securities Master Fund, L.P.
Wilmington
DE
1
10/1/2009
Wellington Management Legacy Securities PPIF Master Fund, LP
Wilmington
2
10/1/2009
Wellington Management Legacy Securities PPIF Master Fund, LP
1
10/2/2009
AllianceBernstein Legacy Securities Master Fund, L.P.
2
10/2/2009
1
2
Footnote
Date
1
Investment Description
Investment
Amount
Pricing
Mechanism
Membership Interest
$1,111,111,111
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
Purchase
Membership Interest
$1,111,111,111
Par
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
DE
Purchase
Membership Interest
$1,111,111,111
Par
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
Wilmington
DE
Purchase
Membership Interest
$1,111,111,111
Par
AllianceBernstein Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
10/2/2009
Blackrock PPIF, L.P.
Wilmington
DE
Purchase
Membership Interest
$1,111,111,111
Par
10/2/2009
Blackrock PPIF, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
1
10/30/2009 AG GECC PPIF Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$1,111,111,111
Par
2
10/30/2009 AG GECC PPIF Master Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
1
11/4/2009
RLJ Western Asset Public/Private Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$1,111,111,111
$
Par
2
11/4/2009
RLJ Western Asset Public/Private Master Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
1
11/25/2009 Marathon Legacy Securities Public-Private Investment Partnership, L.P.
Wilmington
DE
Purchase
Membership Interest
$1,111,111,111
Par
2
11/25/2009 Marathon Legacy Securities Public-Private Investment Partnership, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
1
12/18/2009 Oaktree PPIP Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$1,111,111,111
Par
2
12/18/2009 Oaktree PPIP Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$2,222,222,222
Par
TOTAL
Par
$30,000,000,000
1/ The equity amount may be incrementally funded. Investment amount represents Treasury's maximum obligation if the limited partners other than Treasury fund their maximum equity capital obligations.
2/ The loan may be incrementally funded. Investment amount represents Treasury's maximum obligation if Treasury and the limited partners other than Treasury fund 100% of their maximum equity obligations
Page 22 of 32
HOME AFFORDABLE MODIFICATION PROGRAM
Servicer Modifying Borrowers' Loans
Name of Institution
Date
4/13/2009
4/13/2009
4/13/2009
4/13/2009
4/13/2009
Adjustment Details
Select Portfolio Servicing
CitiMortgage, Inc.
Wells Fargo Bank, NA
GMAC Mortgage, Inc.
Saxon Mortgage Services, Inc.
City
Salt Lake City
O'Fallon
Des Moines
Ft. Washington
Irving
State
UT
MO
IA
PA
TX
Transaction
Type
Purchase
Purchase
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
on Behalf of Borrowers and
Adjustment
to Servicers &
Pricing
Date
Lenders/Investors (Cap) 1 Mechanism
$
$
$
$
$
376,000,000
2,071,000,000
2,873,000,000
633,000,000
407,000,000
N/A
N/A
N/A
N/A
N/A
4/13/2009
Chase Home Finance, LLC
Iselin
NJ
Purchase
Financial Instrument for Home Loan Modifications
$
3,552,000,000
N/A
4/16/2009
Ocwen Financial Corporation, Inc.
West Palm Beach
FL
Purchase
Financial Instrument for Home Loan Modifications
$
659,000,000
N/A
4/17/2009
4/17/2009
4/20/2009
Bank of America, N.A.
Countrywide Home Loans Servicing LP
Home Loan Services, Inc.
Simi Valley
Simi Valley
Pittsburgh
CA
CA
PA
Purchase
Purchase
Purchase
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
$
$
$
798,900,000
1,864,000,000
319,000,000
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
6/12/2009
$
284,590,000
$
660,590,000
9/30/2009
$
121,910,000
$
782,500,000
12/30/2009
$
131,340,000
$
913,840,000
6/12/2009
$
(991,580,000) $
1,079,420,000
9/30/2009
$
12/30/2009
1,010,180,000
$
2,089,600,000
$
(105,410,000) $
1,984,190,000
6/17/2009
$
(462,990,000) $
2,410,010,000
9/30/2009
$
65,070,000
$
2,475,080,000
12/30/2009
$
1,213,310,000
$
3,688,390,000
6/12/2009
$
384,650,000
$
1,017,650,000
9/30/2009
$
2,537,240,000
$
3,554,890,000
12/30/2009
$
(1,679,520,000) $
1,875,370,000
6/17/2009
$
225,040,000
$
632,040,000
9/30/2009
$
254,380,000
$
886,420,000
12/30/2009
$
355,710,000
$
1,242,130,000
7/31/2009
$
(3,552,000,000) $
6/12/2009
$
(105,620,000) $
9/30/2009
$
102,580,000
$
12/30/2009
$
277,640,000
$
6/12/2009
$
5,540,000
$
9/30/2009
$
162,680,000
$
12/30/2009
$
665,510,000
$
6/12/2009
$
3,318,840,000
$
9/30/2009
$
12/30/2009
$
2,290,780,000
$
6/12/2009
$
128,300,000
$
9/30/2009
$
46,730,000
$
(717,420,000) $
Reason for Adjustment
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
- Termination of SPA
Updated portfolio data from
553,380,000 servicer
Updated portfolio data from
655,960,000 servicer & HPDP initial cap
Updated portfolio data from
933,600,000 servicer & SS/DIL initial cap
Updated portfolio data from
804,440,000 servicer
Updated portfolio data from
967,120,000 servicer & HPDP initial cap
Updated portfolio data from
1,632,630,000 servicer & SS/DIL initial cap
Updated portfolio data from
5,182,840,000 servicer
Updated portfolio data from
4,465,420,000 servicer & HPDP initial cap
Updated portfolio data from
6,756,200,000 servicer & SS/DIL initial cap
Updated portfolio data from
447,300,000 servicer
Updated portfolio data from
494,030,000 servicer & HPDP initial cap
2
Page 23 of 32
Servicer Modifying Borrowers' Loans
Name of Institution
Date
4/20/2009
4/24/2009
4/27/2009
5/1/2009
5/28/2009
6/12/2009
6/17/2009
6/17/2009
Wilshire Credit Corporation
Green Tree Servicing LLC
Carrington Mortgage Services, LLC
Aurora Loan Services, LLC
Nationstar Mortgage LLC
Residential Credit Solutions
CCO Mortgage
RG Mortgage Corporation
Adjustment Details
City
Beaverton
Saint Paul
Santa Ana
Littleton
Lewisville
Fort Worth
Glen Allen
San Juan
State
OR
MN
CA
CO
TX
TX
VA
PR
Transaction
Type
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
on Behalf of Borrowers and
Adjustment
to Servicers &
Pricing
Date
Lenders/Investors (Cap) 1 Mechanism
$
$
$
$
$
$
$
$
366,000,000
156,000,000
195,000,000
798,000,000
101,000,000
N/A
N/A
N/A
N/A
N/A
19,400,000 N/A
16,520,000 N/A
57,000,000 N/A
6/19/2009
First Federal Savings and Loan
Port Angeles
WA
Purchase
Financial Instrument for Home Loan Modifications
$
770,000
N/A
6/19/2009
Wescom Central Credit Union
Anaheim
CA
Purchase
Financial Instrument for Home Loan Modifications
$
540,000
N/A
6/26/2009
6/26/2009
Citizens First Wholesale Mortgage Company
Technology Credit Union
The Villages
San Jose
FL
CA
Purchase
Purchase
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
$
$
30,000
70,000
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
12/30/2009
$
145,820,000
$
639,850,000
6/12/2009
$
87,130,000
$
453,130,000
9/30/2009
$
(249,670,000) $
203,460,000
12/30/2009
$
119,700,000
$
323,160,000
6/17/2009
$
(64,990,000) $
91,010,000
9/30/2009
$
130,780,000
12/30/2009
$
221,790,000
$
(116,750,000) $
105,040,000
6/17/2009
$
(63,980,000) $
131,020,000
9/30/2009
$
90,990,000
$
222,010,000
12/30/2009
$
57,980,000
$
279,990,000
6/17/2009
$
(338,450,000) $
459,550,000
9/30/2009
$
(11,860,000) $
447,690,000
12/30/2009
$
21,330,000
$
469,020,000
6/12/2009
$
16,140,000
$
117,140,000
9/30/2009
$
134,560,000
$
251,700,000
12/30/2009
$
80,250,000
$
331,950,000
9/30/2009
$
(1,860,000) $
17,540,000
12/30/2009
$
27,920,000
$
45,460,000
9/30/2009
$
13,070,000
$
29,590,000
12/30/2009
$
145,510,000
$
175,100,000
9/30/2009
$
(11,300,000) $
45,700,000
12/30/2009
$
(42,210,000) $
3,490,000
12/30/2009
$
2,020,000 $
2,790,000
9/30/2009
$
330,000
$
870,000
12/30/2009
$
16,490,000
$
17,360,000
9/30/2009
$
(10,000) $
20,000
12/30/2009
$
590,000
$
610,000
12/30/2009
$
2,180,000
$
2,250,000
Reason for Adjustment
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
U
d t d portfolio
tf li data
d t from
f
Updated
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Page 24 of 32
Servicer Modifying Borrowers' Loans
Name of Institution
Date
6/26/2009
7/1/2009
7/1/2009
7/10/2009
7/10/2009
7/17/2009
7/17/2009
7/17/2009
7/17/2009
7/22/2009
7/22/2009
7/22/2009
7/29/2009
7/29/2009
Adjustment Details
National City Bank
Wachovia Mortgage, FSB
Bayview Loan Servicing, LLC
Lake National Bank
IBM Southeast Employees' Federal Credit Union
MorEquity, Inc.
PNC Bank, National Association
Farmers State Bank
ShoreBank
American Home Mortgage Servicing, Inc
Mortgage Center, LLC
Mission Federal Credit Union
First Bank
Purdue Employees Federal Credit Union
City
Miamisburg
Des Moines
Coral Gables
Mentor
Delray Beach
Evansville
Pittsburgh
West Salem
Chicago
Coppell
Southfield
San Diego
St. Louis
West Lafayette
State
OH
IA
FL
OH
FL
IN
PA
OH
IL
TX
MI
CA
MO
IN
Transaction
Type
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
on Behalf of Borrowers and
Adjustment
to Servicers &
Pricing
Date
Lenders/Investors (Cap) 1 Mechanism
$
$
$
$
$
$
$
$
$
$
$
$
$
$
294,980,000
634,010,000
44,260,000
100,000
870,000
23,480,000
54,470,000
170,000
1,410,000
1,272,490,000
4,210,000
860,000
6,460,000
1,090,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
9/30/2009
$
315,170,000
$
610,150,000
12/30/2009
$
90,280,000
$
700,430,000
9/30/2009
$
723,880,000
$
1,357,890,000
12/30/2009
$
692,640,000
$
2,050,530,000
9/30/2009
$
23,850,000
$
68,110,000
12/30/2009
$
43,590,000
$
111,700,000
9/30/2009
$
150,000
$
250,000
12/30/2009
$
130,000
$
380,000
9/30/2009
$
(10,000) $
860,000
12/30/2009
$
250,000
$
1,110,000
9/30/2009
$
18,530,000
$
42,010,000
12/30/2009
$
24,510,000
$
66,520,000
9/30/2009
$
(36,240,000) $
18,230,000
12/30/2009
$
19,280,000
$
37,510,000
9/30/2009
$
(90,000) $
80,000
12/30/2009
$
50,000
$
130,000
9/30/2009
$
890,000
$
2,300,000
12/30/2009
$
1,260,000
$
3,560,000
9/30/2009
$
(53,670,000) $
1,218,820,000
12/30/2009
$
250,450,000
$
1,469,270,000
9/30/2009
$
1,780,000
$
5,990,000
12/30/2009
$
2,840,000
$
8,830,000
9/30/2009
$
(490,000) $
370,000
12/30/2009
$
6,750,000
$
7,120,000
9/30/2009
$
(1,530,000) $
4,930,000
12/30/2009
$
680,000
$
5,610,000
9/30/2009
$
(60,000) $
1,030,000
12/30/2009
$
1,260,000
$
2,290,000
Reason for Adjustment
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
U
d t d portfolio
tf li data
d t from
f
Updated
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Page 25 of 32
Servicer Modifying Borrowers' Loans
Name of Institution
Date
7/29/2009
7/31/2009
7/31/2009
8/5/2009
8/5/2009
8/5/2009
8/12/2009
8/12/2009
8/12/2009
8/28/2009
8/28/2009
8/28/2009
9/2/2009
9/2/2009
Adjustment Details
Wachovia Bank, N.A.
J.P.Morgan Chase Bank, NA
EMC Mortgage Corporation
Lake City Bank
Oakland Municipal Credit Union
HomEq Servicing
Litton Loan Servicing LP
PennyMac Loan Services, LLC
Servis One, Inc.
OneWest Bank
Stanford Federal Credit Union
RoundPoint Mortgage Servicing Corporation
Horicon Bank
Vantium Capital, Inc.
City
Charlotte
Lewisville
Lewisville
Warsaw
Oakland
North Highlands
Houston
Calasbasa
Titusville
Pasadena
Palo Alto
Charlotte
Horicon
Plano
State
NC
TX
TX
IN
CA
CA
TX
CA
PA
CA
CA
NC
WI
TX
Transaction
Type
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
on Behalf of Borrowers and
Adjustment
to Servicers &
Pricing
Date
Lenders/Investors (Cap) 1 Mechanism
$
$
$
$
$
$
$
$
$
$
$
$
$
$
85,020,000
2,699,720,000
707,380,000
420,000
140,000
674,000,000
774,900,000
6,210,000
29,730,000
668,440,000
300,000
570,000
560,000
6,000,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
9/30/2009
$
(37,700,000) $
47,320,000
12/30/2009
$
26,160,000
$
73,480,000
9/30/2009
$
(14,850,000) $
2,684,870,000
12/30/2009
$
9/30/2009
$
12/30/2009
$
502,430,000
$
1,209,800,000
9/30/2009
$
180,000
$
600,000
12/30/2009
$
(350,000) $
250,000
9/30/2009
$
290,000
$
430,000
12/30/2009
$
210,000
$
640,000
9/30/2009
$
(121,190,000) $
552,810,000
12/30/2009
$
(36,290,000) $
516,520,000
9/30/2009
$
313,050,000
$
1,087,950,000
12/30/2009
$
275,370,000
$
1,363,320,000
9/30/2009
$
(1,200,000) $
5,010,000
12/30/2009
$
30,800,000
$
35,810,000
9/30/2009
$
(25,510,000) $
4,220,000
12/30/2009
$
520,000
$
4,740,000
10/2/2009
$
145,800,000
$
12/30/2009
$
1,355,930,000
$
10/2/2009
$
70,000
$
12/30/2009
$
2,680,000
$
10/2/2009
$
130,000
$
12/30/2009
$
10/2/2009
$
130,000
$
12/30/2009
$
1,040,000
$
10/2/2009
$
1,310,000
$
12/30/2009
$
1,178,180,000
$
3,863,050,000
(10,000) $
707,370,000
(310,000) $
(3,390,000) $
Reason for Adjustment
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
Updated portfolio data from
servicer & HPDP initial cap
Updated portfolio data from
servicer & SS/DIL initial cap
814,240,000 HPDP initial cap
Updated portfolio data from
2,170,170,000 servicer & SS/DIL initial cap
370,000 HPDP initial cap
Updated portfolio data from
3,050,000 servicer & SS/DIL initial cap
700,000 HPDP initial cap
U
d t d portfolio
tf li data
d t from
f
Updated
390,000 servicer & SS/DIL initial cap
690,000 HPDP initial cap
Updated portfolio data from
1,730,000 servicer & SS/DIL initial cap
7,310,000 HPDP initial cap
Updated portfolio data from
3,920,000 servicer & SS/DIL initial cap
Page 26 of 32
Servicer Modifying Borrowers' Loans
Name of Institution
Date
9/9/2009
9/9/2009
9/9/2009
9/11/2009
9/11/2009
9/11/2009
9/11/2009
9/16/2009
9/23/2009
9/23/2009
9/23/2009
9/23/2009
9/23/2009
9/25/2009
Adjustment Details
Central Florida Educators Federal Credit Union
U.S. Bank National Association
CUC Mortgage Corporation
ORNL Federal Credit Union
Allstate Mortgage Loans & Investments, Inc.
Metropolitan National Bank
Franklin Credit Management Corporation
Bay Federal Credit Union
AMS Servicing, LLC
Schools Financial Credit Union
Glass City Federal Credit Union
Central Jersey Federal Credit Union
Yadkin Valley Bank
SEFCU
City
Lake Mary
Owensboro
Albany
Oak Ridge
Ocala
Little Rock
Jersey City
Capitola
Buffalo
Sacramento
Maumee
Woodbridge
Elkin
Albany
State
Transaction
Type
FL
Purchase
KY
NY
TN
FL
AR
NJ
CA
NY
CA
OH
NJ
NC
NY
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
on Behalf of Borrowers and
Adjustment
to Servicers &
Pricing
Date
Lenders/Investors (Cap) 1 Mechanism
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1,250,000
114,220,000
4,350,000
2,070,000
250,000
280,000
27,510,000
410,000
4,390,000
390,000
230,000
30,000
240,000
440,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
280,000
Adjusted Cap
10/2/2009
$
$
12/30/2009
$
10/2/2009
$
24,920,000
$
12/30/2009
$
49,410,000
$
10/2/2009
$
950,000
$
12/30/2009
$
5,700,000
$
10/2/2009
$
460,000
$
12/30/2009
$
2,730,000
$
10/2/2009
$
60,000
$
12/30/2009
$
10/2/2009
$
70,000
$
12/30/2009
$
620,000
$
10/2/2009
$
6,010,000
$
12/30/2009
$
10/2/2009
$
90,000
$
12/30/2009
$
1,460,000
$
10/2/2009
$
960,000
$
12/30/2009
$
(3,090,000) $
10/2/2009
$
90,000
$
12/30/2009
$
940,000
$
10/2/2009
$
60,000
$
12/30/2009
$
10/2/2009
$
10,000
$
12/30/2009
$
120,000
$
10/2/2009
$
60,000
$
12/30/2009
$
350,000
$
10/2/2009
$
100,000
$
12/30/2009
$
20,000
$
(750,000) $
(80,000) $
(19,750,000) $
(10,000) $
Reason for Adjustment
1,530,000 HPDP initial cap
Updated portfolio data from
780,000 servicer & SS/DIL initial cap
139,140,000 HPDP initial cap
Updated portfolio data from
188,550,000 servicer & SS/DIL initial cap
5,300,000 HPDP initial cap
Updated portfolio data from
11,000,000 servicer & SS/DIL initial cap
2,530,000 HPDP initial cap
Updated portfolio data from
5,260,000 servicer & SS/DIL initial cap
310,000 HPDP initial cap
Updated portfolio data from
230,000 servicer & SS/DIL initial cap
350,000 HPDP initial cap
Updated portfolio data from
970,000 servicer & SS/DIL initial cap
33,520,000 HPDP initial cap
Updated portfolio data from
13,770,000 servicer & SS/DIL initial cap
500,000 HPDP initial cap
Updated portfolio data from
1,960,000 servicer & SS/DIL initial cap
5,350,000 HPDP initial cap
Updated portfolio data from
2,260,000 servicer & SS/DIL initial cap
480,000 HPDP initial cap
Updated portfolio data from
1,420,000 servicer & SS/DIL initial cap
290,000 HPDP initial cap
Updated portfolio data from
280,000 servicer & SS/DIL initial cap
40,000 HPDP initial cap
U
d t d portfolio
tf li data
d t from
f
Updated
160,000 servicer & SS/DIL initial cap
300,000 HPDP initial cap
Updated portfolio data from
650,000 servicer & SS/DIL initial cap
540,000 HPDP initial cap
Updated portfolio data from
560,000 servicer & SS/DIL initial cap
Page 27 of 32
Servicer Modifying Borrowers' Loans
Date
Adjustment Details
Name of Institution
City
10/14/2009 Great Lakes Credit Union
North Chicago
10/14/2009 Mortgage Clearing Corporation
State
Transaction
Type
Investment Description
Cap of Incentive Payments
on Behalf of Borrowers and
Adjustment
to Servicers &
Pricing
Date
Lenders/Investors (Cap) 1 Mechanism
Cap Adjustment Amount
IL
Purchase
Financial Instrument for Home Loan Modifications
$
570,000
N/A
12/30/2009
$
Tulsa
OK
Purchase
Financial Instrument for Home Loan Modifications
$
4,860,000
N/A
12/30/2009
$
10/21/2009 United Bank Mortgage Corporation
Grand Rapids
MI
Purchase
Financial Instrument for Home Loan Modifications
$
410,000
N/A
10/23/2009 Bank United
Miami Lakes
FL
Purchase
Financial Instrument for Home Loan Modifications
$
93,660,000
N/A
10/23/2009 IC Federal Credit Union
Fitchburg
MA
Purchase
Financial Instrument for Home Loan Modifications
$
760,000
N/A
10/28/2009 Harleysville National Bank & Trust Company
Harleysville
PA
Purchase
Financial Instrument for Home Loan Modifications
$
1,070,000
N/A
10/28/2009 Members Mortgage Company, Inc
Woburn
MA
Purchase
Financial Instrument for Home Loan Modifications
$
510,000
N/A
10/30/2009 DuPage Credit Union
Naperville
IL
Purchase
Financial Instrument for Home Loan Modifications
$
70,000
N/A
Los Alamos
NM
Purchase
Financial Instrument for Home Loan Modifications
$
700,000
N/A
11/18/2009 Quantum Servicing
g Corporation
p
Tampa
p
FL
Purchase
Financial Instrument for Home Loan Modifications
$
18,960,000
,
,
N/A
11/18/2009 Hillsdale County National Bank
Hillsdale
MI
Purchase
Financial Instrument for Home Loan Modifications
$
1,670,000
N/A
11/18/2009 QLending, Inc.
Coral Gables
FL
Purchase
Financial Instrument for Home Loan Modifications
$
20,000
N/A
11/25/2009 Marix Servicing, LLC
Pheonix
AZ
Purchase
Financial Instrument for Home Loan Modifications
$
20,360,000
N/A
11/25/2009 Home Financing Center, Inc
Coral Gables
FL
Purchase
Financial Instrument for Home Loan Modifications
$
230,000
N/A
11/25/2009 First Keystone Bank
Media
PA
Purchase
Financial Instrument for Home Loan Modifications
$
1,280,000
N/A
12/4/2009 Community Bank & Trust Company
Clarks Summit
PA
Purchase
Financial Instrument for Home Loan Modifications
$
380,000
N/A
12/4/2009 Idaho Housing and Finance Association
Boise
ID
Purchase
Financial Instrument for Home Loan Modifications
$
9,430,000
N/A
12/9/2009 Spirit of Alaska Federal Credit Union
Fairbanks
AK
Purchase
Financial Instrument for Home Loan Modifications
$
360,000
N/A
12/9/2009 American Eagle Federal Credit Union
East Hartford
CT
Purchase
Financial Instrument for Home Loan Modifications
$
1,590,000
N/A
12/9/2009 Silver State Schools Credit Union
Las Vegas
NV
Purchase
Financial Instrument for Home Loan Modifications
$
1,880,000
N/A
12/9/2009 Fidelity Homestead Savings Bank
New Orleans
LA
Purchase
Financial Instrument for Home Loan Modifications
$
2,940,000
N/A
12/9/2009 Bay Gulf Credit Union
Tampa
FL
Purchase
Financial Instrument for Home Loan Modifications
$
230,000
N/A
12/9/2009 The Golden 1 Credit Union
Sacramento
CA
Purchase
Financial Instrument for Home Loan Modifications
$
6,160,000
N/A
12/9/2009 Sterling Savings Bank
Spokane
WA
Purchase
Financial Instrument for Home Loan Modifications
$
2,250,000
N/A
12/11/2009 HomeStar Bank & Financial Services
Manteno
IL
Purchase
Financial Instrument for Home Loan Modifications
$
310,000
N/A
12/11/2009 Glenview State Bank
Glenview
IL
Purchase
Financial Instrument for Home Loan Modifications
$
370,000
N/A
12/11/2009 Verity Credit Union
Seattle
WA
Purchase
Financial Instrument for Home Loan Modifications
$
600,000
N/A
11/6/2009 Los Alamos National Bank
1,030,000
Adjusted Cap
$
(2,900,000) $
Reason for Adjustment
Updated portfolio data from
1,600,000 servicer & SS/DIL initial cap
Updated portfolio data from
1,960,000 servicer & SS/DIL initial cap
Page 28 of 32
Servicer Modifying Borrowers' Loans
Date
Adjustment Details
Name of Institution
City
State
Transaction
Type
Investment Description
Cap of Incentive Payments
on Behalf of Borrowers and
Adjustment
to Servicers &
Pricing
Date
Lenders/Investors (Cap) 1 Mechanism
12/11/2009 Hartford Savings Bank
Hartford
WI
Purchase
Financial Instrument for Home Loan Modifications
$
630,000
N/A
12/11/2009 The Bryn Mawr Trust Co.
Bryn Mawr
PA
Purchase
Financial Instrument for Home Loan Modifications
$
150,000
N/A
12/16/2009 Citizens 1st National Bank
Spring Valley
IL
Purchase
Financial Instrument for Home Loan Modifications
$
620,000
N/A
12/16/2009 Golden Plains Credit Union
Garden City
KS
Purchase
Financial Instrument for Home Loan Modifications
$
170,000
N/A
12/16/2009 First Federal Savings and Loan Association of Lakewood
Lakewood
OH
Purchase
Financial Instrument for Home Loan Modifications
$
3,460,000
N/A
12/16/2009 Sound Community Bank
Seattle
WA
Purchase
Financial Instrument for Home Loan Modifications
$
440,000
N/A
12/16/2009 Horizon Bank, NA
Michigan City
IN
Purchase
Financial Instrument for Home Loan Modifications
$
700,000
N/A
12/16/2009 Park View Federal Savings Bank
Solon
OH
Purchase
Financial Instrument for Home Loan Modifications
$
760,000
N/A
12/23/2009 Iberiabank
Sarasota
FL
Purchase
Financial Instrument for Home Loan Modifications
$
4,230,000
N/A
12/23/2009 Grafton Suburban Credit Union
North Grafton
MA
Purchase
Financial Instrument for Home Loan Modifications
$
340,000
N/A
12/23/2009 Eaton National Bank & Trust Company
Eaton
OH
Purchase
Financial Instrument for Home Loan Modifications
$
60,000
N/A
12/23/2009 Tempe Schools Credit Union
Tempe
AZ
Purchase
Financial Instrument for Home Loan Modifications
$
110,000
N/A
Total Initial Cap $
23,594,840,000
Total Cap Adjustments
TOTAL CAP
Cap Adjustment Amount
$
11,948,720,000
$
35,543,560,000
Adjusted Cap
Reason for Adjustment
1/ The Cap of Incentive Payments represents the potential total amount allocated to each servicer and includes the maximum amount allotted for all payments on behalf of borrowers and payments to servicers and lenders/investors.
The Cap is subject to adjustment based on the total amount allocated to the program and individual servicer usage for borrower modifications. Each adjustment to the Cap is reflected under Adjustment Details.
2/ On July 31, 2009, the SPA with Chase Home Finance, LLC was terminated and superseded by new SPAs with J.P. Morgan Chase Bank, NA and EMC Mortgage Corporation.
Page 29 of 32
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Projected Costs and Liabilities [Section 105(a)(3)(E)]
For Period Ending December 31, 2009
Type of Expense/Liability
Amount
None
Note: Treasury interprets this reporting requirement as
applicable to costs and liabilities related to insurance contracts
entered into under the provisions of section 102 of the EESA;
and the single insurance contract with Citigroup was
terminated on December 23, 2009.
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Programmatic Operating Expenses [Section 105(a)(3)(F)]
For Period Ending December 31, 2009
Type of Expense
Compensation for financial agents
and legal firms
Amount
$159,214,586
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Description of Vehicles Established [Section 105(a)(3)(H)]
For Period Ending December 31, 2009
Date
Vehicle
None
Description
@FedFRASER