The full text on this page is automatically extracted from the file linked above and may contain errors and inconsistencies.
Troubled Assets Relief Program (TARP)
Monthly 105(a) Report – July 2010
August 10, 2010
This report to Congress is pursuant to Section 105(a) of the Emergency Economic Stabilization Act of 2008.
Monthly 105(a) Report
Section
Key Developments
July 2010
Page
……………………………………………………………………………………………………………….... 3
Where is TARP Money Going? ........................................................................................................................................... 4
TARP reduced to maximum $475 billion
Existing TARP Budget; Commitments, Disbursements and Repayments
Program Updates ……………………………………………………………………………………………………....................... 8
Dividends, Interest and Other Income Received
Capital Purchase Program
Consumer and Bank Lending Initiatives
Home Affordable Modification Program
Office of the Special Master
Certification ………………………………………………………………………………………………………………………….. 17
Appendices
Appendix 1 – Description of TARP Programs & How Treasury Exercises Its Voting Rights
Appendix 2 – Public Private Investment Program Quarterly Report
Appendix 3 – Housing Scorecard & Servicer Performance Report
Appendix 4 – Financial Statement
Monthly 105(a) Report
July 2010
Treasury is pleased to present the Office of Financial Stability’s Monthly 105(a) Report for July 2010.
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 response to the worst financial crisis since the Great Depression.
To carry out its duties, Treasury has used the TARP authority to make investments that have helped to stabilize the financial system, restore
confidence in the strength of our financial institutions, restart markets that are critical to financing American households and businesses, and
prevent avoidable foreclosures in the housing market and keep people in their homes.
Together with the American Recovery and Reinvestment Act of 2009, TARP succeeded in helping to stabilize the financial system and restore the
conditions necessary for economic growth. Moreover, TARP did so faster, and at a much lower cost, than anticipated.
Treasury is now well on its way to winding down the Troubled Assets Relief Program. Specifically:
Treasury has recovered more than 75 percent of the TARP funds provided to banks, and expects these capital support programs to
provide a positive return to taxpayers.
As a result of improved economic conditions and careful stewardship, the expected cost of TARP continues to fall. In the MidSession Review of the President’s 2010 Budget last August, the cost of TARP was projected to be $341 billion; as of the Mid-Session
review of the 2011 Budget, the estimated cost of TARP was over $225 billion lower.1
The passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act will accelerate the wind down of the Troubled
Assets Relief Program. Treasury has revised the TARP budget so that total expenditures will not exceed $475 billion, roughly onethird lower than the $700 billion originally authorized.
Of the $475 billion authorized, Treasury has recovered almost $200 billion to date, and expects to recover most of the funds that
have been invested.
Final authority to make commitments within the reduced TARP authorization will expire in October 2010. Treasury will continue to manage
remaining investments in a way that protects taxpayers and supports our financial and economic recovery.
While our economy continues to go through a difficult period, the actions taken under TARP have put us in a much stronger position to address the
challenges we continue to face.
1
Projected cost represents deficit impact.
2
Monthly 105(a) Report
July 2010
Key Developments
The following key developments took place during July 2010:
TARP Authority after passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act. The enactment of the Dodd-Frank
Act furthers the wind down of TARP and reduces its cost:
Total TARP purchase authority is reduced from $700 billion to $475 billion;
Repayments of amounts invested under TARP, which currently total almost $200 billion, cannot be used to increase the purchase
authority and are dedicated to reducing the debt; and
Obligations cannot be incurred for any program or initiative that was not initiated prior to June 25, 2010.
Treasury has recovered over half of TARP investments. Treasury has recovered almost $200 billion of investments made and received
nearly $25 billion in additional income from the investments.
Under the Capital Purchase Program:
Following the sales of a total of 2.6 billion shares of common stock in Citigroup, Inc. for proceeds of approximately $10.5 billion
completed in June, Treasury announced the sale of an additional 1.5 billion shares commencing on July 23, 2010.
Repayments of CPP investments in July included $376.5 million by Fulton Financial Corp., Inc. (PA).
Under the Public Private Investment Program, Treasury released its third quarterly report, with a summary of capital activity, portfolio holdings
and current pricing, and fund performance. Please refer to the complete Quarterly Report included as Appendix 2.
As of June 30, 2010, the eight investment funds have completed their fundraising and have closed on approximately $7.4 billion of
private sector equity capital, which was matched 100 percent by Treasury, representing $14.7 billion of total equity capital. Treasury
has also provided $14.7 billion of debt capital, representing $29.4 billion of total purchasing power.
As of June 30, 2010, the funds have drawn approximately $16.2 billion of total capital for investment in eligible legacy non-agency
residential and commercial mortgage-backed securities and cash equivalents pending investment.
The U.S. Department of Housing and Urban Development (HUD) and Treasury released the second Housing Scorecard on the nation’s
housing market. Each month, the scorecard incorporates key housing market indicators and highlights the impact of housing recovery efforts,
including assistance to homeowners through the Federal Housing Administration (FHA) and the TARP Home Affordable Modification
Program. Please refer to the complete Housing Scorecard and Servicer Performance Report included as Appendix 3.
3
Monthly 105(a) Report
July 2010
Where is TARP Money Going?
Treasury has used the TARP authority to make investments that have helped to stabilize the financial system, restore confidence in the strength of
our financial institutions, restart markets that are critical to financing American households and businesses, and prevent avoidable foreclosures in
the housing market and keep people in their homes.
A large part of the total investments occurred in 2008 under the Capital Purchase Program. The commitments made in 2009 and 2010 include
amounts extended under the Obama Administration’s Financial Stability Plan. These include funds committed under the Home Affordable
Modification Program, the Legacy Securities Public Private Investment Program, the Automotive Industry Financing Program and the other
programs described in this report (and Appendix 1).2
Passage of the Dodd-Frank Wall Street Reform and Consumer Protection Act – TARP reduced to maximum $475 billion
The enactment on July 21, 2010, of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the ―Reform Act‖) furthers the effort, already
well underway, to wind down TARP and reduce its cost by making the following changes:
1) Total TARP purchase authority is reduced from $700 billion to $475 billion;
2) Repayments of amounts invested under TARP, which total almost $200 billion, cannot be used to increase the purchase authority
and are dedicated to reducing the debt; and
3) Obligations cannot be incurred for any program or initiative that was not initiated prior to June 25, 2010.
Figure 1 below shows the changes in the planned commitments under TARP as announced by Treasury before and after passage of the Reform
Act.3 Key changes in the TARP purchase authority include:
Term Asset-Backed Securities Loan Facility (TALF): This program succeeded in helping to restart the securitization markets and
is now closed. Because the facility is smaller today than originally anticipated, Treasury’s commitment is reduced from $20 billion to
approximately $4.3 billion.
Section (7a) Securities Purchase Program: Treasury will not spend more than $400 million on this program, which is designed to
help the small business lending market.
2
Taxpayers can track progress on all of the financial stability programs on Treasury’s website www.FinancialStability.gov. Specifically, taxpayers can look at investments and
repayments within two business days of closing in the TARP transaction reports at www.FinancialStability.gov/latest/reportsanddocs.html.
3
Numbers in text and tables in this report may not add up because of rounding.
4
Monthly 105(a) Report
July 2010
Small business lending initiatives: TARP no longer includes $30 billion for initiatives in this area. As proposed by the
Administration, legislation to create a $30 billion Small Business Lending Fund outside of TARP is under consideration by Congress.
Public Private Investment Program: Treasury has committed approximately $22 billion in debt and equity capital to the eight
funds. The program did not use its planned commitment size because there was less aggregate demand from private sector
investors due to improved market conditions for legacy non-agency residential and commercial mortgage-backed securities.
Automotive Industry: Treasury invested a total of $82 billion in restructuring GM, Chrysler and the automotive financing
companies. GM, Chrysler and Ally Financial (GMAC) are much stronger and more competitive today as a result. Treasury has
recovered $11 billion and is working with the companies to dispose of its remaining investments as soon as practicable.
Approximately $3 billion of commitments were unused in the Automotive Supplier Support Program, which is now closed after full
repayment to Treasury.
Housing: A total of approximately $46 billion, a reduction of $3 billion, is allocated for all housing programs and initiatives that
address the housing crisis. These include the Home Affordable Modification Program, the Hardest Hit Fund, in which funds are
provided for innovative programs in areas hit hardest by the housing crisis, and a program with the FHA to provide additional
refinancing options to homeowners who owe more than their home is worth due to large price declines.
Figure 1:
TARP purchase authority reduced to $475 billion
TARP PROGRAM
Capital Purchase Program
Targeted Investment Program
Asset Guarantee Program
AIG
Term Asset-Backed Securities Loan Facility
SBA 7(a)
Community Development Capital Initiative
Small Business Lending Fund
Public Private Investment Program
Automotive Industry Financing Program
Housing/HAMP*
Total
Previous Allocation
$204.9
$40.0
$5.0
$69.8
$20.0
$1.0
$0.8
$30.0
$30.4
$84.8
$48.7
$535.5
Change
(US$, billions)
*
New Allocation
-$15.7
-$0.6
$0.0
-$30.0
-$7.9
-$3.1
-$3.1
-$60.5
$204.9
$40.0
$5.0
$69.8
$4.3
$0.4
$0.8
$0.0
$22.4
$81.8
$45.6
$475.0
* Net of $1.26 billion used to offset the cost of the ―Helping Families Save Their Homes Act of 2009", Public Law 111-22
5
Monthly 105(a) Report
July 2010
Existing TARP Budget; Commitments, Disbursements and Repayments
As of July 31, 2010, approximately $475 billion had been planned for TARP programs and of that amount, approximately:
$454 billion has been committed to specific institutions under signed contracts.
$386 billion has been paid out by Treasury under those contracts.
$199 billion has been repaid to Treasury.
The charts below show, as of July 31, 2010, (i) a summary of the planned TARP investment amounts together with the total funds disbursed and
investments that have been repaid by program; and (ii) the amount of TARP investments by both the amount obligated – or committed for
investment – and the amount disbursed or actually paid out, over each month since inception.
Figure 2: TARP Summary through July 2010 ($ billions)
Planned
Investments
$
Targeted Investment Program
$
40.00
$
40.00
$
Asset Guarantee Program
$
5.00
$
0.00
Consumer and Business Lending Initiative**
$
5.48
$
5.31
Legacy Securities Public-Private Investment Program
$
22.41
$
AIG
$
69.84
Auto Industry Financing Program
$
Treasury Housing Programs***
$
$
$
$
138.84
$
8.48
40.00
$
40.00
$
0.00
$
0.00
$
0.23
$
0.00
22.41
$
13.10
$
0.37
$
69.84
$
47.54
$
0.00
81.76
$
81.76
$
79.69
$
11.20
45.63
$
30.25 *** $
0.35 *** $
0.00
475 ** $
204.89
Total Disbursed Repayments
Capital Purchase Program
Citigroup repayment*
Totals
204.89
Commitments
454
$
$
204.89
386
$
199
* Of the $10.51 billion in proceeds from Citigroup common stock sales, $8.48 billion is reflected as repayment, and $2.03 billion is reflected as income (see Figure 5). Together with
the other Capital Purchase Program (CPP) repayments, the total amount of CPP repayments is $146.88 billion.
** $5.48 billion has been reserved for the Consumer and Business Lending Initiative, of which $4.3 billion has been allocated to TALF. $400 million is planned for SBA 7(a)
purchases and $780 million is planned for the Community Development Capital Initiative.
*** Planned TARP funds for housing include (i) approximately $30.6 billion in funds that may be provided to servicers under existing agreements for the Making Home Affordable
Program (MHA), (ii) $4.1 billion for the Hardest Hit Fund program and (iii) not more than $11 billion which will be used for the FHA Refinance Program.
6
Monthly 105(a) Report
July 2010
Billions
Figure 3: Funds committed and paid out under TARP from October 2008 through July 2010
$180
$540
$160
$480
$140
$420
$120
$360
$100
$300
$80
$240
$60
$180
$40
$120
$20
$60
$0
$0
Amount Committed to Specific Institutions Each Month (Left Scale)
Amount Paid Out in Each Month (Left Scale)
Cumulative Amount Committed to Specific Institutions (Right Scale)
Cumulative Amount Paid Out (Right Scale)
7
Monthly 105(a) Report
July 2010
Program Updates
Dividends and Interest
Most of the TARP money has been used to make investments in preferred stock or loans of financial institutions.
In July, Treasury received approximately $77 million in dividends, interest and distributions from TARP investments.
Cumulative proceeds from TARP investments has reached approximately $25 billion, consisting of $18 billion of dividends, interest,
distributions and other income4, and more than $7 billion of warrant sales from Capital Purchase Program and the Targeted
Investment Program investments.
Figure 4 shows total income from dividends, interest and distributions, other income and warrant sales in all TARP programs.
Figure 4: Total dividends, warrant proceeds and other income from TARP investments through July 2010 ($ billions)
TIP
$3.0
AIFP
$2.3
AGP
$0.4
CPP
$11.5
CPP & TIP
Warrant
Proceeds
$7.2
4
PPIP & Other
Income
$0.3
Of the $10.5 billion in proceeds received through June 30, 2010 from the Citigroup common stock disposition, $8.5 billion was repayment and $2 billion was income.
8
Monthly 105(a) Report
July 2010
Capital Purchase Program
Treasury created the Capital Purchase Program in October 2008 to stabilize the financial system by providing capital to viable banks of all sizes
throughout the nation. This program is now closed; Treasury estimates the program will result in a positive return for taxpayers. Of the $205 billion
invested, more than $147 billion has already been repaid.5
Figure 5 shows the cumulative Capital Purchase Program activity since program inception.
Figure 5:
Capital Purchase Program Snapshot since inception
Repayments
Seventy-eight (78) of the banks that received investments under the Capital Purchase Program have repaid Treasury in full. Treasury continues to
work with federal banking regulators who must evaluate requests from banks interested in repaying Treasury’s investment.
In July, two banks exchanged Treasury’s investments into the Community Development Capital Initiative (see below).
5
Further information on the Capital Purchase Program is available in Appendix 1 and at http://www.FinancialStability.gov/roadtostability/capitalpurchaseprogram.html. Repayments
include amounts from the sales of Citigroup common stock through June 30, 2010.
9
Monthly 105(a) Report
July 2010
Dividends and Interest
Cumulative dividends and interest received from Capital Purchase Program investments through month-end together was approximately $9.5
billion. The amount of dividends and interest received in July was $3.9 million. Treasury’s Dividends and Interest Reports for TARP programs are
available at http://www.FinancialStability.gov/latest/reportsanddocs.html.
Dispositions
The overriding objective of EESA was to ―restore liquidity and stability to the financial system of the United States‖ in a manner which ―maximizes
overall returns to the taxpayers.‖ Consistent with the statutory requirement, Treasury’s four portfolio management guiding principles for the TARP
are: (i) protect taxpayer investments and maximize overall investment returns within competing constraints; (ii) promote stability for and prevent
disruption of financial markets and the economy; (iii) bolster market confidence to increase private capital investment; and (iv) dispose of
investments as soon as practicable, in a timely and orderly manner that minimizes financial market and economic impact.
Citigroup Common Stock Disposition
Pursuant to the June 2009 Exchange Agreement between Treasury and Citigroup, which was part of a series of exchange offers
conducted by Citigroup to strengthen its capital base, Treasury exchanged the $25 billion in preferred stock it received in
connection with Citigroup’s participation in the Capital Purchase Program for approximately 7.7 billion shares of common stock at
a price of $3.25 per share.
As of June 30, 2010, Treasury has sold approximately 2.6 billion shares of Citigroup common stock at an average price per share
of $4.03, for total gross proceeds of approximately $10.5 billion.
In April, Treasury entered into a pre-arranged written trading plan with Morgan Stanley & Co. Incorporated as its sales agent and
gave discretionary authority to sell up to 1.5 billion shares of common stock under certain parameters during the period ending on
June 30, 2010. Completion of the sale under this authority occurred on May 26, 2010.
Treasury then entered into a second pre-arranged written trading plan with its sales agent that provided discretionary authority for
the sale up to 1.5 billion additional shares under certain parameters. Because Treasury would not sell shares during the blackout
period set by Citigroup in advance of its second quarter earnings release, which period began on July 1st, the plan terminated on
June 30th. Treasury completed the sale of approximately 1.1 billion shares under this plan.
In July, Treasury entered into a third pre-arranged written trading plan with its sales agent that provided discretionary authority to
sell 1.5 billion additional shares under certain parameters. Because Treasury will not sell shares during the blackout period set by
10
Monthly 105(a) Report
July 2010
Citigroup in advance of its third quarter earnings release, which period is expected to begin on October 1, 2010, this third trading
plan will terminate on September 30, 2010 even if all shares have not been sold by that time.6
To enable these sales, Citigroup filed a prospectus supplement with the Securities and Exchange Commission covering
Treasury’s common stock. These sales of common stock do not include Treasury’s holdings of Citigroup trust preferred securities
or warrants for common stock.
Exchange for Other Securities
In limited cases, in order to protect the taxpayers’ interest in the value of a Capital Purchase Program investment and promote financial
stability, Treasury may participate in exchanges of preferred stock for other securities or in a direct disposition of the investment to new
investors who are able to provide fresh equity investment, conduct a capital restructuring or otherwise strengthen the capital position of the
bank.
Treasury completed the exchange of its $400 million of preferred stock in First BanCorp (PR) for mandatorily convertible
preferred stock, equivalent to the initial investment amount plus capitalized previously accrued and unpaid dividends. Subject to
the fulfillment by First BanCorp of certain conditions, including those related to its capital plan, the mandatorily convertible
preferred stock may be converted to common stock.
Treasury entered into an agreement with Pacific Capital Bancorp (Pacific Capital) to exchange Treasury’s $180.63 million of
preferred stock for an equivalent amount of mandatorily convertible preferred stock, plus a capitalized amount equal to accrued
and unpaid dividends as of the date of closing. Completion of the exchange is subject to certain closing conditions, including the
satisfactory completion of a capital plan. Then, subject to the fulfillment by Pacific Capital of certain conditions, including the
receipt of regulatory and shareholder approvals, the mandatorily convertible preferred stock may be converted to common stock.
Warrant Disposition Report
On August 4, 2010, Treasury released the second Warrant Disposition Report. Through June 30, 2010, Treasury has received over $7 billion in
warrant repurchases by and sales to 64 institutions. For the full report, please visit:
http://www.financialstability.gov/docs/TARP_WRRTDISP_80310.pdf.
6
In July, Treasury sold approximately 226.63 million shares of Citigroup common stock at an average price per share of $4.12, for gross proceeds of approximately $934 million.
11
Monthly 105(a) Report
July 2010
Consumer and Business Lending Initiatives
Community Development Capital Initiative
In July, two financial institutions exchanged their CPP investments ($14 million and $11.9 million, respectively) for an equivalent amount of
investment with Treasury under the Community Development Capital Initiative (CDCI) program terms. Treasury made an additional investment of
$10.2 million in one institution at the time of the exchange. Together the two institutions received a total of $36 million in investments from Treasury
under the Community Development Capital Initiative.
The CDCI is a program in which Treasury will invest lower-cost capital in Community Development Financial Institutions (CDFIs) that operate in
markets underserved by traditional financial institutions. CDFIs are banks, thrifts, bank holding companies, savings and loan holding companies,
and credit unions that target more than 60 percent of their small business lending and other economic development activities to low- and moderateincome communities.7 Treasury continues to work in consultation with the federal banking and credit union agencies to process and make a
determination on all applications submitted to the Community Development Capital Initiative.
Small Business and Community Lending Initiatives - SBA 7a Securities Purchase Program
In March 2009, Treasury and the Small Business Administration announced several initiatives directed at enhancing credit for small businesses,
including a Treasury program to purchase SBA-guaranteed securities (―pooled certificates‖). Treasury subsequently developed a pilot program to
purchase SBA-guaranteed securities from one pool assembler, and as of July 31, 2010, has agreed to purchase or have already purchased
securities in an aggregate purchase face amount of approximately $206 million.
Term Asset-Backed Securities Loan Facility (TALF)
A joint Treasury-Federal Reserve program, the Term Asset-Backed Securities Loan Facility begun in March 2009 played a key role in enabling the
securitization markets important for consumer and small business loans to improve. The TALF operated as a lending facility of the Federal Reserve
Bank of New York (FBRNY) to provide non-recourse term loans collateralized by AAA-rated asset-backed securities (ABS), and by commercial
mortgage-backed securities (CMBS). Treasury provided credit support for TALF. This program succeeded in helping to restart the securitization
markets and is now closed. Because the facility is smaller today than originally anticipated, as of July, Treasury’s commitment was reduced from
$20 billion to approximately $4.3 billion.
In June 2010, the TALF ceased making loans. Since the program launch, a total $70 billion of TALF loans backing eligible ABS and CMBS has
been extended, of which $43 billion is currently outstanding. Data from the Federal Reserve has indicated that for most ABS asset classes, interest
rate spreads have tightened to levels below the TALF loan rate, thereby reducing the need for support to the ABS through the facility. This is one
measure of the improving health of these asset classes. The expiration of TALF is expected to have limited impact on spreads for those asset types
that were considered TALF-eligible, as there has been an increasing level of demand by cash-only investors.
7
More information is available at http://www.FinancialStability.gov/roadtostability/comdev.html .
12
Monthly 105(a) Report
July 2010
Home Affordable Modification Program
Housing Scorecard
The monthly Housing Scorecard presents key housing market indicators and highlights the impact of the Administration’s housing recovery efforts,
including assistance to homeowners through the Federal Housing Administration (FHA) and the Home Affordable Modification Program. The
Housing Scorecard is available at www.hud.gov/scorecard, and is attached as Appendix 3.8 Key data presented on the housing market show,
among others, that:
Historically low 30-year fixed mortgage rates continue to promote affordability. Since April 2009, record low rates have helped more
than 7.2 million homeowners to refinance, resulting in more stable home prices and $12.9 billion in total borrower savings.
In the Home Affordable Modification Program, permanent modifications continued on pace, as more than 50,000 trials graduated to
permanent modifications in June.
Nearly three million borrowers have received restructured mortgages since April 2009, outpacing the 1.24 million foreclosure
completions for the same period. See Figure 6 below.
Figure 6:
Cumulative mortgages restructured or foreclosed since April 1, 2009 (millions)
Sources: HUD, Dept. of Treasury, and Hope Now Alliance
8
Please refer to the Housing Scorecard and Servicer Performance Report for a description of the sources and methodology used to collect and present the data summarized herein.
13
Monthly 105(a) Report
July 2010
The Administrations’ housing initiatives were intended to help prevent avoidable foreclosures and stabilize the housing market. The foreclosure
prevention initiatives were not designed to help every borrower and the housing market will continue to adjust for some time. Other data in the
Housing Scorecard shows that in May, new and existing home sales dropped after the expiration of the tax credit, and the supply of homes on and
off the market remains near all-time highs.
Servicer Performance Report
The Housing Scorecard now incorporates the monthly Servicer Performance Report. The HAMP modification data in the Servicer Performances
Report Through June 2010 (included in Appendix 3) shows:
A continued month-over-month increase in permanent modifications, with average growth of roughly 50,000 permanent modifications
per month over the last six months. Permanent modifications exist for approximately 390,000 homeowners, and over 51,000 trial
modifications converted to permanent modifications in June, an increase of nearly 15 percent from May.
Borrowers in permanent modifications are experiencing a median payment reduction of 36 percent, more than $500 per month.
Servicers continue to work through aged trial population:
Cancellations continue to rise as servicers comply with Treasury guidance to make decisions on aged trials. Of the newly canceled
trials in June, more than 60% had been in trial six months or longer.
Servicers are still completing their reviews of nearly 166,000 active trials lasting six months or more.
Approximately 45% of homeowners in canceled trials entered an alternative modification, based on survey data from the eight
largest HAMP participants. Fewer than 2% of homeowners in canceled trials went to foreclosure sale.
The most common causes of cancellations include incomplete documentation, missed trial payments, or mortgage payments
already less than 31% of the homeowner’s income.
As part of the continued development of the data collected and monitored from servicers, this month’s performance report presents new data on:
Servicer timetables for participating in the Home Affordable Foreclosure Alternatives Program and the HAMP Second Lien
Modification Program (2MP).
Call center metrics and time to resolve escalated cases are reported for the eight largest participating servicers.
14
Monthly 105(a) Report
July 2010
Office of the Special Master for TARP Executive Compensation
In July 2010, the Office of the Special Master announced the conclusion of the ―lookback‖ review of bonuses and other compensation paid to ―Top
25‖ executives at TARP recipients between the date these companies first received TARP financial assistance and February 17, 2009.9 The
Special Master was charged with reviewing these payments to determine if they were ―inconsistent with the purposes of Section 111(f) of the
Emergency Economic Stabilization Act of 2008 or the TARP or were otherwise contrary to the public interest.‖ Although the American Recovery
and Reinvestment Act of 2009 (the ―Recovery Act‖) and Treasury regulations provided authority to conduct the review and obtain compensation
information from the TARP recipients, the Special Master had no authority to force reimbursements from firms or executives, or require any other
remedy. The statute and the Treasury regulations authorized the Special Master to ―seek to negotiate‖ reimbursements only for any payments
determined to be contrary to public interest standard referenced above. The results of the review are summarized below:
The review covered the 419 firms that received TARP financial assistance prior to February 17, 2009.
The review required detailed submissions on executives who earn more than $500,000 per year, and company certifications for
those who earn less. The Special Master concluded that payments to executives earning $500,000 or less per year would be highly
unlikely to be inconsistent with the public interest. As a result, rather than require detailed submissions on every "Top 25" executive,
the Special Master allowed firms to certify that a particular executive earns $500,000 per year or less.
Most of the 419 firms certified that some of their "Top 25" executives earned $500,000 or less per year. For 240 institutions,
certifications covered their entire "Top 25" group; for 116 others, detailed submissions were required for less than five executives.
In conducting the review, the Special Master focused on payments that, although legal and permitted under rules at the time, were
later restricted by standards established under the Recovery Act and Treasury regulations: cash bonuses, retention awards, stock
grants, golden parachute payments and tax gross-ups. The Special Master analyzed $2.3 billion in total payments and identified
$1.7 billion of payments in these categories. The overwhelming majority of the identified payments—$1.6 billion—were made by 17
firms.
The Special Master did not determine that any of the payments were contrary to the public interest standard. Of the $1.7 billion in
payments identified by the Special Master, more than 90% were made by firms that fully repaid their TARP financial assistance, or
were made to employees at exceptional assistance recipients under the Special Master’s jurisdiction and had been taken into
consideration in the Special Master’s 2009 determinations. Additionally, at the time the reviewed payments were made,
compensation such as cash bonuses and retention awards were permitted by the rules then in place.
Because the Special Master determined that no payments were contrary to the public interest standard, he had no authority under the statute or
Treasury regulations to negotiate reimbursements for any payments. The Special Master nevertheless concluded that some action was warranted.
He therefore proposed that all TARP recipients, and in particular the 17 companies identified during the review, adopt a prospective compensation
9
More information is available at http://www.FinancialStability.gov/about/executivecompensation.html.
15
Monthly 105(a) Report
July 2010
policy that would provide companies the authority to alter pending payments to executives in the event of a financial crisis. Under the proposal, if
the company's board of directors has identified that the firm is in a crisis situation, the compensation committee would have the authority to
restructure, reduce or cancel pending payments to executives, and this authority would supersede any rights and entitlements executives have in
normal circumstances. Adoption of the proposed policy is voluntary.
16
Monthly 105(a) Report
July 2010
Certification
As Assistant Secretary for Financial Stability at the United States Department of the Treasury, I am the official with delegated authority to approve
purchases of troubled assets under the Troubled Assets Relief Program. I certify to the Congress that each decision by my office to approve purchases
of troubled assets during this reporting period was based on the office’s evaluation of the facts and circumstances of each proposed investment,
including recommendations from regulators, in order to promote financial stability and the other purposes of the Emergency Economic Stabilization
Act of 2008.
Herbert M. Allison, Jr.
Assistant Secretary
Office of Financial Stability
Monthly 105(a) Report
July 2010
Appendix 1
Description of TARP Programs & How Treasury Exercises Its Voting Rights
Section
Page
Capital Purchase Program………………………………………………………….……………………..……...
2
SCAP and CAP (Stress Tests) ………………………………………………………………………………......
3
Asset Guarantee Program ….…...…………………………………………………………………….………....
4
Targeted Investment Program and AIG ………………..……………………………………..………………..
5
Automotive Industry Financing Program ……………..……………………………….…….………………...
6
Consumer & Business Lending Initiative ……………………………………….……………………………..
10
Bank Lending Surveys ………………………..…………………………………….……………………………..
11
Public Private Investment Program ……………………………………….……………………………............
12
Home Affordable Modification Program …….……………………………………………………………….....
14
Hardest Hit Fund……………………………………………..……………………………………………………...
19
Executive Compensation………………………………………….……………………………………….……….
22
How Treasury Exercises Its Voting Rights ……………………………………………….……………………..
26
Monthly 105(a) Report
July 2010
What is the Capital Purchase Program (CPP)?
Treasury created the Capital Purchase Program in October 2008 to stabilize the financial system by providing capital to viable banks of all sizes
throughout the nation. Under this program, Treasury invested in banks and other financial institutions to increase their capital. With a
strengthened capital base, banks have an increased capacity to invest in assets, lend to businesses and consumers and to support the U.S.
economy. The CPP investment amount was determined by the size of the bank: no less than one percent and no greater than three percent
(five percent for small banks) of the recipient’s risk-weighted assets.
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.
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 in November 2009 and final investments
occurred in December 2009.
This program is now closed. Treasury expects the CPP will result in a positive return for taxpayers.
How does the CPP work?
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.
The charts below show the number of banks by investment amount (left) and total CPP funds disbursed by investment amount (right).
$200
450
400
$189.46
$180
381
$160
350
$140
300
271
$120
250
$100
200
$80
150
$60
100
$40
55
50
$20
0
$0
$13.29
$2.15
$12 million or less
> $12 million - $250 million
> $250 million
$12 million or less
> $12 million - $250 million
> $250 million
Appendix 1 – page 2
Monthly 105(a) Report
July 2010
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. More information is available in the Warrant Disposition Report available at
http://www.FinancialStability.gov/docs/TARP%20Warrant%20Disposition%20Report%20v4.pdf
What was the Supervisory Capital Assessment Program (SCAP) and Capital Assistance Program (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.
In November 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 was the only financial institution not able to raise sufficient capital in the private market, and in December 2009, GMAC and Treasury
completed the investment contemplated in May, an additional $3.8 billion, which was funded under the Automotive Industry Financing Program.
Following announcement of the stress test results, the largest banking institutions raised over $140 billion in high-quality capital and over $60
billion in non-guaranteed unsecured debt in the private markets. Banks used private capital to repay TARP investments, allowing TARP to fulfill
its function as a bridge to private capital.
How did the SCAP and the CAP work?
Federal banking supervisors conducted forward-looking assessments to estimate the amount of capital banks would need to absorb losses in a
more adverse economic scenario and 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
Appendix 1 – page 3
Monthly 105(a) Report
July 2010
common equity offerings, asset sales and the conversion of other forms of capital into common equity. Banks that did not satisfy their
requirement by using these options 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 have applied to their primary federal regulator to receive capital under the CAP.
What was the Asset Guarantee Program (AGP)?
Under the AGP, Treasury acted to support the value of certain assets held by qualifying financial institutions, by agreeing to absorb
unexpectedly large losses on certain assets. The program was designed for financial institutions whose failure could harm the financial system
and was used in conjunction with other forms of exceptional assistance.
The program is closed, and resulted in a positive return to the taxpayers.
Who received assistance under the AGP?
Citigroup
TARP funds were committed as a reserve to cover up to $5 billion of possible losses
on a $301 billion 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 the securities received under the TIP, and
Treasury also received warrants to purchase approximately 66 million shares of
common stock at a strike price of $10.61 per share. For the 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.
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.
Appendix 1 – page 4
Monthly 105(a) Report
Citigroup
July 2010
Bank of America
In December 2009, Treasury, the Federal Deposit Insurance Corporation (FDIC), the
Federal Reserve Bank of New York (FRBNY) and Citigroup, agreed to terminate
Citigroup's AGP 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 certain
conditions, the FDIC would transfer up to $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 determinations of
the Special Master for TARP Executive Compensation as if its obligations related to
exceptional financial assistance had remained outstanding through December 31,
2009 and (in addition to compliance with the executive compensation provisions of
EESA’s Section 111, as amended) to permit, for 2010, the Federal Reserve Board of
Governors, in consultation with the Office of the Comptroller of the Currency and the
FDIC, to review the actual incentive compensation arrangements for Citigroup’s top
30 earners to be sure they comport with the Board of Governors’ incentive
compensation principles as set forth in the Board of Governors’ guidance.
In September 2009, Treasury, the Federal
Reserve and Bank of America agreed to
terminate 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, including $276 million to Treasury.
What are the Targeted Investment Program (TIP) and the AIG Investment?
Pursuant to EESA, Treasury has provided exceptional 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 provided this assistance by purchasing preferred stock, and also received warrants to purchase common stock, in the institutions.
How did the TIP work?
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 investments paid a dividend of eight percent per annum. The TIP investments were in addition to CPP
investments in these banks.
As part of an exchange offer designed to strengthen Citigroup’s capital, Treasury exchanged all of its CPP preferred stock in Citigroup for a
combination of common stock 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. Treasury continues to hold warrants acquired from
Citigroup under the TIP. The Bank of America TIP warrants were sold in a public auction.
The program is closed, and Treasury expects it will result in a positive return for taxpayers.
Appendix 1 – page 5
Monthly 105(a) Report
July 2010
How does the AIG Investment work?
The Federal Reserve loans to AIG were carried out through the Federal Reserve Bank of New York (―FRBNY‖) under section 13(3) authority of the
Federal Reserve Act to lend on a secured basis under ―unusual and exigent‖ circumstances to companies that are not depository institutions:
In September 2008, the FRBNY provided an $85 billion credit facility to AIG, subsequently reduced to $60 billion, and received shares which
currently have approximately 79.8% of the voting rights of the common stock in AIG. The FRBNY created a trust to hold the shares that exists
for the benefit of the U.S. Treasury – but, the Department of the Treasury does not control the trust and cannot direct its trustees.
In December 2009, the Federal Reserve received preferred equity interests in two special purpose vehicles (―SPVs‖) formed to hold the
outstanding stock of AIG’s largest foreign insurance subsidiaries, American International Assurance Company (―AIA‖) and American Life
Insurance Company (―ALICO‖), in exchange for a $25 billion reduction in the balance outstanding and maximum credit available under AIG’s
revolving credit facility with the FRBNY. The transactions positioned AIA and ALICO for initial public offerings or sale.
Treasury’s investment in AIG was made under EESA authority:
In November 2008, Treasury purchased $40 billion in Series D preferred stock from AIG, subsequently exchanged in April 2009, for face value
plus accrued dividends, into $41.6 billion of Series E preferred stock.
In April 2009, Treasury also created an equity capital facility, under which AIG may draw up to $29.8 billion as needed in exchange for issuing
additional shares of Series F preferred stock to Treasury. The Series E and Series F preferred stock pay a non-cumulative dividend of ten
percent per year.
As of July 31, 2010, AIG has drawn $7.54 billion from the equity capital facility.
On April 1, 2010, Treasury exercised its right to appoint two directors to the AIG board of directors. Treasury had the right to appoint directors
because AIG failed to pay dividends for four quarters on the preferred stock held by Treasury.
What is the Automotive Industry Financing Program (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. Short-term funding was initially provided to General Motors (GM) and Chrysler on the condition that they develop plans to achieve
long-term viability. In cooperation with the Administration, GM and Chrysler developed satisfactory viability plans and successfully conducted
sales of their assets to new entities in bankruptcy proceedings. 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.
Treasury has provided approximately $80 billion in loans and equity investments to GM, GMAC (now known as Ally Financial Inc.), Chrysler,
and Chrysler Financial. The terms of Treasury’s assistance impose a number of restrictions including rigorous executive compensation
standards, limits on luxury expenditures and other corporate governance requirements.
Appendix 1 – page 6
Monthly 105(a) Report
July 2010
In the related Auto Supplier Support Program (ASSP), Treasury provided 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.
As scheduled, the ASSP closed in April 2010 after full repayment of all loans provided under the program.
Chrysler
In January 2009, Treasury loaned $4 billion to Chrysler to give it time to implement a viable restructuring plan. On March 30th, 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 May and June 2009, Treasury (i) provided an additional $1.9 billion
to Chrysler LLC (Old Chrysler) under a debtor-in-possession financing agreement for assistance during its bankruptcy proceeding, (ii) provided a
$6.6 billion loan commitment to Chrysler Group LLC (New Chrysler) and (iii) received a 9.9% equity ownership in New Chrysler.
With respect to Old Chrysler, on April 30, 2010, following the bankruptcy court’s approval of a Plan of Liquidation, the $1.9 billion debtor-inpossession loan was extinguished and the assets remaining with Old Chrysler, including collateral security attached to the loan, were
transferred to a liquidation trust. Treasury retained the right to recover the proceeds from the liquidation of the specified collateral, but does not
expect a significant recovery from the liquidation proceeds.
With respect to the original $4 billion loan made to CGI Holding LLC, the owner of Chrysler Financial and Old Chrysler, (i) the loan went into
default when Old Chrysler filed for bankruptcy in April 2009, (ii) $500 million of debt was assumed by New Chrysler in July 2009, and (ii)
Treasury accepted a settlement payment of $1.9 billion as satisfaction in full of all existing debt obligations of CGI Holding in May 2010. The
final repayment, while less than face value, was significantly more than Treasury had previously estimated to recover following the bankruptcy
and greater than independent valuation of the loan provided by Keefe, Bruyette and Woods, Treasury’s adviser for the transaction.
With respect to New Chrysler, Treasury’s remaining investments consist of 9.9% of common equity and a $7.1 billion loan (including undrawn
commitments and the $500 million assumed from Chrysler Holding).
New Chrysler currently has the following ownership: 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.
Appendix 1 – page 7
Monthly 105(a) Report
July 2010
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 loan $13.4 billion to General Motors Corporation (GM or Old GM) 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 for GM to develop an amended plan. 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 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 continued to hold $6.7 billion in outstanding loans.
In December 2009, New GM began quarterly repayments of $1.0 billion on its $6.7 billion loan from Treasury. And in January 2010, New GM
and Treasury amended the loan agreement to require cash that New GM held in an escrow account to be applied to repay the loan by June 30,
2010. After New GM repaid Treasury $1 billion on March 31, 2010, the outstanding loan balance fell to approximately $4.7 billion, all of which
was repaid in April 2010 from the escrowed funds.
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%). As part of the restructuring, GM issued warrants to acquire shares of
common stock to VEBA and Old GM (for eventual distribution to the creditors of Old GM following liquidation).1
General Motors Initial Public Offering (IPO) and Treasury Disposition
In June, Treasury provided guidance on its role in the exploration of a possible initial public offering by General Motors Company (GM). The full
statement is available at http://www.FinancialStability.gov/latest/pr_06102010b.html. The following are excerpts from the statement:
The exact timing of an initial public offering will be determined by GM in light of market conditions and other factors, but will not occur
before the fourth quarter of this year. Treasury will retain the right, at all times, to decide whether and at what level to participate in
the offering, should it occur.
The initial public offering is expected to include the sale of shares by Treasury, other shareholders who wish to participate, and GM.
The overall size of the offering and relative amounts of primary and secondary shares will be determined at a later date.
The selection of the lead underwriters will be made by GM, subject to Treasury’s agreement that the selection is reasonable.
Treasury will determine the fees to be paid to the underwriters.
1
Further information on Treasury’s Automotive Industry Financing Program is available at http://www.FinancialStability.gov/roadtostability/autoprogram.html. As part of the
restructuring, GM issued warrants to acquire shares of common stock to Old GM (for eventual distribution to its creditors following liquidation) and to VEBA.
Appendix 1 – page 8
Monthly 105(a) Report
July 2010
Federal securities laws preclude Treasury from discussing certain other matters including any discussion of the identity of potential
underwriters, prior to the filing of a registration statement with the SEC.
Ally Financial Inc. (GMAC)
In December 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) for the purchase of additional ownership interests in GMAC’s rights offering. GM drew $884 million under
that commitment in January 2009, and then in May 2009, Treasury exercised its option to exchange that loan for 35.4% of common membership
interests in GMAC.
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 also 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 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 Mandatorily 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; and
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 and $2.7 billion of TRUPs 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.
Ally Financial Inc. remains subject to the executive compensation and corporate governance requirements of Section 111 of EESA, as
amended, and to the oversight of the Special Master for TARP Executive Compensation.
Appendix 1 – page 9
Monthly 105(a) Report
July 2010
Consumer and Business Lending Initiatives
What is the Community Development Capital Initiative (CDCI)?
Treasury has released the final program terms and forms of agreements for the new Community Development Capital Initiative, originally
announced in October 2009, to invest lower-cost capital in Community Development Financial Institutions (CDFIs) that operate in markets
underserved by traditional financial institutions. CDFIs are banks, thrifts, bank holding companies, savings and loan holding companies and credit
unions that target more than 60 percent of their small business lending and other economic development activities to low- and moderate-income
communities.
Key program terms include:
CDFIs will be eligible to receive capital investments of up to 5 percent of risk-weighted assets (3.5 percent of total assets for credit unions).
CDCI participants will pay dividends to Treasury at a rate of 2 percent per annum, compared to the 5 percent under the CPP, increasing to 9
percent after eight years.
Consistent with the use of TARP funds to promote financial stability and protect the taxpayer, CDFIs will need approval from their primary
regulator to participate in this program. In cases where a CDFI might not otherwise be approved by its regulator, it will be eligible to participate
so long as it can raise enough private capital that – when matched with Treasury capital up to 5 percent of risk-weighted assets (RWA) – it can
reach viability.
CDFIs participating in the Capital Purchase Program are eligible to exchange the CPP investment into the CDCI program.
CDFIs that participate in the program will not be required to issue warrants so long as they receive $100 million or less in total TARP funding.
Additional details are available at http://www.FinancialStability.gov/roadtostability/comdev.html
What is the Small Business and Community Lending Initiative – SBA 7(a) Securities Purchase Program?
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 a program to purchase SBA guaranteed securities (―pooled certificates‖). Treasury has
developed a pilot program to purchase SBA guaranteed securities from one pool assembler, which began operations in March 2010.
Additional details are available at http://www.FinancialStability.gov/roadtostability/smallbusinesscommunityinitiative.html
What is the Term Asset-Backed Securities Loan Facility (TALF)?
The Term Asset-Backed Securities Loan Facility is a lending facility operated by the Federal Reserve Bank of New York. The FRBNY provided
term non-recourse loans 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 provided credit support for TALF as part of Treasury’s Consumer and Business Lending Initiative.
Appendix 1 – page 10
Monthly 105(a) Report
July 2010
Under TALF, investors requested the FRBNY to make loans secured by eligible consumer ABS, small business ABS, or commercial mortgage
backed securities (CMBS) on fixed days each month. Assuming that the borrower and the security (ABS or CMBS) it planned to pledge as
collateral met FRBNY’s requirements, the investor received the requested funding. Most borrowers used 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.
The TALF for newly issued ABS and legacy CMBS expired in March 2010, and the TALF for newly issued CMBS expired in June 2010.
Bank Lending Surveys
Monthly Surveys
Each month, Treasury has asked banks participating in the CPP to provide information about their lending and intermediation activities and
publishes the results in reports available at http://www.FinancialStability.gov/impact/surveys.htm. The reports are intended to help the public easily
assess the lending activities of CPP banks.
The Monthly Lending and Intermediation Snapshot, for the 22 largest recipients of CPP investments and which was first published in
January 2009 with data from inception of the CPP, provides quantitative information on three major categories of lending –
consumer, commercial, and other activities – based on banks’ internal reporting, and commentary to explain changes in lending
levels for each category. Beginning with the December 2009 Snapshot (released in February 2010), banks that that had repaid CPP
funds in June 2009 no longer submitted data to Treasury. As the reporting group contracted with additional CPP repayments,
Treasury has ceased to publish a summary analysis because the aggregate month to month changes are no longer meaningful.
Treasury continues to publish the reports and underlying data from the banks that continue to submit Snapshot data. In July 2010,
Treasury published May 2010 data from seven institutions.
The CPP Monthly Lending Report includes all participants in the CPP and is published in addition to the Monthly Lending and
Intermediation Snapshot. The Lending Report makes available three data points on a monthly basis: average outstanding balances
of consumer loans, commercial loans, and total loans from all CPP participants
Appendix 1 – page 11
Monthly 105(a) Report
July 2010
CPP Quarterly Report
An interagency group consisting of representatives from Treasury, the Federal Reserve Board, and other Federal banking agency functions
conducts periodic analysis of the effect of TARP programs on banking organizations and their activities, and publishes the results in reports
available at http://www.FinancialStability.gov/impact/CPPreport.html. This Quarterly CPP Report analyzes the financial data submitted by depository
institutions to their primary federal regulator in Call Reports and Thrift Financial Reports, as well as the Y-9C Reports submitted by large bank
holding companies each quarter to the Federal Reserve.
Annual Use of Capital Survey
Treasury has also initiated an annual Use of Capital Survey to obtain insight into the lending, financial intermediation, and capital building activities
of all recipients of government investment through CPP funds. Collection of the Use of Capital survey data began during March, with responses due
in the second calendar quarter of 2010. Data and survey results will be available at http://www.FinancialStability.gov/useofcapital. The Use of
Capital Survey is designed to capture representative information of CPP fund usage without imposing excessive burdens on institutions, and will
cover how each financial institution has employed the capital infusion of CPP funds from the date it initially received the funds until the end of 2009.
The survey results were published to the FinancialStability.gov website on July 13, 2010. The survey form provides eight possible uses of capital,
as well as space for narrative responses. The overwhelming majority of respondents (85%) indicated that their institutions increased lending or
reduced lending less than otherwise would have occurred after the receipt of CPP capital. Just over half of the respondents (53%) indicated that
their institutions increased reserves for non-performing assets after the receipt of CPP capital. Nearly half of the respondents (46%) noted that their
institutions held the CPP capital as a non-leveraged increase to total capital. In addition, Treasury previously published summary balance sheet and
income statement information from each institution’s regulatory filings on the same page as a supplement to the survey responses.
What is the Legacy Securities Public Private Investment Program (S-PPIP)?
The Legacy Securities Public Private Investment Program is designed, in part, to support market functioning and facilitate price discovery in the
commercial and non-agency residential mortgage-backed securities (MBS) markets, helping banks and other financial institutions 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
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 improved, the prices of legacy securities 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 enabled Treasury to proceed with the S-PPIP program at a scale smaller than initially envisioned.
Appendix 1 – page 12
Monthly 105(a) Report
July 2010
How does the S-PPIP work?
Treasury partners with selected fund managers to purchase commercial and non-agency residential and commercial MBS. Treasury provides
equity as well as debt financing to investment partnerships formed by the fund managers; the maximum equity obligation to a PPIF was initially
expected to be $1.11 billion and the maximum debt obligation to a PPIF was initially expected to be $2.22 billion (before giving effect to any reallocation of capital). 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's loan will earn interest and must be repaid at the end of the life of the fund.
The nine firms that Treasury had pre-qualified in July 2009 to participate as fund managers have completed closings and begun operations of
Public Private Investment Funds (PPIFs). Treasury has committed (but not yet funded all of) of equity capital and debt financing to each PPIF,
while total Treasury equity and debt investment in all PPIFs will equal approximately $22.1 billion. Following an initial closing, each PPIF has
the opportunity to conduct additional closings over approximately six months to receive matching Treasury equity and debt financing. All PPIFs
have now completed their subsequent closings.
The equity investment, together with warrants received by Treasury, ensures that if these PPIFs perform well, the U.S. Treasury, and thus the
taxpayer, will benefit from the upside of the performance alongside private investors.
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.
Who are the 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 S-PPIP, in July 2009 Treasury pre-qualified the following firms to participate as fund managers in the program:
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., (subsequently terminated, see below); and Wellington Management Company, LLP.
The fund managers for the PPIFs have established relationships with small, minority-, and women-owned 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.
In December 2009, a fund managed by The TCW Group, Inc., was liquidated because TCW terminated the employment of individuals who were
―Key Persons‖ responsible for making the investment decisions as set forth under the Limited Partnership Agreement for the TCW PPIF. Only
Appendix 1 – page 13
Monthly 105(a) Report
July 2010
$513 million of total capital had been funded. Treasury's debt and equity capital investments were repaid in full, and Treasury realized a positive
return of approximately $20.6 million on its equity investment of $156.3 million. Private investors were offered the option to re-allocate their
underfunded capital commitments and proceeds from the TCW PPIF liquidation to any of the eight other PPIFs.
In March 2010, commitments for $44.5 million in direct equity investments were reallocated from TCW PPIF investors to specific PPIF fund
managers and the remaining $3.2 billion in commitments to the TCW PPIF were reallocated to all eight PPIF fund managers.
S-PPIP Quarterly Reports
Treasury has undertaken to publish quarterly reports with a summary of PPIP capital activity, portfolio holdings and current pricing, and fund
performance, which are available on the FinancialStability.gov website, and specifically:
As of June 30, 2010, at http://www.financialstability.gov/docs/111.pdf.
As of March 31, 2010, at http://www.financialstability.gov/docs/External%20Report%20-%2003-10%20Final.pdf.
As of December 31, 2009, at http://www.financialstability.gov/docs/External%20Report%20-%2012-09%20FINAL.pdf.
The third quarterly report was issued in July 2010. As of June 30, 2010, the participating PPIP fund managers had raised an aggregate of $7.4
billion in private capital for the Public-Private Investment Funds (PPIFs). Together with equity and debt financing provided by Treasury, these
PPIFs had $29.4 billion in total funds available to acquire legacy non-agency residential and commercial mortgage-backed securities.
What is the Home Affordable Modification Program (HAMP)?
The Home Affordable Modification Program, 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.
Homeowners participating in HAMP work with HUD-certified housing counselors and mortgage servicers. 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.
Appendix 1 – page 14
Monthly 105(a) Report
July 2010
Servicers must enter into the Servicer Participation Agreements with Treasury on or before October 3, 2010. Servicers for loans that are owned
or securitized by 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 investors and borrowers will continue to be
paid out over that period for up to five years, and incentive payments to servicers for up to three years. 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.
Details on the Home Affordable Modification Program are available at http://www.FinancialStability.gov/roadtostability/homeowner.html and at
http://www.MakingHomeAffordable.gov.
What are the additional components of HAMP and MHA?
The Home Price Decline Protection Program (HPDP) is a component of HAMP, and the Second Lien Modification Program (2MP) and the
Home Affordable Foreclosure Alternatives Program (HAFA) are components of MHA. The HPDP provides additional incentive payments for
modifications on properties located in areas where home prices have 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) 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) simplifies and streamlines the use of short sale or deed-in-lieu 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 and requires that borrowers be fully released from future liability for the debt.
HAMP Enhancements for Unemployed Homeowners and Principal Write-Downs
In March 2010, the Obama Administration announced enhancements to the Home Affordable Modification Program that will provide temporary
mortgage assistance to some unemployed homeowners, encourage servicers to write-down mortgage debt as part of a HAMP modification,
allow more borrowers to qualify for modification through HAMP, and help borrowers move to more affordable housing when modification is not
possible.2 Revised Supplemental Directives to implement these enhancements to HAMP and can be found at https://www.hmpadmin.com/
portal/programs/directives.html. 3 See ―Temporary Assistance for Unemployed Homeowners While They Search for Re-Employment and
Modification of Loans with Principal Reduction Alternative‖ below.
2
3
Further information, including the HAMP Improvements Fact Sheet, is available at http://www.FinancialStability.gov/latest/pr_03262010.html
A listing of all Supplemental Directives, and links to PDF versions of each Supplemental Directive, can be found at https://www.hmpadmin.com/portal/programs/directives.html.
Appendix 1 – page 15
Monthly 105(a) Report
July 2010
FHA Program Adjustments to Support Refinancings for Underwater Homeowners
In March 2010, the Obama Administration announced the FHA Program Adjustments to Support Refinancings for Underwater Homeowners,
which will permit participating lenders to provide additional refinancing options to homeowners who owe more than their home is worth because
of large declines in home prices.4
The FHA Refinance option should be available by the fall of 2010. Treasury and FHA expect to issue detailed guidelines on the respective
elements for the FHA Refinance Option.
TARP funds will be made available up to an estimated $11 billion to provide incentives to support the write-downs of second liens and
encourage participation by servicers, and to provide additional coverage for a share of potential losses on these loans.
Servicer performance
To ensure transparency and servicer accountability, servicer-specific results are publicly reported on a monthly basis. The MHA Monthly
Servicer Performance Reports can be found at http://www.FinancialStability.gov/latest/reportsanddocs.html, which as of June 2010 is
incorporated in the monthly Housing Scorecard released by the U.S. Department of Housing and Urban Development, and available at
www.hud.gov/scorecard.
In January 2010, MHA released updated guidance for servicer documentation requirements in order to expedite conversions of current trial
modifications to permanent status. This guidance also implemented an important program improvement for future trial period plans by requiring
servicers to fully validate borrower financial information before offering a trial plan. In addition, servicers are allowed additional time in certain
circumstances to retrieve documentation from applicants, notify applicants of any missing documents, and resolve any disputes over
applications.
In May 2010, the Administration outlined for servicers its plans to begin reporting more detailed performance measures. This reporting will
include the eight largest servicers and will focus on servicer compliance, program execution, and homeowner experience. Reporting will include
the following:
Servicer Compliance with Program Guidelines
Results of servicer-level loan-file reviews assessing whether loan files were appropriately evaluated
Identification of all compliance activities performed for servicers and of areas for future compliance focus
Program Execution
Average time from start of trial modification to start of permanent modification
Servicer implementation timelines for program updates
4
See the FHA Refinance Fact Sheet available at http://MakingHomeAffordable.gov/docs/FHA_Refinance_Fact_Sheet_032510%20FINAL2.pdf .
Appendix 1 – page 16
Monthly 105(a) Report
July 2010
Information about alternatives made available to homeowners ineligible for HAMP
Information about alternatives made available to homeowners who fall out of HAMP trial modifications, such as non-HAMP
modifications, payment plans, and short sales
Homeowner Experience
Servicer handling of calls from homeowners (speed to answer, hang-up rates)
Time it takes to resolve homeowner problems that have been reported by third parties such as housing counselors, attorneys,
and congressional and other government offices
Servicer share of homeowner complaints to the Homeowner’s HOPE™ Hotline
Temporary Assistance for Unemployed Homeowners While They Search for Re-Employment and Modification of Loans with Principal
Reduction Alternative
In May 2010, Treasury released Supplemental Directive (SD) 10-04 - Home Affordable Unemployment Program (UP), a supplemental program to
HAMP that provides assistance to unemployed borrowers and in June 2010, Treasury released SD 10-05 - Home Affordable Modification Program
– Modification of Loans with Principal Reduction Alternative, as implementation of HAMP program enhancements announced in March.
The Unemployment Program requires servicers to grant qualified unemployed borrowers a forbearance period to have their
mortgage payments temporarily reduced for a minimum of three months while they look for a new job. If a homeowner does not find
a job before the temporary assistance period is over or if they find a job with a reduced income, they will be evaluated for a
permanent HAMP modification or may be eligible for HAMP’s alternatives to the foreclosure program.
Servicers are prohibited from initiating foreclosure action or conducting a foreclosure sale while the borrower is being evaluated for
UP, after a foreclosure plan notice is mailed, during the UP forbearance or extension, and while the borrower is being evaluated for
or participating in HAMP or HAFA following the UP forbearance period. Servicers will not be reimbursed by the TARP for any costs
associated with the UP, and there will be no cost to government or taxpayers from the forbearance plans.
SD 10-05 provides guidance to servicers on a Principal Reduction Alternative (PRA). Under PRA, servicers are required to evaluate
the benefit of principal reduction and are encouraged to offer principal reduction whenever the net present value (NPV) result of a
HAMP modification using PRA is greater than the NPV result without considering principal reduction. SD 10-05 also provides that
the 2MP program will now require principal reduction in an amount at least proportional to any principal reduction offered on a
corresponding HAMP modified first lien mortgage loan.
Compliance and second look
The HAMP Compliance Program is designed to ensure that servicers satisfy their obligations under HAMP requirements in order to provide a
well-controlled program that assists as many deserving homeowners as possible to retain their homes while taking reasonable steps to prevent
fraud, waste and abuse. Freddie Mac acts as Treasury’s Compliance Agent for HAMP through MHA-C, which is a separate, independent
division that conducts these compliance activities. Treasury works closely with MHA-C to design and refine the Compliance Program and
conducts quality assessments of the activities performed by MHA-C.
Appendix 1 – page 17
Monthly 105(a) Report
July 2010
Compliance activities of MHA-C include on-site reviews, file reviews and reviews of net present value (NPV) model applications. Please see
Appendix B of the Servicer Performance Report Through May 2010 (included in Appendix 2) for further information.
Following these reviews, MHA-C provides Treasury with assessments of each servicer’s compliance with HAMP requirements. 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.
In the Servicer Performance Report Through May 2010 highlighted areas of compliance focus based on MHA-C assessments of each servicer’s
compliance with HAMP requirements provided to Treasury, included: (1) borrower solicitation; (2) underwriting documentation; (3) NPV model
usage; (4) document processing and control; (5) IR2 data maintenance; and (6) governance.
Updates to Servicer Certification Requirements
In May 2010, Treasury’s compliance agent, Fannie Mae, informed servicers, all of whom are required per their Servicer Participation Agreement
(SPA) to submit annual certifications stating their continued compliance with the HAMP program terms, that Treasury is in the process of
updating the certification requirements, and clarified the reporting period and deadlines for such certifications. The submission date for
certifications due under SPA signed on or before October 31, 2009 will be September 30, 2010 in respect of the period ending on June 30,
2010, with similar staggered periods for servicers who entered HAMP on later dates. Supplemental Directive 10-06 – Guidance on Annual
Servicer Certification Required by the Servicer Participation Agreement, with specific guidance regarding the certification requirements for
servicers, was released in June.
Monthly Housing Scorecard
In June 2010, the U.S. Department of Housing and Urban Development (HUD) and the Treasury introduced a Monthly Housing Scorecard on the
nation’s housing market. Each month, the scorecard will incorporate key housing market indicators and highlight the impact of housing recovery
efforts, including assistance to homeowners through the Federal Housing Administration and the TARP Home Affordable Modification Program
(HAMP). Among the housing recovery efforts, HAMP offers a standardized, streamlined mortgage modification process and financial incentives to
encourage servicers and investors to undertake sustainable mortgage modifications.
Hardest Hit Fund - Housing Finance Agency Innovation Funds for the Hardest Hit Housing Markets
What is the First Funding of the Hardest Hit Fund (HHF)?
In February 2010, the Obama Administration announced funding for innovative measures to help address the housing problems facing those states
that have suffered an average home price drop of more than 20 percent from their respective peak of the housing bubble.
$1.5 billion of investment authority under EESA will be available to work with state Housing Finance Agencies (HFAs) to tailor housing
assistance to local needs.
Appendix 1 – page 18
Monthly 105(a) Report
July 2010
California, Florida, Arizona, Michigan, and Nevada, states where house prices have fallen more than 20% from their peak are eligible for this
funding. Funds will be allocated among eligible states according to a formula based on home price declines and unemployment.
HFAs must submit program designs to Treasury so that Treasury can evaluate the program’s compliance with EESA requirements. All funded
program designs are posted online at http://www.FinancialStability.gov/roadtostability/hardesthitfund.html.
To receive funding, programs must satisfy the requirements for funding under EESA. These requirements include that the recipient of funds
must be an eligible financial institution and that the funds must be used to pay for programs designed to prevent avoidable foreclosures and
other permitted uses under EESA.
In March 2010, Treasury announced the allocations of funds among the states and published guidelines for HFA proposal submissions.
forth below is a summary of the methodology used to determine calculations:
Housing Price Decline
Housing price
decline from
peak
Unemployment
December
Ratio relative
Ratio relative
2009
to highest
Sum of ratios
to largest
unemployment unemployment
(State's
decline
rate
rate
weight)
Number of
delinquent
loans in Q4
2009
Weighted
number of
delinquent
loans
Weighted
share of
delinquent
loans in these
states
Allocation
($mm)
Nevada
-49.9%
1.00
13.0%
0.89
1.9
62,622
118,382
6.9%
$102.8
California
-38.9%
0.78
12.4%
0.85
1.6
494,640
805,978
46.6%
$699.6
Florida
-37.4%
0.75
11.8%
0.81
1.6
309,022
481,558
27.9%
$418.0
Arizona
-36.8%
0.74
9.1%
0.62
1.4
105,853
144,073
8.3%
$125.1
Michigan
-24.1%
0.48
14.6%
1.00
1.5
120,030
178,000
10.3%
$154.5
Total
Set
$1,500.0
Appendix 1 – page 19
Monthly 105(a) Report
July 2010
On June 23, 2010, Treasury approved state plans for use of the $1.5 billion in the first HHF foreclosure-prevention programs in Arizona,
California, Florida, Michigan, and Nevada.
These programs are designed to provide relief to struggling homeowners as soon as practicable. The specific implementation and
timing will depend on the types of programs offered, specific state-level procurement procedures, compliance readiness and other
factors.
The approved proposals include programs to assist struggling homeowners with negative equity through principal reduction; assist
the unemployed or under-employed make their mortgage payments; facilitate the settlement of second liens; facilitate short sales
and/or deeds-in-lieu of foreclosure; and assist in the payment of arrearages.
1st Lien Principal
Reduction
Unemployment
Assistance
Arizona
California
Florida
Michigan
Nevada
Arrearage
Extinguishment
2nd Lien Principal
Reduction
Short Sale
Facilitation
State-by-state summaries of the HHF proposals are available at http://www.MakingHomeAffordable.gov/pr_06232010.html, and copies of the complete
proposals are available at http://www.FinancialStability.gov/roadtostability/hardesthitfund.html.
What is the Second Funding of the Hardest Hit Fund?
In March 2010, the Obama Administration announced an expansion of the initiative to target additional states with high shares of their populations
living in local areas of concentrated economic distress.
The second Hardest Hit Fund will include up to $600 million in funding for locally tailored measures to help families stay in their homes or
otherwise avoid foreclosure in five states that have areas of concentrated economic distress. The $600 million in funds is equivalent on a per
person basis to the $1.5 billion awarded in the first HHF.
Appendix 1 – page 20
Monthly 105(a) Report
July 2010
While the first HHF targeted five states affected by home price declines greater than 20 percent, the second HHF targets states with the highest
concentration of their population living in counties with unemployment rates greater than 12 percent, on average, over the months of 2009.5 The
five states that will receive allocations based on this criterion are: North Carolina, Ohio, Oregon, Rhode Island, and South Carolina. Set forth
below is a summary of the methodology used to determine calculations:
State Totals
State
Rhode Island
South Carolina
Orgeon
North Carolina
Ohio
Total
State
Population
in 2009
1,053,209
4,561,242
3,825,657
9,380,884
11,542,645
Population
Living in High
Unemp Counties
627,690
2,022,492
1,281,675
2,332,246
2,514,678
Economic Distress
% of State Pop
Living in High
Unemp Counties
60%
44%
34%
25%
22%
Allocation
% of Total Pop in
High Unemp
Allocation
Counties
Cap
for Top 5 States
($millions)
7%
$43
23%
$138
15%
$88
27%
$159
29%
$172
$600
To receive funding, programs must satisfy the requirements for funding under EESA. These requirements include that the recipient of funds
must be an eligible financial institution and that the funds must be used to pay for programs designed to prevent avoidable foreclosures and
other permitted uses under EESA.
The objective of the HHF program is to develop creative, effective approaches to the housing crisis that consider local conditions. Treasury has
outlined some of the possible types of transactions that would meet EESA requirements:
Assistance to unemployed borrowers to help them avoid foreclosure; modifications of mortgage loans held by HFAs or other financial
institutions or incentives for servicers/investors to modify loans; mortgage modifications with principal forbearance by paying down all or a
portion of an overleveraged loan and taking back a note from the borrower for that amount in order to facilitate additional modifications;
assistance with short sales and deeds-in-lieu of foreclosure; incentives for financial institutions to write-down a portion of unpaid principal
balance for homeowners with severe negative equity; or incentives to reduce or modify second liens.
Other ideas and transaction types (including innovations related to the existing ―Making Home Affordable‖ programs) will be evaluated on a
case-by-case basis for compliance with EESA.
Treasury will ensure accountability and transparency of the HHF program: all funded program designs and effectiveness metrics will be
posted online and program activity will be subject to oversight under EESA.
5
States that were allocated funds under the first HHF program are not eligible for the second HHF program.
Appendix 1 – page 21
Monthly 105(a) Report
July 2010
Office of the Special Master for TARP Executive Compensation
What is the scope of the Special Master's review?
In June 2009, Treasury published the Interim Final Rule (the ―Rule‖) on TARP Standards for Compensation and Corporate Governance,
promulgated under the EESA as amended by the American Recovery and Reinvestment Act of 2009 (the ―Recovery Act‖). The Rule contains
distinct requirements for recipients of TARP funding under certain programs, including CPP participants and recipients of exceptional financial
assistance. The exceptional assistance recipients currently include the following firms: AIG, Ally Financial (formerly GMAC), Chrysler, and GM.
Bank of America and Citigroup ceased to be exceptional assistance recipients upon their respective repayments of TARP obligations arising
from exceptional assistance programs in December 2009. As detailed below, Chrysler Financial ceased to be an exceptional assistance
recipient in May 2010, when its remaining TARP obligations for purposes of the Rule were extinguished.
The Rule created the Office of the Special Master and provided the Special Master with specific powers designed to ensure that executive pay
at these firms is in line with long-term value creation and financial stability. These include:
Review of Payments: Each recipient of exceptional assistance must obtain the Special Master’s approval of compensation structures,
including payments made pursuant to those structures, for the senior executive officers and 20 next most highly paid employees
(―Top 25‖);
Review of Structures: Each recipient of exceptional assistance must obtain the Special Master’s approval of compensation structures
for all executive officers and the 100 most highly compensated employees (―Covered Employees 26 – 100‖);
Interpretation: The Special Master has interpretive authority over the executive compensation provisions of EESA and the Interim
Final Rule, and authority to make all determinations as to the application of those provisions to particular facts; and
Prior Payments: The ―lookback‖ provision (i.e., Section 111(f)) of EESA requires a review of bonuses, retention awards, and other
compensation paid to the senior executive officers and 20 next most highly compensated employees of each recipient of TARP
assistance before February 17, 2009, in order for the Special Master to determine whether the payments were contrary to the public
interest. If a payment is determined to be contrary to the public interest, the Special Master is responsible for negotiating
reimbursements of such payments.
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 90 days (in the case of the CEO and CFO certifications) or 120 days (in
the case of the compensation committee) of the completion of the TARP recipient’s fiscal year.
In addition to the executive compensation requirements, all TARP recipients were 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 entertainment or other events, office and facility renovations, and aviation or other
transportation services.
Appendix 1 – page 22
Monthly 105(a) Report
July 2010
Determinations for the Top 25 Employees
In October 2009, the Office of the Special Master for TARP Executive Compensation released determinations on the compensation packages
for the Top 25 at the seven firms that were then exceptional assistance recipients.6 The Office of the Special Master generally rejected the
companies’ initial proposals for these Top 25 executives and approved a modified set of compensation structures with the following features:
Cash salaries generally no greater than $500,000, with the remainder of compensation in equity, mostly in the form of vested ―stock
salary,‖ which executives must hold until 2011, after which it can be transferred in three equal, annual installments (subject to
acceleration of one year upon the company’s repayment of federal assistance).
Annual incentives payable in ―long-term restricted stock,‖ which is forfeited unless the employee provides three years of service after
it is granted, in amounts determined based on objective performance criteria. Actual payment of the restricted stock is subject to the
company’s repayment of TARP funds (the stock may be paid in 25% installments for each 25% of TARP obligations that are repaid).
$25,000 limit on perquisites and ―other‖ compensation, absent special justification.
No further accruals or company contributions to executive pension and retirement programs.
In March 2010, the Office of the Special Master issued rulings for the 2010 compensation for the Top 25 executives at the five firms that were
then exceptional assistance recipients: AIG, Chrysler, Chrysler Financial, GM, and GMAC. The rulings have the following general features:
Decreased total cash compensation by 33 percent compared to the cash compensation these individual executives received in 2009;
Reduced total compensation at AIG, GMAC, and Chrysler Financial by 15 percent compared to the pay these executives received in
2009; and
Kept cash salaries at $500,000 or less, other than in exceptional cases.
Determinations for the Covered Employees 26 - 100
In December 2009, the Special Master issued determinations on the compensation structures for Covered Employees 26-100 at each of the six
firms that were then exceptional assistance recipients. Unlike the October rulings, which addressed specific amounts payable to the Top 25
executives, Treasury regulations require the Special Master only to address compensation structures for Covered Employees 26 – 100. These
determinations covered four companies: AIG, Citigroup, GM, and GMAC. Chrysler and Chrysler Financial were (with the exception of one
employee) not required to obtain the Special Master’s approval during this round because total pay for each executive did not exceed the
$500,000 ―safe harbor‖ limitation in Treasury's compensation regulations. .
The 2009 compensation structures approved by the Special Master for the Covered Employees 26 –100 have the following general features:
6
Copies of the determination letters and information on executive compensation is available at: http://www.FinancialStability.gov/about/executivecompensation.html.
Appendix 1 – page 23
Monthly 105(a) Report
July 2010
Short-term cash compensation is restricted. Cash salaries are generally limited to $500,000 other than in exceptional cases, and
overall cash is 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; and
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 April 2010, the Office of the Special Master issued rulings for 2010 compensation structures for Covered Employees 26-100 at the five
remaining firms receiving exceptional assistance. These rulings reaffirmed that the principles and requirements of the 2009 determinations for
Covered Employees 26-100 must continue to apply in 2010.
In addition to determinations for the Top 25 Employees and Covered Employees 26-100 groups, the Special Master has issued supplemental
determinations from time to time, including determinations approving pay packages for the new chief executive officer of GMAC and the new
chief financial officer of GM. The pay packages approved by the Special Master for the newly hired executives generally conform to the
principles and structures of the regular determinations. All the Special Master’s determinations are available at the website below.
Effects of TARP Repayment
Prior to the Special Master’s issuance of determinations for the Covered Employees 26–100 groups, Bank of America repaid its TARP
obligations. 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. Payments to Bank of America’s Top 25 relating to service prior to the
repayment, however, remain subject to the Special Master’s October 2009 determinations.
After the Special Master issued determinations for the Covered Employees 26–100 groups, Citigroup repaid certain TARP obligations, and
ceased to be an "exceptional assistance recipient‖ for purposes of the Rule. As a result, 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 relating to service prior to the repayment, however, remain subject to the Special Master’s October and December 2009
determinations, respectively. The executive compensation restrictions that apply to TARP recipients that are not ―exceptional assistance
recipients‖ will continue to apply to Citigroup until it extinguishes its remaining TARP obligations.
Chrysler Financial fully repaid its loan from Treasury in July 2009 (prior to the Special Master’s initial determinations), but remained an
exceptional assistance recipient because its affiliates still had outstanding TARP obligations under an exceptional assistance program. The
remaining obligations at affiliate companies were extinguished for purposes of the Rule in May 2010, upon Treasury’s acceptance of a
settlement payment as satisfaction in full of all existing debt obligations of Chrysler Financial’s parent, CGI Holding LLC. As a result, Special
Appendix 1 – page 24
Monthly 105(a) Report
July 2010
Master approval is not required for future compensation structures and payments to Chrysler Financial executives. Payments and compensation
structures for Chrysler Financial’s Top 25 and Covered Employees 26 – 100 relating to service prior to the payment, however, remain subject to
the Special Master’s previous determinations.
Review of Prior Payments – “Lookback” Review
In July 2010, the Special Master announced the conclusion of the ―lookback‖ review of bonuses and other compensation paid to ―Top 25‖
executives at TARP recipients between the date these companies first received TARP financial assistance and February 17, 2009. The Special
Master was charged with reviewing these payments to determine if they were ―inconsistent with the purposes of [Section 11(f) of the EESA] or
the TARP or were otherwise contrary to the public interest.‖ The Special Master found that most of the reviewed payments were made by firms
that fully repaid their TARP financial assistance, or were taken into consideration in the Special Master’s 2009 determinations regarding
―exceptional assistance recipients.‖ Additionally, at the time the reviewed payments were made, compensation such as cash conuses and
retention awards were permitted by the rules then in place. The Special Master therefore did not determine that any of the reviewd payments
were contrary to the public interest. The Special Master nevertheless concluded that some action was warranted. He therefore proposed that
all TARP recipients adopt a prospective compensation policy that would provide companies the authority to alter pending payments to
executives in the event of a financial crisis. Adoption of the proposed policy is voluntary.
For complete information regarding the Special Master’s review of prior payments, please visit:
http://www.FinancialStability.gov/about/executivecompensation.html and http://www.financialstability.gov/latest/pr_07232010.html.
How Treasury Exercises Its Voting Rights
Treasury is a shareholder in General Motors, Chrysler, Ally Financial (formerly 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 that 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: (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
substantial amounts of assets, and dissolution; issuances of equity securities where shareholders are entitled to vote; and amendments to the
Appendix 1 – page 25
Monthly 105(a) Report
July 2010
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, Ally 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).
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 on 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 in AIG which does not have voting rights except in certain limited circumstances (such as
amendments to the charter). Treasury has the right to appoint directors because AIG failed to pay dividends for four quarters on the
preferred stock held by Treasury. On April 1, 2010, Treasury exercised its right to appoint two directors to the American International
Group, Inc. (AIG) board of directors.
Appendix 1 – page 26
Monthly 105(a) Report
July 2010
Appendix 2
Public Private Investment Quarterly Report
LEGACY SECURITIES PUBLIC-PRIVATE
INVESTMENT PROGRAM
Program
g
Update
p
–Q
Quarter Ended June
J
30,, 2010
July 19, 2010
OVERVIEW
Introduction
This is the third quarterly report on the Legacy Securities Public-Private Investment Program (“PPIP”).
This report includes a summary of PPIP capital activity, portfolio holdings and current pricing, and fund
performance. Treasury expects to provide additional information as the program matures in subsequent
quarterly reports.
PPIP Overview
PPIP is designed to support market functioning and facilitate price discovery in the mortgage-backed
securities markets, allowing banks and other financial institutions to re-deploy capital and extend new credit
to households and businesses
businesses. The investment objective of PPIP is to generate attractive returns for
taxpayers and private investors through long-term opportunistic investments in Eligible Assets (as defined
below) by following predominantly a buy and hold strategy. Under the program, Treasury has committed
$22.1 billion of equity and debt in public-private investment funds (“PPIFs”) established by private sector
fund managers
g for the purpose
p p
of p
purchasingg Eligible
g
Assets. The fund managers
g and p
private investors have
also committed capital to the funds. PPIFs have eight-year terms which may be extended for consecutive
periods of up to one-year each, up to a maximum of two years. To qualify for purchase by a PPIF, the
securities must have been issued prior to 2009 and have originally been rated AAA – or an equivalent rating
by two or more nationally recognized statistical rating organizations – without ratings enhancement and must
be secured directly by the actual mortgage loans, leases, or other assets (“Eligible Assets”).
Please see page 8 of this program update for a glossary of terms used throughout this document. Additional
information on PPIP can also be found at www.financialstability.gov.
Neither this report nor the information contained herein constitutes an offer to sell or the solicitation of an
offer to buy any securities. Any such offer or solicitation with respect to any PPIF may only be made by the
applicable fund manager. This presentation has not been reviewed by any of the fund managers.
2
CAPITAL ACTIVITY
Set forth below is a summary of equity and debt capital by PPIF. As of June 30, 2010, the PPIFs
have completed their fundraising and have closed on approximately $7.4 billion of private sector
equity capital, which was matched 100 percent by Treasury, representing $14.7 billion of total equity
capital. Treasury has also provided $14.7 billion of debt capital, representing $29.4 billion of total
purchasing power. As of June 30, 2010, PPIFs have drawn-down approximately $16.2 billion of
total capital which has been invested in Eligible Assets and cash equivalents pending investment.
Summary of Capital by PPIF ($ in Millions)
Closed Equity and Debt Capital (1)
Private
Treasury
Treasury Purchasing
Equity
Equity
Debt
Power
1,243 $
1,243 $
2,487 $
4,973
Fund
AG GECC PPIF Master Fund, L.P.
Closing
Date
10/30/09
AllianceBernstein Legacy Securities Master Fund, L.P.
10/02/09
1,150
1,150
2,301
4,602
Blackrock PPIF, L.P.
10/02/09
695
695
1,390
2,780
Invesco Legacy Securities Master Fund, L.P.
09/30/09
856
856
1,712
3,424
Marathon Legacy Securities Public-Private Investment Partnership, L.P.
11/25/09
475
475
949
1,898
Oaktree PPIP Fund, L.P.
12/18/09
1,161
1,161
2,322
4,643
RLJ Western Asset Public/Private Master Fund, L.P.
11/05/09
621
621
1,241
2,482
Wellington
lli
Management Legacy SSecurities
i i PPIF Master Fund,
d LP
10/01/09
1 149
1,149
1 149
1,149
2 299
2,299
4 598
4,598
7,350 $
7,350 $
Total Program Closed Commitments
$
$
14,700 $
29,400
(1)
Excludes $4.1 billion in total purchasing power within UST/TCW Senior Mortgage Securities Fund, L.P., which was wound-up and liquidated during
1Q 2010. Treasury realized a profit of $20.1 million on its $156.3 million equity investment in UST/TCW Senior Mortgage Securities Fund, L.P., equal to
y equity.
q y
a 12.9% cumulative return on Treasury's
3
PORTFOLIO HOLDINGS – SUMMARY BY SECTOR
The total market value of Non-Agency RMBS and CMBS held by all PPIFs was approximately $16.0
billion as of June 30, 2010. Approximately 85% of the portfolio holdings are Non-Agency RMBS and
15% are CMBS. The charts below show composition of Eligible Assets by sector(1).
Non-Agency RMBS(2)– $13.5 billion
CMBS – $2.4 billion
$955
7%
$435
18%
$ ,
$1,421
11%
$444
18%
$5,127
38%
$624
26%
$926
38%
$6,019
,
45%
Prime
Alt-A
Subprime
($ in Millions)
Option ARM
Super Senior
(1) Please see page 8 for a glossary of Non-agency RMBS and CMBS sector definitions.
(2) Non-agency RMBS chart excludes $2 million of Other RMBS.
AM
AJ
Other CMBS
($ in Millions)
4
PORTFOLIO HOLDINGS – NON-AGENCY RMBS
The charts below illustrate the range of market prices of Non-Agency RMBS held by all PPIFs as of
J
June
30
30, 2010
2010. Prices
P i are expressedd as a percentt off par value.
l
Prime
100.0%
Alt-A
100.0%
Median Price: 79.6
80.0%
80.0%
60.0%
46.5%
47.5%
60.0%
20.0%
20.0%
3.3%
2.7%
30.9%
10.8%
10.2%
0.0%
0.0%
< 40
40 - 60
60 - 80
< 40
80 - 100
Subprime
40 - 60
60 - 80
80 - 100
Option ARM
100.0%
Median Price: 54.8
80.0%
80.0%
60.0%
60.0%
40.0%
48.1%
40.0%
40.0%
100.0%
Median Price: 63.3
26.5%
30.7%
24.7%
20.0%
Median Price: 58.1
53.7%
33.1%
40.0%
18.1%
0.0%
20.0%
7.4%
5.8%
0.0%
< 40
40 - 60
60 - 80
80 - 100
< 40
40 - 60
Note: Pricing is based on UST valuation process on a consistent basis across all PPIFs. Excludes Other RMBS.
60 - 80
80 - 100
5
PORTFOLIO HOLDINGS – CMBS
The charts below illustrate the range of market prices of CMBS held by all PPIFs as of June 30, 2010.
P i are expressedd as a percentt off par value.
Prices
l
Super Senior
100.0%
AM
100.0%
Median Price: 94.3
100.0%
80.0%
80.0%
60.0%
60.0%
40.0%
40.0%
20.0%
20.0%
0.0%
0.0%
0.0%
0.0%
< 40
40 - 60
60 - 80
80 - 100
39.5%
41.9%
60 - 80
80 - 100
0.0%
Median Price: 82.6
71.0%
27 4%
27.4%
0.0%
1.6%
< 40
40 - 60
60 - 80
80 - 100
AJ
100.0%
Median Price: 76.2
80.0%
60.0%
40.0%
20.0%
14.0%
4.7%
0.0%
< 40
40 - 60
Note: Pricing is based on UST valuation process on a consistent basis across all PPIFs. Excludes Other CMBS.
6
PERFORMANCE
Set forth below is a summary of performance since inception (the date on which each PPIF made its
initial capital draw) as reported by each fund manager. Performance will vary among PPIFs due to
different risk/return objectives, leverage ratios, and sector allocations among other reasons. The
influence of these factors as well as others on performance may evolve over time based on market
conditions. Moreover, PPIFs are in the early stages of their three-year investment periods (the time
period during which Eligible Assets may be purchased) and early performance may be
disproportionately impacted by structuring and transaction costs and the pace of capital deployment
by each PPIF. Because of this, industry practice counsels that, at this stage, any performance
analysis done on these funds would not generate meaningful results and it would be premature to
draw any long-term conclusions about the performance of individual PPIFs or PPIP in general from
the data reported below. It should be noted that the current and past performance of a PPIF is not
indicative of its future performance.
Performance Since Inception
p
((As of JJune 30,, 2010))
Fund
AG GECC PPIF Master Fund, L.P.
AllianceBernstein Legacy Securities Master Fund,
Fund L.P.
LP
Blackrock PPIF, L.P.
Invesco Legacy Securities Master Fund, L.P.
Marathon Legacy Securities Public-Private Investment Partnership, L.P.
Oaktree PPIP Fund, L.P.
RLJ Western Asset Public/Private Master Fund, L.P.
Wellington Management Legacy Securities PPIF Master Fund, LP
(1)
Performance is net of management fees and expenses attributable to Treasury.
(2)
Time-weighted geometrically linked return calculated on a consistent basis across all PPIFs.
(3)
Dollar-weighted rate of return calculated on a consistent basis across all PPIFs.
Inception Date
11/12/09
10/23/09
10/16/09
10/13/09
12/15/09
02/19/10
11/23/09
10/19/09
Cumulative Net
Performance
Since Inception
25.6%
11 6%
11.6%
20.9%
14.0%
12.5%
4.3%
13.7%
9.0%
(1)(2)
Net Internal
Rate of Return
Since Inception
37.6%
25 8%
25.8%
34.8%
28.2%
25.6%
13.8%
23.9%
13.0%
7
(1)(3)
GLOSSARY OF TERMS
Non-Agency Residential Mortgage-Backed Securities (RMBS)
Non-Agency
N
A
R
Residential
id i l M
Mortgage B
Backed
k dS
Securities
i i (RMBS)
(RMBS): Type
T
off mortgage-backed
b k d security
i
that is secured by loans on residential properties that are not issued or guaranteed by Fannie Mae, Freddie
Mac or Ginnie Mae, or any other United States federal government-sponsored enterprise (GSE) or a
United States federal government agency. Non-Agency RMBS are typically classified by underlying
collateral / type of mortgage (i.e. Prime, Alt-A, Subprime, Option ARM).
Pi
Prime:
M
Mortgage
lloan made
d to a b
borrower with
i h good
d credit
di that
h generally
ll meets the
h llender’s
d ’ strictest
i
underwriting criteria. Non-Agency Prime loans generally are loans that exceed the dollar amount eligible
for purchase by the GSEs (jumbo loans), but may include lower balance loans as well.
Alt-A: Mortgage loan made to a borrower with good credit but with limited documentation, or other
characteristics that do not meet the standards for Prime loans. An Alt-A loan may have a borrower with a
l
lower
r FICO score,
r a hi
higher
h r lloan-to-value
t
l ratio,
r ti orr lilimited
it d orr no ddocumentation
t ti compared
p r d tto a Prime
Pri loan.
l
Subprime: Mortgage loan made to a borrower with poor credit, typically having a FICO score of 620 or
less.
Option ARM: Mortgage loan that gives the borrower a set of choices of how much interest and principal
to pay each month. This may result in negative amortization (i.e. an increasing loan principal balance over
time).
i )
Commercial Mortgage-Backed Securities (CMBS)
Commercial Mortgage Backed Securities (CMBS): Type of mortgage-backed security that is secured
byy loans on commercial properties
p p
such as office buildings,
g retail buildings,
g apartment
p
buildings,
g hotels,
etc. CMBS are typically classified by position in the capital structure (i.e. Super Senior, AM, AJ).
Super Senior: Most senior originally rated AAA bonds in a CMBS securitization with the highest level of
credit enhancement. Credit enhancement refers to the percentage of the underlying mortgage pool by
balance that must be written down before the bond experiences any losses. Super Senior bonds often
comprised 70% of a securitization and therefore had 30% credit enhancement at issuance.
AM: Mezzanine-level originally rated AAA bond. AM bonds often comprised 10% of a CMBS
securitization and therefore had 20% credit enhancement at issuance, versus 30% for Super Senior bonds.
AJ: The most junior bond in a CMBS securitization that attained a AAA rating at issuance.
8
Monthly 105(a) Report
July 2010
Appendix 3
Housing Scorecard and Servicer Performance Report
The Obama Administration’s Efforts To Stabilize
Th
e ToHousing
Market
The Obama Administration’s
Efforts
Stabilize The Housing
Market and Help American Homeowners
and Help American Homeowners
U.S. Department of Housing and Urban Development | Office of Policy Development and Research
July 2010
U.S. Department
of Housing
and Urban
Development
| Office
of Policy
Development
Research
U.S Department
of Housing
and Urban
Development
| U.S.
Department
of the and
Treasury
The Administration’s goal is to promote stability for both the
housing market and homeowners. To meet these objectives in
the context of a very challenging market, the Administration
developed a broad approach implementing state and local
housing agency initiatives, tax credits for homebuyers,
neighborhood stabilization and community development
programs, mortgage modifications and refinancing, continued
FHA engagement, and support for Fannie Mae and Freddie
Mac. In addition, Federal Reserve and Treasury MBS purchase
programs have helped to keep mortgage interest rates at record
lows over the past year. More detail on the Administration’s
efforts can be found in the Appendix.
July 2010 Scorecard on Administration’s
Comprehensive Housing Initiative
The President’s housing market recovery efforts began
immediately after taking office in February 2009. As of July
2010, the Administration’s comprehensive response, as outlined
above, has yielded the following results:
•
•
Historic low rates continue to promote affordability:
Families continue to benefit from the lowest rates in history
on 30-year fixed mortgages. Since April of 2009, record
low rates have helped more than 7.2 million homeowners to
refinance, resulting in more stable home prices and $12.9
billion in total borrower savings.
Over twice as many homeowners helped compared to
foreclosure completions: Nearly three million borrowers
have received restructured mortgages since April 2009,
outpacing the 1.24 million foreclosure completions for the
same period. As more families are able to remain in their
homes, household assets continue to rise with $1.1 trillion in
home equity gained since April 2009.
•
HAMP permanent modifications are on pace, as more
than 51,000 trial agreements graduated to permanent
in June: Servicers report the number of homeowners
receiving restructured mortgages has increased to a new
total of 2.95 million, including more than 1.2 million
homeowners under HAMP trial modifications and nearly
400,000 benefitting from FHA loss mitigation activities.
However, cancellations from HAMP trial plans remain high
as many borrowers who received temporary modifications
were not able to meet eligibility requirements such as
verifying their income and successfully making trial
payments. Link to view the latest Making Home Affordable
program report: http://www.financialstability.gov/docs/
June%20MHA%20Public%20071810.pdf
For the first time, this report now tracks the impact of HUD’s
Neighborhood Stabilization Program (NSP), a $6 billion
effort to help local jurisdictions address the foreclosure crisis
by allowing grantees to acquire foreclosed homes and repair,
redevelop, rent or sell them to low and moderate income
households. Nearly $2 billion in Recovery Act funds were
awarded in the second round of NSP grants.
Meanwhile other data in the scorecard show that the recovery
of the housing market remains fragile, with the some measures
suggesting recovery will take place over time. For example,
in May, sales of new and existing sales dropped after the
expiration of the tax credit, and the supply of homes on and off
the market remains near all-time highs; it will take time to work
through this large inventory.
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
The Obama Administration’s Efforts To Stabilize The Housing Market and Help American Homeowners
Expectations on House Prices Have Shifted Up from 2009
House Prices Show Signs of Stabilizing
Existing Homes on the Market Below Peak, But Number of
Units Held Off the Market Has Increased
Existing and New Home Sales
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
The Obama Administration’s Efforts To Stabilize The Housing Market and Help American Homeowners
7.2 Million Homeowners Have Refinanced Since April 2009
Mortgage Rates Fall to Record Low and Affordability Index Remains High
Foreclosure Starts Declining, Foreclosure
Completions Remain Elevated
Three Million Borrowers Have Received Restructured Mortgages,
Outpacing Foreclosures
833333.3
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
The Obama Administration’s Efforts To Stabilize The Housing Market and Help American Homeowners
Homeowners Save From Reduced Mortgage Payments
Home Equity Up More than $1 Trillion Since First Quarter 2009
Housing Counselors Serve Millions of Families
FHA Supports Mortgage Lending During Crisis
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
Department of Housing
Development
| Office of
Policy Development
and ResearchHomeowners
The Obama U.S.
Administration’s
Effortsand
ToUrban
Stabilize
The Housing
Market
and Help American
HOUSING ASSISTANCE AND STABILIZATION PERFORMANCE METRICS
Indicator
Distressed Borrowers Assisted (thousands)
HAMP Trial Modifications
HAMP Permanent Modifications
FHA Loss Mitigation Interventions
HOPE Now Modifications
Counseled Borrowers (thousands)
Borrower Annual Savings ($ millions)
HAMP Trial Modifications
HAMP Permanent Modifications
All Refinances
Completed Activities under NSP (housing units)
New Construction or Residential Rehab
Demolition or Clearance
Direct Homeownership Assistance
Change in Aggregate Home Equity
($ billions)
This Period Last Period
Cumulative From Apr 1, 2009
Latest Release
38.7
51.2
32.9
112.1
30.1
47.7
25.2
103.1
1,282.9
398.0
416.4
1,322.7
June-10
June-10
June-10
May-10
839.4
1,075.6
3,558
----
----
2,313.3
2,410.3
12,909.0
2nd Q 10
2nd Q 10
2nd Q 10
2,118 (p)
1,278
48
8,597 (p)
3,580
679
21,148 (p)
11,814
3,283
2nd Q 10
2nd Q 10
2nd Q 10
28.6
97.3
1,079.4
1st Q 10
1st Q 10
HOUSING MARKET FACT SHEET
Indicator
Mortgage Rates (30-Yr FRM, percent)
This Period Last Period
4.57
4.57
Year Ago
5.14
As of Dec 2008
5.1
Latest Release
15-Jul-10
Housing Affordability (index)
162.0
168.3
174.2
166.3
May-10
Home Prices (indices)
Case Shiller (NSA)
FHFA (SA)
144.6
194.7
143.4
193.2
139.3
197.7
150.5
199.0
April-10
April-10
Home Sales (thousands, SA)
New
Existing
First Time Buyers
25.0
471.7
233.4
37.2
482.5
244.2
30.6
395.8
200.4
31.4
395.0
174.8
May-10
May-10
May-10
3,892.0
8.3
213.0
8.5
3,628.0
4,029.0
8.4
214.0
5.8
3,497.0
3,851.0
9.7
291.0
9.5
3,527.0
3,700.0
9.4
353.0
11.2
3,508.0
1,100.8 (p)
1,140.8 (p)
1,178.3
683.5
1,941.0
997.4
767.2
986.4
25.22 (p)
118.9 (p)
89.2 (p)
27.7
112.1
81.8
79.4
107.9
85.2
62.9
72.7
56.2
June-10
June-10
June-10
5.6
36.3
12.4
5.9
36.4
12.4
5.0
34.3
12.2
4.4
34.1
14.3
June-10
June-10
June-10
1,868.0
1,885.7
551.3
1,939.5
1,930.9
548.2
1,472.3
1,817.1
368.2
910.5
1,642.8
333.1
June-10
June-10
June-10
11,276.9
11,321.7
10,163.3 (a)
--
96.2
132.1
85.5
96.5
132.7
93.8
116.1
141.6
79.7
121.5
103.0
78.9
Housing Supply
Existing Homes for Sale (thousands, NSA)
Existing Homes - Months’ Supply (months)
New Homes for Sale (thousands, SA)
New Homes for Sale - Months’ Supply (months, SA)
Vacant Units Held Off Market (thousands)
Mortgage Originations (thousands)
Refinance Originations
Purchase Originations
FHA Originations (thousands)
Refinance Originations
Purchase Originations
Purchases by First Time Buyers
Mortgage Delinquency Rates (percent)
Prime
Subprime
FHA
Seriously Delinquent Mortgages (thousands)
Prime
Subprime
FHA
Underwater Borrowers (thousands)
Foreclosure Actions (thousands)
Foreclosure Starts
Notice of Foreclosure Sale
Foreclosure Completions
SA= seasonally adjusted, NSA = not seasonally adjusted, p = preliminary, a = adjusted for methodology change.
May-10
May-10
May-10
May-10
1st Q 10
2nd Q 10
2nd Q 10
1st Q 10
June-10
June-10
June-10
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
Department of Housing
Development
| Office of
Policy Development
and ResearchHomeowners
The Obama U.S.
Administration’s
Effortsand
ToUrban
Stabilize
The Housing
Market
and Help American
A. Items in Tables
Description
SOURCES AND METHODOLOGY
Distressed Homeowners Assisted
HAMP Trial Modifications
HAMP Permanent Modifications
FHA Loss Mitigation Interventions
HOPE Now Modifications
Frequency
Sources
Notes on Methodology
Monthy
Monthy
Monthy
Monthy
Treasury
Treasury
HUD
Hope Now Alliance
As reported.
As reported.
All FHA loss mitigation and early delinquency interventions.
All proprietary modifications completed.
Counseled Borrowers (thousands)
Quarterly
HUD
Housing Counseling Activity Reported by All HUD-Approved Housing Counselors.
Borrower Annual Savings
HAMP Trial Modifications
HAMP Permanent Modifications
All Refinances
Quarterly
Quarterly
Quarterly
Treasury, Freddie Mac, and HUD
Treasury and HUD
MBA, Treasury, and HUD
Estimates of average savings per HAMP Trial Modifications by Freddie Mac.
Average savings per HAMP permanent modification by Treasury.
Refinance originations (see below) multiplied by Treasury estimate of savings per refinance.
Completed Activities under NSP (housing units)
New Construction or Residential Rehab
Demolition or Clearance
Direct Homeownership Assistance
Monthly
Monthly
Monthly
HUD
HUD
HUD
Housing Units Constructed/Rehabilitated using Neighborhood Stabilization Program.
Housing Units Demolished/Cleared using Neighborhood Stabilization Program.
Completed downpayment assistance or non-amortizing second mortgages by grantee to
make purchase of NSP unit affordable.
Change in Aggregate Home Equity
Quarterly
Federal Reserve Board
Difference in aggregate household owners' equity in real estate as reported in the Federal Reserve Board's Flow of Funds Accounts of the United States for stated time period.
Mortgage Rates (30-Yr FRM)
Weekly
Freddie Mac
Primary Mortgage Market Survey, as reported.
Housing Affordability
Monthly
National Association of Realtors ®
NAR's composite housing affordability index as reported. A value of 100 means that
a family with the median income has exactly enough income to qualify for a mortgage
on a median-priced home. An index above 100 signifies that family earning the median
income has more than enough income to qualify.
Home Prices
Case-Shiller (NSA)
Monthy
Standard and Poor’s
Monthy
Federal Housing Finance Agency
Case-Shiller 20-metro composite index, January 2000 = 100. Standard and Poor's
recommends use of not seasonally adjusted index when making monthly comparisons.
FHFA monthly (purchase-only) index for US, January 1991 = 100.
Monthy
HUD and Census Bureau
Existing
Monthy
National Association of Realtors ®
First Time Buyers
Monthy
NAR, Census Bureau, and HUD
Housing Supply
Existing Homes for Sale (SA)
Existing Homes - Months’ Supply
New Homes for Sale (SA)
New Homes for Sale - Months’ Supply
Vacant Units Held Off Market
Monthly
Monthly
Monthly
Monthly
Quarterly
National Association of Realtors ®
National Association of Realtors ®
HUD and Census Bureau
HUD and Census Bureau
Census Bureau
As reported.
As reported.
As reported.
As reported.
As reported.
Mortgage Originations
Refinance Originations
Quarterly
Purchase Originations
Quarterly
Mortgage Bankers Association
and HUD
Mortgage Bankers Association
and HUD
HUD estimate of refinance originations based on MBA estimate of dollar volume of refiance originations.
HUD estimate of home purchase originations based on MBA estimate of dollar volume of
home purchase originations.
FHFA (SA)
Home Sales (SA)
New
Seasonally adjusted annual rates divided by 12. A newly constructed house is considered
sold when either a sales contract has been signed or a deposit accepted, even if this occurs
before construction has actually started.
Seasonally adjusted annual rates divided by 12. Existing-home sales, which include
single-family, townhomes, condominiums and co-ops, are based on transaction closings.
This differs from the U.S. Census Bureau’s series on new single-family home sales, which are
based on contracts or the acceptance of a deposit.
Sum of seasonally adjusted new and existing home sales (above) multiplied by National
Association of Realtors ® annual estimate of first time buyer share of existing home sales.
FHA Originations
Refinance Originations
Purchase Originations
Purchases by First Time Buyers
Monthy
Monthy
Monthy
HUD
HUD
HUD
FHA originations reported as of date of loan closing. Estimate for current month scaled
upward due to normal reporting lag and shown as preliminary.
Mortgage Delinquency Rates (NSA)
Prime
Monthy
LPS-McDash Analytics
Subprime
Monthy
LPS-McDash Analytics
FHA
Monthy
HUD
Total mortgages past due (30+ days) but not in foreclosure, divided by mortgages
actively serviced.
Total mortgages past due (30+ days) but not in foreclosure, divided by mortgages
actively serviced.
Total FHA mortgages past due (30+ days) but not in foreclosure, divided by FHA’s
insurance in force.
Seriously Delinquent Mortgages
Prime
Subprime
FHA
Monthly
Monthly
Monthly
LPS-McDash, MBA, and HUD
LPS-McDash, MBA, and HUD
HUD
Mortgages 90+ days delinquent or in foreclosure, scaled up to market.
Mortgages 90+ days delinquent or in foreclosure, scaled up to market.
Mortgages 90+ days delinquent or in foreclosure.
Underwater Borrowers
Quarterly
First American CoreLogic
As reported. Due to change in reporting methodology, underwater borrower estimates
prior to the third quarter of 2009 are adjusted to be compatible with current estimates.
Foreclosure Actions
Foreclosure Starts
Notice of Foreclosure Sale
Foreclosure Completions
Monthy
Monthy
Monthy
Realty Trac
Realty Trac
Realty Trac
Notice of default plus lis pendens.
Notice of sale (auctions).
Real Estate Owned (REO).
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
Department of Housing
Development
| Office of
Policy Development
and ResearchHomeowners
The Obama U.S.
Administration’s
Effortsand
ToUrban
Stabilize
The Housing
Market
and Help American
SOURCES AND METHODOLOGY
B. Notes on Charts.
1. Monthly house price trends shown as changes in respective house price indices applied to a common base price set equal to the median price of an existing home sold
in January 2003 as reported by the National Association of Realtors. Indices shown: S&P/Case Shiller 20-metro composite index (NSA), January 2000 = 100, and
FHFA monthly (purchase-only) index for US (SA), January 1991 = 100.
2. S&P/Case-Shiller 20 Metro Index as reported monthly. Futures index figures report forward expectations of house prices reflected by the market as of the
date indicated.
3. Reported seasonally adjusted annual rates for new and existing home sales divided by 12.
4. HUD estimate of refinance originations based on MBA estimate of dollar volume of refinance originations.
5. Cumulative HAMP modifications started, FHA loss mitigation and early delinquency interventions, plus proprietary modifications completed as reported by
Hope Now Alliance. Foreclosure completions are properties entering Real Estate Owned (REO) as reported by Realty Trac.
6. Foreclosure starts include notice of default and lis pendens, completions are properties entering REO. Both as reported by Realty Trac.
7. See “Borrower Annual Savings” above.
8. FHA market shares as FHA purchase and refinance originations divided by HUD estimates of purchase and refinance mortgage originations as noted in
“Mortgage Originations” above.
U.S Department of Housing and Urban Development
U.S. Department of the Treasury
Department of Housing
Development
| Office of
Policy Development
and ResearchHomeowners
The Obama U.S.
Administration’s
Effortsand
ToUrban
Stabilize
The Housing
Market
and Help American
Appendix
The Administration has taken a broad set of actions to stabilize the housing market and help American
homeowners. A year ago, stress in the financial system had severely reduced the supply of mortgage credit,
limiting the ability of Americans to buy homes or refinance mortgages. Millions of responsible families who
had made their monthly payments and had fulfilled their obligations saw their property values fall. They also
found themselves unable to refinance at lower mortgage rates.
In February 2009, less than one month after taking office, President Obama announced the Homeowner
Affordability and Stability Plan. As part of this plan and through other housing initiatives, the Administration
has taken the following actions to strengthen the housing market:
•
Supported to Fannie Mae and Freddie Mac to ensure continued access to affordable mortgage credit;
•
The Federal Reserve and the U.S. Treasury purchased more than $1.4 trillion in agency mortgage
backed securities through independent MBS purchase programs, helping to keep mortgage rates at
historic lows;
•
Launched a modification initiative to help homeowners reduce mortgage payments to affordable levels
and to prevent avoidable foreclosures;
•
Launched a $23.5 billion Housing Finance Agencies Initiative to increase sustainable homeownership
and rental resources;
•
Supported the First Time Homebuyer Tax Credit, which has helped 2.5 million American families
purchase homes;
•
Provided more than $5 billion in support for affordable rental housing through low income housing
tax credit programs and $2 billion in support for the Neighborhood Stabilization Program through the
Recovery Act to restore neighborhoods hardest hit by concentrated foreclosures;
•
Created the $2.1 billion HFA Hardest Hit Fund for innovative foreclosure prevention programs in the
nation’s hardest hit housing markets.
•
Supported home purchase and refinance activity through the FHA to provide access to affordable
mortgage capital and help homeowners prevent foreclosures.
###
Monthly 105(a) Report
July 2010
Appendix 4
Financial Statement
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
July 31, 2010
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
39,388,348
39,388,348
745,609
11,960
669,885
395
135,713,128
496,115
232,054
27
137,869,173
$
$177,257,521
,
,
$
$
$
$
Expenditures
39,161,818
39,161,818
705,051
11,960
587,209
395
91,981,589
486,972
222,675
27
93,995,878
133,157,696
,
,
For Period Ending
August 31, 2010
$
Projected
Obligations
41,933,000
41,933,000
787,000
12,000
670,000
400
138,928,000
512,000
232,000
27
141,141,427
$
Projected
Expenditures
41,708,000
41,708,000
746,000
12,000
599,000
400
97,166,000
506,000
223,000
27
99,252,427
$
183,074,427
,
,
$
140,960,427
,
,
$
$
$
$
$
$
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Agreements Under TARP [Section 105(a)(3)(A)]
For Period Ending July 31, 2010
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
12/12/2008
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
11/29/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
12/22/2009
1/4/2010
1/15/2010
1/29/2010
2/16/2010
3/29/2010
4/12/2010
4/13/2010
4/14/2010
4/20/2010
4/20/2010
4/22/2010
4/23/2010
5/17/2010
6/24/2010
6/30/2010
7/22/2010
Type of
Transaction
BPA
BPA
Financial Agent
BPA
BPA
IAA
BPA
BPA
Contract
BPA
IAA
Procurement
IAA
IAA
Procurement
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
IAA
Financial Agent
Financial Agent
Financial Agent
Financial Agent
Financial Agent
Financial Agent
IAA
Contract
Contract
Contract
Financial Agent
Contract
BPA
Contract
IAA
BPA
Contract
Contract
Financial Agent
Contract
Contract
Contract
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
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 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
Department of the Treasury - Departmental Offices
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*
Federal Maritime Commission
Association of Government Accountants
NNA Inc.
The MITRE Corporation
Morgan Stanley
EnnisKnupp
Qualx Corporation
Squire Sanders & Dempsey
FMS-Gartner
Microlink LLC
Digital Management Inc.
RDA Corporation
Lazard Frères & Co. LLC
Reed Elsevier Inc.
George Washington University
Schiff Hardin LLP
* 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
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
D t il
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
Administrative Support
Financial Advisory
Financial Advisory
Financial Advisory
Financial Advisory
Financial Advisory
Financial Advisory
Detailee
Administrative Support
Administrative Support
Administrative Support
Asset Management Services
Financial Advisory
Administrative Support
Legal Advisory
Administrative Support
Administrative Support
Administrative Support
Administrative Support
Financial Advisory
Administrative Support
Administrative Support
Legal Advisory
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Insurance Contracts [Section 105(a)(3)(B)]
For Period Ending July 31, 2010
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 July 31, 2010
CAPITAL PURCHASE PROGRAM
Seller
Footnote
Purchase Date
1b
10/28/2008
10/28/2008
11, 23 5/26/2010
14
3a 11/24/2009
Purchase Details
Name of Institution
Bank of America Corporation
The Bank of New York Mellon Corporation
City
Charlotte
New York
State
Investment Description
Investment Amount
NC
NY
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
15,000,000,000
3,000,000,000
Pricing
Mechanism
Par
Par
10/28/2008
Citigroup Inc.
New York
NY
Common Stock w/ Warrants
$
25,000,000,000
Par
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
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.
N
Northern
th
Trust
T t Corporation
C
ti
SunTrust Banks, Inc.
New York
New York
New York
Boston
San Francisco
Redding
Hendersonville
San Francisco
Chicago
Chi
Atlanta
NY
NY
NY
MA
CA
CA
NC
CA
IL
GA
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 St
Stock
k w// W
Warrants
t
Preferred Stock w/ Warrants
$
$
$
$
$
$
$
$
$
$
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
1,576,000,000
576 000 000
3,500,000,000
Par
Par
Par
Par
Par
Par
Par
Par
P
Par
Par
11/14/2008
Broadway Financial Corporation
Los Angeles
CA
Preferred Stock
$
9,000,000
Par
11/14/2008
11/14/2008
Washington Federal, Inc.
BB&T Corp.
M&T Bank Corporation (Provident Bancshares
Corp.)
Seattle
Winston-Salem
WA
NC
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
200,000,000
3,133,640,000
Par
Par
Baltimore
Portland
Dallas
Birmingham
McLean
Memphis
Columbus
Cleveland
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
$
$
$
$
$
$
$
$
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
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
11/14/2008
11/14/2008
11/14/2008
11/21/2008
11/21/2008
11/21/2008
Umpqua Holdings Corp.
Comerica Inc.
Regions Financial Corporation
Capital One Financial Corporation
First Horizon National Corporation
Huntington Bancshares
KeyCorp
Valley National Bancorp
Zions Bancorporation
Marshall & Ilsley Corporation
U.S. Bancorp
TCF Financial Corporation
First Niagara Financial Group
HF Financial Corp.
Centerstate Banks of Florida Inc.
Wayne
Salt Lake City
Milwaukee
Minneapolis
Wayzata
Lockport
Sioux Falls
Davenport
NJ
UT
WI
MN
MN
NY
SD
FL
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
$
$
$
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
300,000,000
1,400,000,000
1,715,000,000
6,599,000,000
361,172,000
184,011,000
25,000,000
27,875,000
Par
Par
Par
Par
Par
Par
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
12/9/2009
6/17/2009
4
4
Remaining Capital
Amount
Final
Disposition
Date
Disposition
Investment
Description
$
$
15,000,000,000
3,000,000,000
$
$
0
0
Warrants
Warrants
3/3/2010
8/5/2009
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
5/20/2010
Warrants
Warrants
Warrants
Warrants
Warrants
15
1b
Final Disposition
Proceeds
A $
R $
186,342,969
136,000,000
$
$
$
$
$
1,100,000,000
950,318,243
950,000,000
60,000,000
849,014,998
23
6/17/2009
6/17/2009
6/17/2009
6/17/2009
12/23/2009
4
6/17/2009
4
$
1 576 000 000
1,576,000,000
$
0
Warrants
W
t
8/26/2009
Warrants
W
t
R $
87,000,000
87
000 000
5/27/2009
6/17/2009
4
$
$
200,000,000
3,133,640,000
$
$
0
0
Warrants
Warrants
3/9/2010
7/22/2009
Warrants
Warrants
A $
R $
15,623,222
67,010,402
2/17/2010
3/17/2010
5
$
$
214,181,000
2,250,000,000
$
$
0
0
Warrants
Warrants
3/31/2010
5/6/2010
Warrants
Warrants
R $
A $
4,500,000
183,673,472
6/17/2009
4
$
3,555,199,000
$
0
Warrants
12/3/2009
Warrants
A $
148,731,030
6/3/2009
4
$
75,000,000
$
225,000,000
100,000,000
Preferred Stock w/
Warrants
Preferred Stock w/
Warrants
Warrants
5/18/2010
Warrants
A $
5,571,592
7/15/2009
12/15/2009
6/24/2009
6/30/2009
10/28/2009
Warrants
Warrants
Warrants
Warrants
Warrants
$
$
$
$
$
139,000,000
9,599,964
2,700,000
650,000
212,000
4/7/2010
Warrants
R $
18,500,000
4
4
5
4
4
4
9/23/2009
4
$
125,000,000
$
12/23/2009
4
$
100,000,000
$
0
6/17/2009
4/22/2009
5/27/2009
6/3/2009
9/30/2009
4
$
$
$
$
$
6,599,000,000
361,172,000
184,011,000
25,000,000
27,875,000
$
$
$
$
$
0
0
0
0
0
$
200,000,000
,
,
$
4
5
4
5
4
29 7/26/2010
Final Disposition
Remaining
Investment
Description
12/30/2009
200,000,000
,
,
11/21/2008
City National Corporation
Beverly Hills
CA
Preferred Stock w/ Warrants
$
400 000 000
400,000,000
Par
3/3/2010
4
$
200,000,000
$
0
11/21/2008
11/21/2008
First Community Bankshares Inc.
Western Alliance Bancorporation
Bluefield
Las Vegas
VA
NV
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
41,500,000
140,000,000
Par
Par
7/8/2009
5
$
41,500,000
$
0
11/21/2008
Webster Financial Corporation
Waterbury
CT
Preferred Stock w/ Warrants
$
400,000,000
Par
3/3/2010
4
$
100,000,000
$
11/21/2008
Pacific Capital Bancorp
Santa Barbara
CA
Preferred Stock w/ Warrants
$
180,634,000
Par
11/21/2008
11/21/2008
11/21/2008
11/21/2008
11/21/2008
Heritage Commerce Corp.
Ameris Bancorp
Porter Bancorp Inc.
Banner Corporation
Cascade Financial Corporation
San Jose
Moultrie
Louisville
Walla Walla
Everett
CA
GA
KY
WA
WA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
$
40,000,000
52,000,000
35,000,000
124,000,000
38,970,000
Par
Par
Par
Par
Par
300,000,000
Warrants
Warrants
Warrants
Warrants
Warrants
Preferred Stock w/
Warrants
Warrants
Warrants
9
9
9
9
R
A
R
R
A
R
A
R
R
R
Preferred Stock w/
Warrants
Page 4 of 46
Seller
Footnote
Purchase Date
26 5/18/2010
Name of Institution
City
State
Investment Description
Investment Amount
Pricing
Mechanism
Columbia Banking System, Inc.
Heritage Financial Corporation
First PacTrust Bancorp, Inc.
Severn Bancorp, Inc.
Tacoma
Olympia
Chula Vista
Annapolis
WA
WA
CA
MD
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
$
76,898,000
24,000,000
19,300,000
23,393,000
Par
Par
Par
Par
11/21/2008
Boston Private Financial Holdings, Inc.
Boston
MA
Preferred Stock w/ Warrants
$
154,000,000
Par
Associated Banc-Corp
Trustmark Corporation
First Community Corporation
Taylor Capital Group
Nara Bancorp, Inc.
Green Bay
Jackson
Lexington
Rosemont
Los Angeles
12/5/2008
Midwest Banc Holdings, Inc.
Melrose Park
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
12/5/2008
MB Financial Inc.
First Midwest Bancorp, Inc.
United Community Banks, Inc.
WesBanco, Inc.
Encore Bancshares Inc.
Manhattan Bancorp
Iberiabank Corporation
Chicago
Itasca
Blairsville
Wheeling
Houston
El Segundo
Lafayette
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
Mandatorily Convertible 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
12/5/2008
Eagle Bancorp, Inc.
Bethesda
MD
Preferred Stock w/ Warrants
WI
MS
SC
IL
CA
IL
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
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
20, 25
Purchase Details
525,000,000
215,000,000
11,350,000
104,823,000
67,000,000
Par
Par
Par
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
1/13/2010
4
$
50,000,000
$
6/16/2010
4
$
104,000,000
$
0
Preferred Stock w/
Warrants
Warrants
12/9/2009
4
$
215,000,000
$
0
Warrants
12/30/2009
Warrants
R $
10,000,000
R $
950,000
R $
R $
63,364
1,200,000
104,000,000
Par
Par
Par
Par
Par
Par
Par
Par
9/9/2009
4
$
75,000,000
$
0
Warrants
12/23/2009
Warrants
9/16/2009
3/31/2009
4
$
$
1,700,000
90,000,000
$
$
0
0
10/14/2009
5/20/2009
Warrants
Warrants
$
38,235,000
Par
12/23/2009
5
$
15,000,000
$
23,235,000
7/21/2010
4
$
41,547,000
$
41,547,000
Warrants
Warrants
Preferred Stock w/
Warrants
Preferred Stock w/
Warrants
$
97,500,000
$
32,500,000
10/28/2009
Warrants
R $
1,307,000
Olney
MD
Preferred Stock w/ Warrants
$
83,094,000
Par
Fernandina Beach
Pasadena
FL
CA
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
9,950,000
306,546,000
Par
Par
12/5/2008
South Financial Group, Inc.
Greenville
SC
Preferred Stock w/ Warrants
$
347,000,000
Par
12/5/2008
12/5/2008
12/5/2008
Great Southern Bancorp
Cathay General Bancorp
Southern Community Financial Corp.
Springfield
Los Angeles
Winston-Salem
MO
CA
NC
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
$
$
$
58,000,000
258,000,000
42,750,000
Par
Par
Par
12/5/2008
CVB Financial Corp
Ontario
CA
Preferred Stock w/ Warrants
$
130,000,000
Par
5
4
17
12
24
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
P f
d St
Stock
k w// W
Warrants
t
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
Final Disposition
Proceeds
89,388,000
Coastal Banking Company, Inc.
East West Bancorp
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
15
196,000,000
193,000,000
180,000,000
75,000,000
34,000,000
1,700,000
90,000,000
Sandy Spring Bancorp, Inc.
Defiance
Charleston
Birmingham
Stillwater
San Juan
Overland Park
Fairlawn
Novato
Thomasville
Somerville
Poplar Bluff
Jericho
Naples
Clinton
Bowie
Port
P t St.
St Lucie
L i
Spokane
Oakdale
Evansville
Raleigh
Seattle
Santa Clara
Lorain
Wilmington
Lititz
New York
Hopkinsville
Disposition
Investment
Description
$
$
$
$
$
$
$
12/5/2008
12/5/2008
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,
B
Inc.
I
Sterling Financial Corporation
Oak Valley Bancorp
Old National Bancorp
Capital Bank Corporation
Pacific International Bancorp
SVB Financial Group
LNB Bancorp Inc.
Wilmington Trust Corporation
Susquehanna Bancshares, Inc
Signature Bank
HopFed Bancorp
Final Disposition
Final
Disposition
Date
$
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
12/5/2008
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
Remaining
Investment
Description
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
5,800,000
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
120,000,000
18,400,000
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
9
9
9/2/2009
4
$
32,500,000 $
0
Preferred Stock w/
Warrants
Warrants
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
6/16/2010
Warrants
R $
6,820,000
4/21/2010
3/31/2009
4
$
$
200,000,000
120,000,000
$
$
Warrants
Warrants
3/10/2010
Warrants
A $
11,320,751
8/26/2009
4
100,000,000
0
Page 5 of 46
Seller
Footnote
Purchase Date
Name of Institution
City
State
Citizens Republic Bancorp, Inc.
Indiana Community Bancorp
Bank of the Ozarks, Inc.
Center Financial Corporation
NewBridge Bancorp
Sterling Bancshares, Inc.
The Bancorp, Inc.
TowneBank
Wilshire Bancorp, Inc.
Valley Financial Corporation
Flint
Columbus
Little Rock
Los Angeles
Greensboro
Houston
Wilmington
Portsmouth
Los Angeles
Roanoke
12/12/2008
Independent Bank Corporation
Ionia
MI
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
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 First Market Bankshares 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
Plains Capital Corporation
Tri-County Financial Corporation
OneUnited Bank
Patriot Bancshares, Inc.
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
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
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
22
Purchase Details
18
12/19/2008
2
2
2
2, 3
2
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
MI
IN
AR
CA
NC
TX
DE
VA
CA
VA
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
Mandatorily Convertible 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
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
$
$
$
$
$
$
$
$
$
$
300,000,000
21,500,000
75,000,000
55,000,000
52,372,000
125,198,000
45,220,000
76,458,000
62,158,000
16,019,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
$
74,426,000
Par
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
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
Bowling Green
VA
Preferred Stock w/ Warrants
$
59,000,000
Par
Mt. Pleasant
Providence
Lee's Summit
Elmira
Syracuse
Dubuque
Bowling Green
Wabash
Dallas
Waldorf
Boston
Houston
SC
RI
MO
NY
NY
IA
KY
IN
TX
MD
MA
TX
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
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
11/4/2009
4
$
75,000,000
$
0
Warrants
11/24/2009
Warrants
R $
2,650,000
5/5/2009
3/10/2010
4
$
$
125,198,000
45,220,000
$
$
0
0
Warrants
Warrants
6/9/2010
Warrants
A $
3,007,891
4/7/2010
4
$
10,000,000
$
0
Warrants
4/7/2010
Warrants
R $
1,488,046
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
2/10/2010
Warrants
Warrants
9
R $
R $
900,000
260,000
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
5
9
Page 6 of 46
Seller
Footnote
Purchase Date
2
2
2
2
2
2
2
2
2
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
12/23/2008
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
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
16
2
1a, 1b
Name of Institution
Pacific City Financial Corporation
Marquette National Corporation
Exchange Bank
Monadnock Bancorp, Inc.
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.
Fifth Third Bancorp
Hampton Roads Bankshares, Inc.
CIT Group Inc.
West Bancorporation, Inc.
First Banks, Inc.
Bank of America Corporation
Purchase Details
City
Los Angeles
Chicago
Santa Rosa
Peterborough
Bridgeview
Wichita
Dundalk
Los Angeles
Louisville
Cincinnati
San Jose
Laredo
Seattle
Buffalo
Emlenton
Newark
Greeneville
Elkton
Warsaw
Lancaster
Atmore
Muncie
u ce
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
State
CA
IL
CA
NH
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
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/ 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
Investment Amount
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
16,200,000
35,500,000
43,000,000
1,834,000
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
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
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
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
6/2/2010
Warrants
Disposition
Investment
Description
2/24/2010
5
$
80,000,000
$
0
Warrants
7/14/2010
4
$
376,500,000
$
0
Warrants
11/24/2009
4
$
3,455,000
$
2/10/2010
4
$
7,579,200,000
$
0
Warrants
4/29/2010
Warrants
2/8/2010
16
$
(2,330,000,000) $
0
N/A
N/A
N/A
12/9/2009
4
$
10,000,000,000
0
Warrants
3/3/2010
Warrants
$
10,340,000
15
9
Final Disposition
Proceeds
A $
3,116,284
A $
324,195,686
Preferred Stock 2
N/A
1b
A $
124,228,646
Page 7 of 46
Seller
Footnote
Name of Institution
Purchase Date
1/9/2009
1/9/2009
FirstMerit Corporation
Farmers Capital Bank Corporation
Purchase Details
City
Akron
Frankfort
State
OH
KY
Investment Description
Preferred Stock w/ Warrants
Preferred Stock w/ Warrants
Investment Amount
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
125,000,000
30,000,000
Pricing
Mechanism
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
4/22/2009
4
Remaining Capital
Amount
$
125,000,000
$
0
4
1/9/2009
2
2
2
2
2
3
2
2
2
2
2
2
2
2
2
2
28 7/20/2010
3
Peapack-Gladstone Financial Corporation
Gladstone
NJ
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
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
p
S&T Bancorp
ECB Bancorp, Inc.
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
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
1/16/2009
First BanCorp
San Juan
PR
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
1/16/2009
Texas Capital Bancshares, Inc.
Yadkin Valley Financial Corporation
Carver Bancorp, Inc
Citizens & Northern Corporation
MainSource Financial Group, Inc.
MetroCorp Bancshares, Inc.
United Bancorp, Inc.
Old Second Bancorp, Inc.
Dallas
Elkin
New York
Wellsboro
Greensburg
Houston
Tecumseh
Aurora
TX
NC
NY
PA
IN
TX
MI
IL
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
Mandatorily Convertible 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
$
28,685,000
Par
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
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
$
424,174,000
Par
$
$
$
$
$
$
$
$
75,000,000
36,000,000
18,980,000
26,440,000
57,000,000
45,000,000
20,600,000
73,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Warrants
5/27/2009
Warrants
R $
5,025,000
Disposition
Investment
Description
15
Final Disposition
Proceeds
$
7,172,000
$
10/7/2009
4
$
5,000,000
$
0
Preferred Stock w/
Warrants
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
5/19/2010
4
$
3,981,000
$
0
Preferred Stock 2
5/19/2010
Preferred Stock
R $
199,000
2/24/2010
5/20/2009
5/20/2009
5
$
$
$
18,751,000
7,414,000
64,779,000
,
,
$
$
$
0
0
0
Warrants
Warrants
Warrants
7/28/2010
6/24/2009
6/24/2009
Warrants
Warrants
Warrants
R $
R $
R $
250,000
275,000
1,400,000
,
,
5/13/2009
4
$
75,000,000
$
0
Warrants
3/11/2010
Warrants
A $
6,709,061
1/6/2010
4
4
21,513,000
2, 7
Page 8 of 46
Seller
Footnote
2
2
2
2
2, 19
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
1/16/2009
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
Pulaski Financial Corp
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.
p Inc.
Treatyy Oak Bancorp,
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)
City
State
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
Creve Coeur
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
MO
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/ 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
32,538,000
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
Par
Orlando
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
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
$
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
2
1/23/2009
CalWest Bancorp
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
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.
Rancho Santa
Margarita
Fresno
Oakland
Ocala
Effingham
Moscow
Windsor
Thousand Oaks
Tacoma
Ashland
Jonesboro
Blaine
Macon
Carmi
2
1/23/2009
FPB Financial Corp.
Hammond
LA
Preferred Stock w/ Exercised Warrants
$
3,240,000
Par
2
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
Stonebridge Financial Corp.
Peoples Bancorp Inc.
A h B
Anchor
BanCorp
C
Wi
Wisconsin
i IInc.
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
West Chester
Marietta
Madison
M di
Sewell
Powhatan
Troy
Middleburg
Palo Alto
Chicago
Fresno
Quincy
Midland Park
Oak Ridge
Oakland
PA
OH
WI
NJ
VA
MI
VA
CA
IL
CA
CA
NJ
NC
MD
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
P
Preferred
f
d St
Stock
k w// W
Warrants
t
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
10,973,000
39,000,000
110
110,000,000
000 000
16,288,000
11,385,000
266,657,000
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
P
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
12/30/2009
5
$
38,263,000
$
0
Warrants
2/3/2010
Warrants
9
R $
430,797
3/31/2009
4
$
15,000,000
$
0
Preferred Stock 2
4/15/2009
Preferred Stock
2, 7
R $
750,000
2/11/2010
19
$
(4,120,000) $
0
N/A
N/A
N/A
8/12/2009
4
$
12,500,000
$
5/27/2009
4
$
12,000,000
$
0
Preferred Stock 2
5/27/2009
Preferred Stock
2, 7
R $
600,000
4/22/2009
4
$
4,900,000
$
0
Preferred Stock 2
4/22/2009
Preferred Stock
2, 7
R $
245,000
12/23/2009
4
$
10,189,000
$
0
Preferred Stock 2
12/23/2009
Preferred Stock
2, 7
R $
509,000
12/16/2009
6/16/2010
4
$
$
1,000,000
2,240,000
$
$
Preferred Stock 2
Preferred Stock 2
6/16/2010
Preferred Stock
2, 7
R $
162,000
12/23/2009
5
$
22,000,000
$
4
37,500,000
2,240,000
0
0
N/A
Preferred Stock 2
Warrants
Page 9 of 46
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
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
18
2/6/2009
2
2
2
2
2
2
2
2
2
2
2, 13 2/10/2010
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
2/6/2009
2/13/2009
2/6/2009
Purchase Details
Name of Institution
City
State
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
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
g
Bankshares, Inc.
(WashingtonFirst Bank)
Central Bancshares, Inc.
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
Union First Market Bankshares Corporation
(First Market Bank, FSB)
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
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Reston
VA
Preferred Stock w/ Exercised Warrants
$
6 633 000
6,633,000
Par
Houston
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
TX
NJ
NH
MD
GA
TN
PA
IA
NJ
MI
MS
NC
AK
IL
KS
SD
CA
NE
MA
KY
LA
TX
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
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Bowling Green
VA
Preferred Stock
$
33,900,000
Par
Banner County Ban Corporation
Centrix Bank & Trust
Todd Bancshares, Inc.
Georgia Commerce Bancshares, Inc.
First Bank of Charleston, Inc.
F & M Financial Corporation
The Bank of Currituck
CedarStone Bank
Community Holding Company of Florida, Inc.
Hyperion Bank
Pascack Bancorp, Inc.
(Pascack Community Bank)
First Western Financial, Inc.
QCR Holdings, Inc.
Harrisburg
Bedford
Hopkinsville
Atlanta
Charleston
Salisbury
Moyock
Lebanon
Miramar Beach
Philadelphia
NE
NH
KY
GA
WV
NC
NC
TN
FL
PA
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
$
$
$
$
$
$
$
$
$
$
795,000
7,500,000
4,000,000
8,700,000
3,345,000
17,000,000
4,021,000
3,564,000
1,050,000
1,552,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Westwood
NJ
Preferred Stock w/ Exercised Warrants
$
3,756,000
Par
Denver
Moline
CO
IL
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Warrants
$
$
8,559,000
38,237,000
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
6/16/2010
4
$
10,900,000
$
0
Preferred Stock 2
6/16/2010
Preferred Stock
2, 7
R $
545,000
4/21/2010
4
$
4,000,000
$
0
Preferred Stock 2
4/21/2010
Preferred Stock
2, 7
R $
200,000
Page 10 of 46
Seller
Footnote
Purchase Date
Purchase Details
Name of Institution
City
State
Investment Description
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
4
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
27
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
Westamerica Bancorporation
San Rafael
CA
Preferred Stock w/ Warrants
$
83,726,000
Par
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
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.
Midwest Regional Bancorp, Inc.
Bern Bancshares, Inc.
Northwest Bancorporation, Inc.
Liberty Bancshares, Inc.
F&M Financial Corporation
Meridian Bank
Northwest Commercial Bank
Royal Bancshares of Pennsylvania, Inc.
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
Bern
Spokane
Springfield
Clarksville
Devon
Lakewood
Narberth
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
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 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
Trust Preferred Securities 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
985,000
10,500,000
21,900,000
17,243,000
6,200,000
1,992,000
30,407,000
69,600,000
46,400,000
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
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
2/20/2009
First Merchants Corporation
Muncie
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
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
p
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.
Waukegan
Sonoma
Woodsville
Los Angeles
Oxford
Hinesville
Fayetteville
San Mateo
Buffalo
Malvern
Medford
New Market
Oneonta
Charleston
Cartersville
g
Ridgeland
Temple
Paris
Riverside
Tampa
Hoschton
Warsaw
Kosciusko
Greenville
Evansville
Columbia
New Canaan
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
Remaining
Investment
Description
11/18/2009
4
$
41,863,000
$
0
Preferred Stock w/
Warrants
Warrants
11/10/2009
4
$
700,000
$
0
Preferred Stock 2
6/9/2010
5
$
56,044,000
$
0
Warrants
9/2/2009
$
41,863,000
$
41,863,000
Final Disposition
Final
Disposition
Date
11/10/2009
Disposition
Investment
Description
Preferred Stock
15
2, 7
Final Disposition
Proceeds
R $
35,000
Page 11 of 46
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
2/27/2009
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
2
2
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
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, 3a 11/13/2009
2
2/27/2009
Purchase Details
Name of Institution
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)
Catskill Hudson Bancorp, Inc
Midtown Bank & Trust Company
City
State
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
Investment Description
Investment Amount
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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Par
Limerick
PA
Preferred Stock w/ Exercised Warrants
$
541,000
Par
HCSB Financial Corporation
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, Inc.
Haviland Bancshares, Inc.
1st United Bancorp, Inc.
Madison Financial Corporation
First National Corporation
St. Johns Bancshares, Inc.
Blackhawk Bancorp, Inc.
Rock Hill
Atlanta
Loris
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
Sheffield
Haviland
Boca Raton
Richmond
Strasburg
St. Louis
Beloit
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 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 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 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
3,000,000
5,222,000
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
425,000
10,000,000
3,370,000
13,900,000
3,000,000
10,000,000
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
Par
Par
Par
Par
Par
3/13/2009
IBW Financial Corporation
Washington
DC
Preferred Stock
$
6,000,000
Par
3/13/2009
Butler Point, Inc.
Catlin
Preferred Stock w/ Exercised Warrants
$
607,000
Par
IL
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
Disposition
Investment
Description
15
Final Disposition
Proceeds
4/14/2010
4
$
731,000
$
0
Preferred Stock 2
4/14/2010
Preferred Stock
2, 7
R $
37,000
7/14/2010
4
$
651,000
$
0
Preferred Stock 2
7/14/2010
Preferred Stock
2, 7
R $
33,000
4/21/2010
4
$
1,224,558,000
,
,
,
$
0
Warrants
7/7/2010
Warrants
R $
172,000,000
,
,
11/18/2009
4
$
10,000,000
$
0
Preferred Stock 2
11/18/2009
Preferred Stock
R $
500,000
2, 7
Page 12 of 46
Seller
Name of Institution
Purchase Details
City
State
Investment Description
Capital Repayment Details
Investment Amount
Pricing
Mechanism
Footnote
Purchase Date
2
2
2
2
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
3/20/2009
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
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
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
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/ 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
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
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
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
p
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.
Business Bancshares, Inc.
Standard Bancshares, Inc.
York Traditions Bank
Grand Capital Corporation
Allied First Bancorp, Inc.
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
Clayton
Hickory Hills
York
Tulsa
Oswego
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
MO
IL
PA
OK
IL
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
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
2,816,000
11,000,000
1,635,000
1,500,000
3,216,000
12,660,000
1,312,000
15,000,000
60,000,000
4,871,000
4,000,000
3,652,000
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
Par
Par
Par
Par
Par
2, 3
2
2
2
2
2
2
2
2
2, 3
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
2
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
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
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
Page 13 of 46
Seller
Purchase Details
Name of Institution
City
State
Footnote
Purchase Date
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
IL
8
5/8/2009
Investors Financial Corporation of Pettis County, Inc. Sedalia
MO
8
5/8/2009
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
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
p, Inc.
F & C Bancorp,
Holden
MO
8
5/22/2009
Diamond Bancorp, Inc.
Washington
MO
8
5/22/2009
United Bank Corporation
Barnesville
GA
2
2
2
2
2
5/29/2009
5/29/2009
5/29/2009
5/29/2009
5/29/2009
5/29/2009
Community Bank Shares of Indiana, Inc.
American Premier Bancorp
CB Holding Corp.
Citizens Bancshares Co.
Grand Mountain Bancshares, Inc.
Two Rivers Financial Group
New Albany
Arcadia
Aledo
Chillicothe
Granby
Burlington
IN
CA
IL
MO
CO
IA
8
5/29/2009
Fidelity Bancorp, Inc
Baton Rouge
LA
Investment Description
Subordinated Debentures 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
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures 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
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
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
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
Subordinated Debentures w/ Exercised
Warrants
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
$
3,000,000
Par
$
$
$
$
$
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
$
$
$
3,091,000
5,500,000
6,000,000
Par
Par
Par
$
3,000,000
Par
$
4,000,000
Par
$
13,644,000
Par
$
$
$
$
$
$
$
$
$
$
6,784,000
21,000,000
1,341,000
4 700 000
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
$
$
$
$
$
$
$
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
$
2,993,000
,
,
Par
$
20,445,000
Par
$
14,400,000
Par
$
$
$
$
$
$
19,468,000
1,800,000
4,114,000
24,990,000
3,076,000
12,000,000
Par
Par
Par
Par
Par
Par
$
3,942,000
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
11/24/2009
4
$
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 46
Seller
Footnote
Purchase Date
Purchase Details
Name of Institution
City
State
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
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
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
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
IL
8
6/19/2009
Century Financial Services Corporation
Santa Fe
NM
8
6/19/2009
NEMO Bancshares Inc.
Madison
MO
3, 8, 30 7/30/2010
6/19/2009
University Financial Corp, Inc.
St. Paul
MN
8
6/19/2009
Suburban Illinois Bancorp, Inc.
Elmhurst
IL
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
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
7/10/2009
Lincoln National Corporation
Radnor
PA
2, 10
2
2
2, 3
7/10/2009
7/17/2009
7/17/2009
7/17/2009
Bancorp Financial, Inc.
Brotherhood Bancshares, Inc.
SouthCrest Financial Group, Inc.
Harbor Bankshares Corporation
Oak Brook
Kansas City
Fayetteville
Baltimore
IL
KS
GA
MD
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
7/24/2009
Yadkin Valley Financial Corporation
Elkin
NC
Investment Description
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures 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 w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures 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
S
Subordinated
Debentures w// Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures
Subordinated Debentures 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
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
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
Investment Amount
Pricing
Mechanism
$
19,817,000
$
5,000,000
Par
$
17,969,000
Par
$
17,300,000
Par
$
$
$
$
$
2,892,000
6,000,000
2,760,000
4,700,000
4,000,000
Par
Par
Par
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining Capital
Amount
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
N/A
Disposition
Investment
Description
15
Final Disposition
Proceeds
-
N/A
Par
$
3,756,000
Par
$
15,000,000
Par
$
$
3,510,000
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
$
11,926,000
Par
$
15,000,000
Par
$
$
$
$
$
$
$
$
$
$
$
$
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
$
24,900,000
Par
$
1,700,000
Par
$
35,000,000
Par
$
12,000,000
Par
Preferred Stock w/ Warrants
$
950,000,000
Par
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Preferred Stock
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Warrants
$
$
$
$
13,669,000
11,000,000
12,900,000
6,800,000
Par
Par
Par
Par
$
50,000,000
Par
$
8,400,000
Par
$
2,500,000
Par
$
13,312,000
Par
4
$
11,926,000
$
0
N/A
3/31/2010
4
$ 3,400,000,000.00
$
0
Warrants
6/30/2010
4
$
$
0
Warrants
7/30/2010
950,000,000.00
N/A
Page 15 of 46
Seller
Purchase Details
Name of Institution
City
Footnote
Purchase Date
2, 10
2
7/24/2009
7/24/2009
Community Bancshares, Inc.
Florida Bank Group, Inc.
Kingman
Tampa
State
Investment Description
9/4/2009
The State Bank of Bartley
Bartley
NE
9/11/2009
Pathfinder Bancorp, Inc.
Oswego
NY
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
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 w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock
Preferred Stock w/ Exercised Warrants
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
Subordinated Debentures w/ Exercised
Warrants
Preferred Stock w/ Warrants
2
9/11/2009
Community Bancshares of Mississippi, Inc.
Brandon
MS
2, 10
2
2, 10
9/11/2009
9/11/2009
Heartland Bancshares
Bancshares, Inc
Inc.
PFSB Bancorporation, Inc.
Franklin
Pigeon Falls
IN
WI
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
8
8/21/2009
AmFirst Financial Services, Inc.
McCook
NE
2, 3
2
2, 10
8/28/2009
8/28/2009
8/28/2009
First Independence Corporation
First Guaranty Bancshares, Inc.
CoastalSouth Bancshares, Inc.
Detroit
Hammond
Hilton Head Island
MI
LA
SC
8, 10
8/28/2009
TCB Corporation
Greenwood
SC
8, 10
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
Investment Amount
Pricing
Mechanism
$
$
3,872,000
20,471,000
Par
Par
$
50,000,000
Par
$
7,000,000
Par
$
3,742,000
Par
$
$
$
$
20,000,000
50,236,000
1,004,000
4,000,000
Par
Par
Par
Par
$
5,000,000
Par
$
$
$
3,223,000
20,699,000
16,015,000
Par
Par
Par
$
9,720,000
Par
$
1,697,000
Par
$
6,771,000
Par
Preferred Stock w/ Exercised Warrants
$
52,000,000
Par
Preferred Stock w/ Exercised Warrants
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 w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
$
$
7,000,000
7
000 000
1,500,000
Par
Par
$
7,500,000
Par
$
$
$
$
5,976,000
10,000,000
10,103,000
3,300,000
Par
Par
Par
Par
$
2,443,320
Par
3, 8, 30 7/30/2010
10, 21
9/25/2009
Guaranty Capital Corporation
Belzoni
MS
Subordinated Debentures
$
14,000,000
Par
9/25/2009
GulfSouth Private Bank
Destin
FL
$
7,500,000
Par
8, 10
9/25/2009
Steele Street Bank Corporation
Denver
CO
$
11,019,000
Par
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
Preferred Stock w/ Exercised Warrants
Subordinated Debentures w/ Exercised
Warrants
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
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
$
$
$
22,252,000
4,000,000
12,700,000
Par
Par
Par
$
6,251,000
Par
$
$
$
$
6,229,000
6,842,000
3,535,000
6,657,000
Par
Par
Par
Par
$
4,400,000
Par
$
$
$
$
$
$
$
$
$
5,000,000
10,800,000
6,000,000
2,348,000
6,000,000
9,000,000
6,500,000
22,000,000
12,000,000
Par
Par
Par
Par
Par
Par
Par
Par
Par
8
10/23/2009
Cardinal Bancorp II, Inc.
Washington
MO
2
2, 10a
2, 10a
2, 10
10/30/2009
10/30/2009
11/6/2009
11/13/2009
Randolph Bank & Trust Company
WashingtonFirst Bankshares, Inc.
F & M Bancshares, Inc.
Fidelity Federal Bancorp
Asheboro
Reston
Trezevant
Evansville
NC
8, 10
11/13/2009
Community Pride Bank Corporation
Ham Lake
MN
2, 10a
2, 10
2
2, 10a
3, 10a
2
2, 10
2
2, 10
11/13/2009
11/20/2009
11/20/2009
11/20/2009
12/4/2009
12/4/2009
12/4/2009
12/11/2009
12/11/2009
HPK Financial Corporation
Presidio Bank
McLeod Bancshares, Inc.
Metropolitan Capital Bancorp, Inc.
Broadway Financial Corporation
Delmar Bancorp
Liberty Bancshares, Inc.
First Community Financial Partners, Inc.
Wachusett Financial Services, Inc.
Chicago
San Francisco
Shorewood
Chicago
Los Angeles
Delmar
Fort Worth
Joliet
Clinton
VA
TN
IN
IL
CA
MN
IL
CA
MD
TX
IL
MA
8
12/11/2009
Nationwide Bankshares, Inc.
West Point
NE
2, 10a
2, 10a
2, 10a
2, 10a
12/11/2009
12/11/2009
12/11/2009
12/11/2009
GrandSouth Bancorporation
1st Enterprise Bank
First Resource Bank
First Western Financial, Inc.
Greenville
Los Angeles
Exton
Denver
SC
CA
PA
CO
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
$
2,000,000
Par
$
$
$
$
6,319,000
6,000,000
2,417,000
11,881,000
Par
Par
Par
Par
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
7/30/2010
4
$
14,000,000
Remaining Capital
Amount
$
0
Final Disposition
Remaining
Investment
Description
Final
Disposition
Date
N/A
N/A
Disposition
Investment
Description
N/A
15
Final Disposition
Proceeds
-
N/A
Page 16 of 46
Seller
Footnote
Purchase Date
2, 10a
2, 10a
2, 10a
2
2, 10
2
2, 10a
2, 10a
2, 10a
2, 10a
2, 10a
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
12/18/2009
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
Purchase Details
Name of Institution
Meridian Bank
The Victory Bancorp, Inc.
City
State
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.
First Choice Bank
Highlands State Bank
Medallion Bank
Catskill Hudson Bancorp, Inc
TriSummit Bank
Atlantic Bancshares, Inc.
Union Financial Corporation
Mainline Bancorp, Inc.
Devon
Limerick
San Diego
Milwaukee
Harrisburg
Saginaw
Logan
Birmingham
Malvern
Closter
Oxford
Lebanon
Cerritos
Vernon
Salt Lake City
Rock Hill
Kingsport
Bluffton
Albuquerque
Ebensburg
PA
PA
CA
WI
PA
MI
UT
MI
PA
NJ
NC
TN
CA
NJ
UT
NY
TN
SC
NM
PA
8, 10
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
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
Preferred Stock
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
Preferred Stock w/ Exercised Warrants
Total Purchase Amount *
Investment Amount
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Treasury Investment Remaining
After Capital Repayment
Capital Repayment Details
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
2,359,000
9,698,000
3,500,000
4,237,000
2,000,000
2,179,000
4,500,000
Pricing
Mechanism
Capital Repayment
Capital
Amount (Loss) 6
Repayment Date
Remaining
Investment
Description
Remaining Capital
Amount
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
$
3,035,000
Par
$
$
$
$
$
$
4,567,000
1,508,000
2,453,000
3,262,000
1,753,000
4,000,000
Par
Par
Par
Par
Par
Par
$
204,925,930,320
TOTAL TREASURY CAPITAL PURCHASE PROGRAM (CPP) OUTSTANDING INVESTMENT AMOUNT
$
Total Repaid
$
Losses
$
147,319,957,535
**
Total Warrant Proceeds
$
5,946,504,118
(2,334,120,000)
55,271,852,785
* Total purchase amount includes the capitalization of accrued dividends referred to in Notes 20, 22 and 28.
** Total repaid includes (i) the amount of $8,479,158,535 applied as repayment under the Capital Purchase Program from the total proceeds of $10,505,219,983 received pursuant to the sales of Citigroup, Inc. common stock as of June 30, 2010 (see Note 23 and "Capital Purchase Program - Citigroup Common Stock Disposition" below) and (ii) the amounts
repaid by institutions that have completed exchanges for investments under the Community Development Capital Initiative (see Note 30 and "Community Development Capital Initiative" below).
Notes appear on the following page.
Page 17 of 46
1a/ 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
1b/ The warrant disposition proceeds amount are stated pro rata in respect of the CPP investments in Bank of America Corporation that occurred on 10/28/2008 and 1/9/2009. The total gross disposition proceeds from CPP warrants on 3/3/2010 was $310,571,615, consisting of $186,342,969 and $124,228,646. Proceeds from the disposition of TIP warrants
on 3/3/2010 appear on a following page of this report.
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 amount does not include accrued and unpaid dividends, which must be paid at the time of capital repayment.
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 the CPP, Targeted Investment Program (TIP), and Asset Guarantee Program (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 (CVRs). On 2/8/2010, the CVRs expired without value as the terms and conditions for distribution of common shares to holders of CVRs were not met.
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.
18/ On 2/1/2010, following the acquisition of First Market Bank (First Market) by Union Bankshares Corporation (the acquiror), the preferred stock and exercised warrants issued by First Market on 2/6/2009 were exchanged for a like amount of securities of the acquiror in a single series but with a blended dividend rate equivalent to those of Treasury's original
19/ On 2/11/2010, Pacific Coast National Bancorp dismissed its bankruptcy proceedings with no recovery to any creditors or investors, including Treasury, and the investment was extinguished.
20/ On 3/8/2010, Treasury exchanged its $84,784,000 of Preferred Stock in Midwest Banc Holdings, Inc. (MBHI) for $89,388,000 of Mandatory Convertible Preferred Stock (MCP), which is equivalent to the initial investment amount of $84,784,000, plus $4,604,000 of capitalized previously accrued and unpaid dividends. Subject to the fulfillment by MBHI of the
conditions related to its capital plan, the MCP may be converted to common stock.
21/ On 3/30/2010, Treasury exchanged its $7,500,000 of Subordinated Debentures in GulfSouth Private Bank for an equivalent amount of Preferred Stock, in connection with its conversion from a Subchapter S-Corporation, that comply with the CPP terms applicable to privately held qualified financial institutions.
22/ On 4/16/2010, Treasury exchanged its $72,000,000 of Preferred Stock in Independent Bank Corporation (Independent) for $74,426,000 of Mandatory Convertible Preferred Stock (MCP), which is equivalent to the initial investment amount of $72,000,000, plus $2,426,000 of capitalized previously accrued and unpaid dividends. Subject to the fulfillment by
Independent of the conditions related to its capital plan, the MCP may be converted to common stock.
23/ Treasury received Citigroup common stock pursuant to the June 2009 Exchange Agreement between Treasury and Citigroup which provided for the exchange into common shares of the preferred stock that Treasury purchased in connection with Citigroup's participation in the Capital Purchase Program (see note 11). On April 26, 2010, Treasury gave
Morgan Stanley
Stanley)
authority
up tto 1
1,500,000,000
off th
the common stock
during
the period
30,
the sale).
Completion
the sale
this authority
May 26
26, 2010
2010. O
On M
May 26
M
St l & Co.
C Incorporated
I
t d (Morgan
(M
St l ) discretionary
di
ti
th it as its
it sales
l agentt to
t sellll subject
bj t to
t certain
t i parameters
t
500 000 000 shares
h
t k ffrom titime tto titime d
i th
i d ending
di on June
J
30 2010 (or
( on completion
l ti off th
l ) C
l ti off th
l under
d thi
th it occurred
d on M
2010, Treasury again gave Morgan Stanley discretionary authority as its sales agent to sell subject to certain parameters up to 1,500,000,000 shares of the common stock from time to time during the period ending on June 30, 2010 (or on completion of the sale). Completion of the sale under this authority occurred on June 30, 2010. All such sales were
generally made at the market price. See "Capital Purchase Program - Citigroup, Inc., Common Stock Disposition" on following page for the actual number of shares sold by Morgan Stanley, the weighted average price per share and the total proceeds to Treasury from all such sales during those periods. On July 23, 2010, Treasury again gave Morgan
Stanley discretionary authority as its sales agent to sell subject to certain parameters up to 1,500,000,000 shares of the common stock from time to time during the period ending on September 30, 2010 (or on completion of the sale).
24/ On 4/29/2010, Treasury entered into an agreement with Sterling Financial Corporation (Sterling) to exchange Treasury’s $303,000,000 of Preferred Stock for an equivalent amount of Mandatory Convertible Preferred Stock (MCP). The closing of the exchange for MCP is subject to the receipt of regulatory and stockholder approvals. Subject to the
fulfillment by Sterling of the conditions related to its capital plan, the MCP may be converted to common stock.
25/ As of the date of this report, the banking subsidiary of this institution has been placed in receivership and the subsidiary's assets and liabilities were ordered to be sold to another bank.
26/ On 5/18/2010, Treasury entered into an agreement with The Toronto-Dominion Bank for the sale of all Preferred Stock and Warrants issued by South Financial Group, Inc. to Treasury at an aggregate purchase price of $130,179,218.75 for the Preferred Stock and $400,000.00 for the Warrants. Completion of the sale is subject to the fulfillment of certain
closing conditions.
27/ On 6/30/2010, Treasury exchanged $46,400,000 of its Series A Preferred Stock in First Merchants Corporation for a like amount of non tax-deductible Trust Preferred Securities issued by First Merchants Capital Trust III.
28/ On 7/20/2010, Treasury completed the exchange of its $400,000,000 of Preferred Stock in First BanCorp for $424,174,000 of Mandatorily Convertible Preferred Stock (MCP), which is equivalent to the initial investment amount of $400,000,000, plus $24,174,000 of capitalized previously accrued and unpaid dividends. Subject to the fulfillment by First
BanCorp of certain conditions, including those related to its capital plan, the MCP may be converted to common stock.
29/ On 7/26/2010, Treasury entered into an agreement with Pacific Capital Bancorp (Pacific Capital) to exchange Treasury’s $180,634,000 of Preferred Stock for an equivalent amount of Mandatorily Convertible Preferred Stock (MCP), plus a capitalized amount equal to accrued and unpaid dividends as of the date of closing. Completion of the exchange for
MCP is subject to certain closing conditions, including the satisfactory completion of a capital plan. Subject to the fulfillment by Pacific Capital of certain conditions, including the receipt of regulatory and shareholder approvals, the MCP may be converted to common stock.
30/ This institution qualified to participate in the Community Development Capital Initiative (CDCI), and has completed an exchange of its Capital Purchase Program investment for an investment under the terms of the CDCI program. See "Community Development Capital Initiative" below.
Page 18 of 46
CAPITAL PURCHASE PROGRAM - CITIGROUP, INC.
COMMON STOCK DISPOSITION
Date
4/26/2010 5/26/2010
5/26/2010 6/30/2010
7/23/2010 9/30/2010
Pricing Mechanism
1
2
4
Number of Shares
Proceeds
5
$4.1217
1,500,000,000 $
6,182,493,158
$3.8980
1,108,971,857 $
4,322,726,825
3
Total Proceeds:
$10,505,219,983
1/ On April 26, 2010, Treasury gave Morgan Stanley & Co. Incorporated (Morgan Stanley) discretionary authority, as its sales agent, to sell subject to certain parameters up to 1,500,000,000 shares of
common stock from time to time during the period ending on June 30, 2010 (or upon completion of the sale). Completion of the sale under this authority occurred on May 26, 2010.
2/ On May 26, 2010, Treasury gave Morgan Stanley & Co. Incorporated (Morgan Stanley) discretionary authority, as its sales agent, to sell subject to certain parameters up to 1,500,000,000 shares of
common stock from time to time during the period ending on June 30, 2010 (or upon completion of the sale). Completion of the sale under this authority occurred on June 30, 2010.
3/ On July 23, 2010, Treasury gave Morgan Stanley & Co. Incorporated (Morgan Stanley) discretionary authority, as its sales agent, to sell subject to certain parameters up to 1,500,000,000 shares of common
stock from time to time during the period ending on September 30, 2010 (or upon completion of the sale).
4/ The price set forth is the weighted average price for all sales of Citigroup, Inc. common stock made by Treasury over the course of the corresponding period.
5/ Amount represents the gross proceeds to Treasury.
Page 19 of 46
COMMUNITY DEVELOPMENT CAPITAL INITIATIVE
Seller
Footnote
Purchase Date
1
1, 2
7/30/2010
7/30/2010
Purchase Details
Name of Institution
Guaranty Capital Corporation
University Financial Corp, Inc.
City
Belzoni
St. Paul
State
MS
MN
Investment Description
Subordinated Debentures
Subordinated Debentures
Amount from CPP
$
$
14,000,000
11,926,000
Disposition Details
Additional Investment
$
$
10,189,000
Investment Amount
$
$
14,000,000
22,115,000
Total Purchase Amount $
36,115,000
Pricing
Mechanism
Amount
Date
Remaining Investment
Amount
Par
Par
Total Capital Repayment Amount
TOTAL TREASURY COMMUNITY DEVELOPMENT INITIATIVE (CDCI) INVESTMENT AMOUNT
$
36,115,000
1/ This institution qualified to participate in the Community Development Capital Initiative (CDCI), and has exchanged its Capital Purchase Program investment for an equivalent amount of investment with Treasury under the CDCI program terms.
2/ Treasury made an additional investment in this institution at the time it entered the CDCI program.
Page 20 of 46
AUTOMOTIVE INDUSTRY FINANCING PROGRAM
Initial Investment
City, State
Date
Transaction Type
12/29/2008
Purchase
5/21/2009
GMAC
Purchase
Seller
GMAC
GMAC
Exchange/Transfer/Other Details
Description
Preferred Stock w/ Exercised
$
Warrants
Convertible Preferred Stock
w/ Exercised Warrants
$
Pricing
Mechanism
Amount
5,000,000,000
7,500,000,000
Date
Par
Par
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
Obligor
GMAC
GMAC
$
3,000,000,000
N/A
Purchase
GMAC
Purchase
GMAC
12/29/2008
Purchase
12/31/2008
Purchase
4/22/2009
Purchase
5/20/2009
Purchase
General Motors
Corporation
General Motors
Corporation
General Motors
Corporation
General Motors
Corporation
Trust Preferred Securities w/
Exercised Warrants
Convertible Preferred Stock
w/ Exercised Warrants
Debt Obligation
$
2,540,000,000
Par
$
1,250,000,000
Par
$
884,024,131
Par
Debt Obligation w/ Additional
$ 13,400,000,000
Note
Debt Obligation w/ Additional
$ 2,000,000,000
Note
Debt Obligation w/ Additional
$ 4,000,000,000
Note
Par
$
5,250,000,000
$
4,875,000,000
Date
3
Detroit, MI
5/27/2009
6/3/2009
1/16/2009
Chrysler
FinCo
Purchase
Purchase
General Motors
Corporation
General Motors
Corporation
Chrysler FinCo
Debt Obligation w/ Additional
$
Note
360,624,198
Debt Obligation w/ Additional
$ 30,100,000,000
Note
Debt Obligation w/ Additional
$
Note
1,500,000,000
Par
Par
Par
4/29/2009
4/29/2009
Auburn Hills,
MI
Purchase
Chrysler Holding
Purchase
Chrysler Holding
Purchase
Chrysler Holding
5/1/2009
Purchase
Old Chrysler
5/20/2009
Purchase
Old Chrysler
5/27/2009
Purchase
New Chrysler
Debt Obligation w/ Additional
Note
Debt Obligation w/ Additional
Note
Debt Obligation w/ Additional
Note
Debt Obligation w/ Additional
Note
Debt Obligation w/ Additional
Note
Debt Obligation w/ Additional
Note, Equity
Total Initial Investment
Amount
$
4,000,000,000
$
-
2
5/29/2009
7/10/2009
4
5
6
8
7/10/2009
7/10/2009
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
$
280,130,642
$
1,888,153,580
$
-
$
6,642,000,000
Par
$
13,400,000,000
N/A
$
2,000,000,000
N/A
$
4,000,000,000
N/A
3
7
7
General Motors
Company
General Motors
Company
10, 11
10, 11
Preferred Stock
$
Common Stock
2,100,000,000
60.8%
7/10/2009
Exchange for preferred and
common stock in New GM
$
360,624,198
N/A
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
Debt left at Old GM
$
985,805,085
N/A
7
General Motors
Holdings LLC
11, 12 Debt Obligation
$
7,072,488,605
6/10/2009
N/A
Transfer of debt to New
Chrysler
$
500,000,000
N/A
Partial repayment
$
360,624,198 Debt Obligation
$
12/18/2009 Partial repayment
$
1,000,000,000 Debt Obligation
$
5,711,864,407
1/21/2010
$
35,084,421 Debt Obligation
$
5,676,779,986
3/31/2010
Partial repayment
$
1,000,000,000 Debt Obligation
$
4,676,779,986
Repayment
$
4 676 779 986
4,676,779,986
$
0
3/17/2009
Partial repayment
$
1,496,500,945
4/17/2009
Partial repayment
$
1,464,690,823
5/18/2009
Partial repayment
$
1,413,554,739
6/17/2009
Partial repayment
$
1,369,197,029
7/14/2009
Repayment
$
1,369,197,029
7/14/2009
Repayment*
$
15,000,000
None
-
5/14/2010
Termination and
settlement
payment 20
$
1,900,000,000
None
-
17
18
6/10/2009
Completion of bankruptcy
proceeding; transfer of
collateral security to liquidation
trust
Issuance of equity in New
Chrysler
$
$
(1,888,153,580)
-
N/A
N/A
9
9
Motors Liquidation
Company
Debt Obligation
19
Chrysler Holding
20
23
Old Carco
Liquidation Trust
Chrysler Group
LLC
Chrysler Group
LLC
23
19
$
985,805,085
Debt obligation w/
additional note
$
3,500,000,000
Right to recover
proceeds
Debt obligation w/
additional note
Common equity
N/A
$
$
$
$
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
7/10/2009
Repayment
$
280,130,642
Proceeds from
sale of collateral
$
30,544,528
$
10,783,163,775
$
15,000,000
Additional Note
None
Right to recover
proceeds
$
0
$
0
N/A
7,142,000,000
9.9%
Additional Note Proceeds *
$
$
5/10/2010
Total Payments
$ 81,344,932,551
Total Treasury Investment
Amount
None
9
15
4/30/2010
Partial repayment
6,711,864,407
4/20/2010
14
16
-
Remaining
Investment
Amount/Equity %
7
13
Par
-
Remaining
Investment
Description
56.3%
Farmington
Hills, MI
1/2/2009
Chrysler
Purchase
Amount/ Proceeds
Common Stock
7/10/2009
General
Motors
Type
22
Par
Par
Amount/Equity %
Common Stock
GMAC
12/30/2009
Description
Convertible
21, 22
Preferred Stock
Convertible
21, 22
Preferred Stock
GMAC
Detroit, MI
12/30/2009
Payment or Disposition1
Treasury Investment After Exchange/Transfer/Other
67,073,615,196
Footnotes appear on following page.
Page 21 of 46
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".
"Old Chrysler" refers to Old Carco LLC (fka 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 Old GM . 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 Chrysler 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 loan agreement, as amended on 7/23/2009, Treasury was entitled to proceeds Chrysler Holdco received from Chrysler FinCo equal to the greater of $1.375 billion or 40% of the equity value of Chrysler FinCo. Pursuant to a termination agreement dated 5/14/2010, Treasury agreed to accept a settlement payment of $1.9 billion as satisfaction in full of all existing debt obligations (including additional
notes and accrued and unpaid interest) of Chrysler Holdco,
Holdco and upon receipt of such payment to terminate all such obligations
obligations.
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.
23. On April 30, 2010, the Plan of Liquidation for the debtors of Old Chrysler approved by the respective bankruptcy court became effective (the “Liquidation Plan”). Under the Liquidation Plan, the loan Treasury had provided to Old Chrysler was extinguished without repayment, and all assets of Old Chrysler were transferred to a liquidation trust. Treasury retained the right to recover the proceeds from the
liquidation from time to time of the specified collateral security attached to such loan.
AUTOMOTIVE SUPPLIER SUPPORT PROGRAM
Adjustment Details
Seller
Footnote
1
Date
4/9/2009
Name of Institution
GM Supplier Receivables LLC
City
Wilmington
State
DE
Transaction Type
Purchase
Investment
Description
Debt Obligation w/
Additional Note
Investment
Amount
Pricing Mechanism
7/8/2009
$ 3,500,000,000
Adjustment
Amount
Adjustment
Date
3
$ (1,000,000,000) $
2
4/9/2009
Chrysler Receivables SPV LLC
INITIAL TOTAL
$
5,000,000,000
Wilmington
DE
Purchase
ADJUSTED TOTAL
$
7/8/2009
$ 1,500,000,000
3
$
$
290,000,000
(500,000,000) $
1,000,000,000
$
123,076,735
N/A
7
413,076,735
Total Repayments
$
413,076,735
Date
Amount
11/20/2009
Partial
repayment
Debt Obligation w/
Additional Note
$
140,000,000
2/11/2010
Partial
repayment
Debt Obligation w/
Additional Note
$
100,000,000
3/4/2010
Repayment5
Additional Note
$
50,000,000
4/5/2010
Payment6
None
$
56,541,893
3/9/2010
Repayment5
Additional Note
$
123,076,735
4/7/2010
Payment7
None
$
44,533,054
Total Proceeds from Additional Notes
$
101,074,947
2,500,000,000
N/A
6
Debt Obligation w/
Additional Note
Adjusted or Final
Investment Amount
Payment or Disposition4
Remaining
Investment
Type
Description
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. Chrysler 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.
5/ All outstanding principal drawn under the credit agreement was repaid.
6/ Treasury's commitment was $2.5 billion (see note 3). As of 4/5/2010, Treasury's commitment to lend under the credit agreement had terminated and the borrower has paid its obligations with respect to the Additional Note. The final investment amount reflects the total funds disbursed under the loan, all of which have been repaid.
7/ Treasury's
Treasury s commitment was $1 billion (see note 3)
3). As of 4/7/2010
4/7/2010, Treasury's
Treasury s commitment to lend under the credit agreement had terminated and the borrower has paid its obligations with respect to the Additional Note
Note. The final investment amount reflects the total funds disbursed under the loan,
loan all of which have been repaid
repaid.
Page 22 of 46
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 3
Description
Final Disposition
Proceeds
2
AMOUNT
TOTAL TREASURY TIP INVESTMENT AMOUNT
$
3/3/2010
A
Warrants
Total Warrant Proceeds
$
1,255,639,099
$
1,255,639,099
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 Perpetual Prefer
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.
3/ 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.
ASSET GUARANTEE PROGRAM
Initial Investment
Footnote
Date
Seller
Name of Institution
City
State
Type
Premium
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
$
4,034,000,000
Footnote
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 23 of 46
CONSUMER AND BUSINESS LENDING INITIATIVE INVESTMENT PROGRAM
Seller
Footnote
Date
1
3/3/2009
Name of Institution
City
State
Transaction
Type
DE
Purchase
Investment Description
Investment Amount
Adjusted Investment
Amount
Date
Pricing Mechanism
2
TALF LLC
Wilmington
Debt Obligation w/ Additional Note
TOTAL
$
20,000,000,000
$
4,300,000,000
7/19/2010
N/A
$
4,300,000,000
1/ The loan was funded through TALF LLC, a special purpose vehicle created by The Federal Reserve Bank of New York ("FRBNY"). The amount of $20,000,000,000 represents the maximum loan amount. The loan will be incrementally funded.
2/ On 7/19/2010, Treasury, the FRBNY and TALF LLC entered into an amendment of the credit agreement previously entered into on 3/3/2009, which amendment reduced Treasury's maximum loan amount to $4,300,000,000.
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 24 of 46
LEGACY SECURITIES PUBLIC-PRIVATE INVESTMENT PROGRAM (S-PPIP)
(Revised as of July 16, 2010)
Seller
Footnote
1
Date
Name of Institution
9/30/2009 UST/TCW Senior Mortgage Securities Fund, L.P.
Adjusted Investment
City
Wilmington
Transaction
Type
State
DE
Purchase
Investment Description
Membership Interest
Pricing
Investment Amount Mechanism
$
1,111,111,111
Par
Date
1/4/2010
3
Amount
4 $
Final Investment Amount
Date
4
2
9/30/2009 UST/TCW Senior Mortgage Securities Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
1/4/2010
Amount
4 $
156,250,000
7
156,250,000
Capital Repayment Details
Repayment
Date
1/15/2010
Investment After Capital Repayment
Repayment
Amount
$
156,250,000
Amount
$
4
$
200,000,000
$
1/11/2010
$
34,000,000
$
1/12/2010
$
166,000,000
$
Description
0
Membership Interest
Distribution or Disposition
Date
5
0
Proceeds
5
Distribution
2/24/2010
Final Distribution
Debt Obligation w/
166,000,000 Contingent Proceeds
200,000,000
Description
1/29/2010
5
$
20,091,872
$
48,922
N/A
5
1/29/2010
Distribution
2/24/2010
Final Distribution
$
502,302
5 $
1,223
$
20,644,319
Contingent Proceeds
6
1
9/30/2009 Invesco Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
2
9/30/2009 Invesco Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
3/22/2010
1
10/1/2009 Wellington Management Legacy Securities PPIF Master Fund, LP
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
2
10/1/2009 Wellington Management Legacy Securities PPIF Master Fund, LP
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
3/22/2010
1
10/2/2009 AllianceBernstein Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
2
10/2/2009 AllianceBernstein Legacy Securities Master Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
3/22/2010
1
10/2/2009 Blackrock PPIF, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
2
10/2/2009 Blackrock PPIF, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
3/22/2010
1
10/30/2009 AG GECC PPIF Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
$ 1,244,437,500
7/16/2010
$
856,000,000
$ 2,488,875,000
7/16/2010
$
1,712,000,000
$ 1,262,037,500
7/16/2010
$
1,149,487,000
$ 2,524,075,000
7/16/2010
$
2,298,974,000
$ 1,244,437,500
7/16/2010
$
1,150,423,500
$ 2,488,875,000
7/16/2010
$
2,300,847,000
$ 1,244,437,500
7/16/2010
$
694,980,000
$ 2,488,875,000
7/16/2010
$
1,389,960,000
$ 1,271,337,500
7/16/2010
$
1,243,275,000
$ 2,542,675,000
7/16/2010
$
2,486,550,000
$ 1,244,437,500
7/16/2010
$
620,578,258
$ 2,488,875,000
7/16/2010
$
1,241,156,516
$ 1,244,437,500
7/16/2010
$
474,550,000
$ 2,488,875,000
7/16/2010
$
949,100,000
$ 1,244,437,500
7/16/2010
$
1,160,784,100
$ 2,488,875,000
7/16/2010
$
2,321,568,200
6
2/18/2010
$
4,888,718
$
4/15/2010
$
7,066,434
$
Debt Obligation w/
2,483,986,282 Contingent Proceeds
Debt Obligation w/
2,476,919,848 Contingent Proceeds
6
6
6
6
6
6
6
6
2
10/30/2009 AG GECC PPIF Master Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
3/22/2010
1
11/4/2009 RLJ Western Asset Public/Private Master Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
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
3/22/2010
1
11/25/2009 Marathon Legacy Securities Public-Private Investment Partnership, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
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
3/22/2010
1
12/18/2009 Oaktree PPIP Fund, L.P.
Wilmington
DE
Purchase
Membership Interest
$
1,111,111,111
Par
3/22/2010
2
12/18/2009 Oaktree PPIP Fund, L.P.
Wilmington
DE
Purchase
Debt Obligation w/ Contingent Proceeds
$
2,222,222,222
Par
3/22/2010
$
30,000,000,000
6
6
6
6
6
6
INITIAL INVESTMENT AMOUNT
FINAL INVESTMENT AMOUNT
$ 22,406,483,574
TOTAL CAPITAL REPAYMENT AMOUNT $
368,205,152
TOTAL PROCEEDS
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.
3/ Adjusted to show Treasury's maximum obligations to a fund.
4/ On 1/4/2010, Treasury and the fund manager entered into a Winding-Up and Liquidation Agreement.
5/ Profit after capital repayments will be paid pro rata (subject to prior distribution of Contingent Proceeds to Treasury) to the fund's partners, including Treasury, in respect of their membership interests.
6/ Following termination of the TCW fund, the $3.33 billion of obligations have been reallocated to the remaining eight funds pursuant to consent letters from Treasury dated as of 3/22/2010. $133 million of maximum equity capital obligation and $267 million of maximum debt obligation were reallocated per fund, after adjustment for the $17.6 million and $26.9 million equity capital reallocations from private investors
in the TCW fund to the Wellington fund and the AG GECC fund, respectively. The $356 million of final investment in the TCW fund will remain a part of Treasury's total maximum S-PPIP investment amount.
7/ Amount adjusted to show Treasury's final capital commitment (membership interest) and the maximum amount of Treasury's debt obligation that may be drawn down in accordance with the Loan Agreement.
Page 25 of 46
HOME AFFORDABLE MODIFICATION PROGRAM
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
4/13/2009
4/13/2009
4/13/2009
4/13/2009
Select Portfolio Servicing
CitiMortgage, Inc.
Wells Fargo Bank, NA
GMAC Mortgage, Inc.
City
Salt Lake City
O'Fallon
Des Moines
Ft. Washington
State
Transaction
Type
UT
Purchase
MO
IA
PA
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
376,000,000
2,071,000,000
2,873,000,000
633,000,000
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
6/12/2009
$
284,590,000
$
9/30/2009
$
121,910,000
$
12/30/2009
$
131,340,000
$
3/26/2010
$
(355,530,000) $
558,310,000 Updated portfolio data from servicer
7/14/2010
$
128,690,000
687,000,000 Updated portfolio data from servicer
6/12/2009
$
(991,580,000) $
9/30/2009
$
12/30/2009
$
(105,410,000) $
3/26/2010
$
(199,300,000) $
4/19/2010
$
((230,000)
,
) $
5/14/2010
$
(3,000,000) $
6/16/2010
$
(12,280,000) $
7/14/2010
$
(757,680,000) $
7/16/2010
$
(7,110,000) $
6/17/2009
$
(462,990,000) $
9/30/2009
$
65,070,000
$
12/30/2009
$
1,213,310,000
$
2/17/2010
$
2,050,236,344
$
3/12/2010
$
54,767
$
2,410,010,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
2,475,080,000 initial cap
Updated portfolio data from servicer & HAFA
3,688,390,000 initial cap
Transfer of cap (from Wachovia) due to
5,738,626,344 merger
Transfer of cap (from Wachovia) due to
5,738,681,110 merger
3/19/2010
$
668,108,890
$
6,406,790,000 Initial 2MP cap
3/26/2010
$
683,130,000
$
7,089,920,000 Updated portfolio data from servicer
7/14/2010
$
(2,038,220,000) $
5,051,700,000 Updated portfolio data from servicer
6/12/2009
$
384,650,000
$
9/30/2009
$
2,537,240,000
$
12/30/2009
$
(1,679,520,000) $
3/26/2010
$
190,180,000
$
5/14/2010
$
1,880,000
$
2,065,550,000 Updated portfolio data from servicer
Transfer of cap from Wilshire Credit
2,067,430,000 Corporation due to servicing transfer
7/14/2010
$
(881,530,000) $
1,185,900,000 Updated portfolio data from servicer
1,010,180,000
$
$
660,590,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
782,500,000 initial cap
Updated portfolio data from servicer & HAFA
913,840,000 initial cap
1,079,420,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
2,089,600,000 initial cap
Updated portfolio data from servicer & HAFA
1,984,190,000 initial cap
Updated portfolio data from servicer & 2MP
1,784,890,000 initial cap
Transfer of cap to Service One, Inc. due to
1,784,660,000
,
,
,
servicing
g transfer
Transfer of cap to Specialized Loan Servicing,
1,781,660,000 LLC due to servicing transfer
Transfer of cap to multiple servicers due to
1,769,380,000 servicing transfer
1,011,700,000 Updated portfolio data from servicer
Transfer of cap to multiple servicers due to
1,004,590,000 servicing transfer
1,017,650,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
3,554,890,000 initial cap
Updated portfolio data from servicer & HAFA
1,875,370,000 initial cap
Page 26 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Date
4/13/2009
Name of Institution
Saxon Mortgage Services, Inc.
City
Irving
State
Transaction
Type
TX
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
407,000,000
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 as
Bank of America, N.A.
amended on
4/17/2009 as
Countrywide Home Loans Servicing LP
amended on
Simi Valley
Simi Valley
CA
CA
Purchase
Purchase
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
$
$
798,900,000
1,864,000,000
N/A
N/A
2
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
6/17/2009
$
225,040,000
$
9/30/2009
$
254,380,000
$
12/30/2009
$
355,710,000
$
3/26/2010
$
(57,720,000) $
6/16/2010
$
(156,050,000) $
7/14/2010
$
(513,660,000) $
7/16/2010
$
(22,980,000) $
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
$
3/26/2010
$
46,860,000
$
6/16/2010
$
156,050,000
$
7/14/2010
$
(191,610,000) $
7/16/2010
$
23,710,000
$
6/12/2009
$
5,540,000
$
9/30/2009
$
162,680,000
$
12/30/2009
$
665,510,000
$
804,440,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
967,120,000 initial cap
Updated portfolio data from servicer & HAFA
1,632,630,000 initial cap
1/26/2010
$
800,390,000
$
2,433,020,000 Initial 2MP cap
3/26/2010
$
(829,370,000) $
1,603,650,000 Updated portfolio data from servicer
7/14/2010
$
(366,750,000) $
1,236,900,000 Updated portfolio data from servicer
6/12/2009
$
9/30/2009
$
12/30/2009
$
2,290,780,000
$
5,182,840,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
4,465,420,000 initial cap
Updated portfolio data from servicer & HAFA
6,756,200,000 initial cap
1/26/2010
$
450,100,000
$
7,206,300,000 Initial 2MP cap
3/26/2010
$
905,010,000
$
4/19/2010
$
10,280,000
$
6/16/2010
$
286,510,000
$
8,111,310,000 Updated portfolio data from servicer
Transfer of cap from Wilshire Credit
8,121,590,000 Corporation due to servicing transfer
Transfer of cap from Wilshire Credit
8,408,100,000 Corporation due to servicing transfer
7/14/2010
$
(1,787,300,000) $
6,620,800,000 Updated portfolio data from servicer
3,318,840,000
$
(717,420,000) $
632,040,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
886,420,000 initial cap
Updated portfolio data from servicer & HAFA
1,242,130,000 initial cap
1,184,410,000 Updated portfolio data from servicer
Transfer of cap to Ocwen Financial
1,028,360,000 Corporation, Inc. due to servicing transfer
514,700,000 Updated portfolio data from servicer
Transfer of cap due to multiple servicing
491,720,000 transfers
- Termination of SPA
553,380,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
655,960,000 initial cap
Updated portfolio data from servicer & HAFA
933,600,000 initial cap
980,460,000 Updated portfolio data from servicer
Transfer of cap from Saxon Mortgage
1,136,510,000 Services, Inc. due to servicing transfer
944,900,000 Updated portfolio data from servicer
Transfer of cap from Saxon Mortgage
968,610,000 Services, Inc. due to servicing transfer
Page 27 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Date
4/20/2009
4/20/2009
4/24/2009
4/27/2009
Name of Institution
Home Loan Services, Inc.
Wilshire Credit Corporation
Green Tree Servicing LLC
Carrington Mortgage Services, LLC
City
Pittsburgh
Beaverton
Saint Paul
Santa Ana
State
Transaction
Type
PA
Purchase
OR
MN
CA
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
319,000,000
366,000,000
156,000,000
195,000,000
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
6/12/2009
$
128,300,000
$
9/30/2009
$
46,730,000
$
12/30/2009
$
145,820,000
$
3/26/2010
$
(17,440,000) $
622,410,000 Updated portfolio data from servicer
7/14/2010
$
(73,010,000) $
549,400,000 Updated portfolio data from servicer
6/12/2009
$
87,130,000
9/30/2009
$
(249,670,000) $
12/30/2009
$
119,700,000
$
453,130,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
203,460,000 initial cap
Updated portfolio data from servicer & HAFA
323,160,000 initial cap
3/26/2010
$
52,270,000
$
4/19/2010
$
(10,280,000) $
5/14/2010
$
(1,880,000) $
6/16/2010
$
(286,510,000) $
7/14/2010
$
7/16/2010
$
(210,000) $
6/17/2009
$
(64,990,000) $
9/30/2009
$
130,780,000 $
12/30/2009
$
(116,750,000) $
3/26/2010
$
13,080,000
$
118,120,000 Updated portfolio data from servicer
7/14/2010
$
(24,220,000) $
7/16/2010
$
210,000
93,900,000 Updated portfolio data from servicer
Transfer of cap from Wilshire Credit
94,110,000 Corporation due to servicing transfer
6/17/2009
$
(63,980,000) $
9/30/2009
$
90,990,000 $
12/30/2009
$
57,980,000
$
131,020,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
222,010,000 initial cap
Updated portfolio data from servicer & HAFA
279,990,000 initial cap
3/26/2010
$
74,520,000
$
354,510,000 Updated portfolio data from servicer
7/14/2010
$
(75,610,000) $
278,900,000 Updated portfolio data from servicer
19,540,000
$
$
$
447,300,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
494,030,000 initial cap
Updated portfolio data from servicer & HAFA
639,850,000 initial cap
375,430,000 Updated portfolio data from servicer
Transfer of cap to Countrywide Home Loans
365,150,000 due to servicing transfer
Transfer of cap to GMAC Mortgage, Inc. due
363,270,000 to servicing transfer
Transfer of cap to Countrywide Home Loans
76,760,000 due to servicing transfer
96,300,000 Updated portfolio data from servicer
Transfer of cap to Green Tree Servicing LLC
96,090,000 due to servicing transfer
91,010,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
221,790,000 initial cap
Updated portfolio data from servicer & HAFA
105,040,000 initial cap
Page 28 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
5/1/2009
5/28/2009
6/12/2009
6/17/2009
6/17/2009
6/19/2009
Aurora Loan Services, LLC
Nationstar Mortgage LLC
Residential Credit Solutions
CCO Mortgage
RG Mortgage Corporation
First Federal Savings and Loan
City
Littleton
Lewisville
Fort Worth
Glen Allen
San Juan
Port Angeles
State
Transaction
Type
CO
Purchase
TX
TX
VA
PR
WA
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
798,000,000
101,000,000
19,400,000
16,520,000
57,000,000
770,000
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
6/17/2009
$
(338,450,000) $
9/30/2009
$
(11,860,000) $
12/30/2009
$
21,330,000
$
459,550,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
447,690,000 initial cap
Updated portfolio data from servicer & HAFA
469,020,000 initial cap
3/26/2010
$
9,150,000
$
478,170,000 Updated portfolio data from servicer
7/14/2010
$
(76,870,000) $
401,300,000 Updated portfolio data from servicer
6/12/2009
$
16,140,000 $
9/30/2009
$
134,560,000 $
12/30/2009
$
80,250,000
$
117,140,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
251,700,000 initial cap
Updated portfolio data from servicer & HAFA
331,950,000 initial cap
3/26/2010
$
67,250,000
$
399,200,000 Updated portfolio data from servicer
7/14/2010
$
(85,900,000) $
9/30/2009
$
(1,860,000) $
12/30/2009
$
27,920,000
3/26/2010
$
(1,390,000) $
7/14/2010
$
(13,870,000) $
9/30/2009
$
13,070,000 $
12/30/2009
$
145,510,000
3/26/2010
$
(116,950,000) $
7/14/2010
$
(23,350,000) $
9/30/2009
$
(11,300,000) $
12/30/2009
$
(42,210,000) $
34,800,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
45,700,000 initial cap
Updated portfolio data from servicer & HAFA
3,490,000 initial cap
3/26/2010
$
65,640,000
$
69,130,000 Updated portfolio data from servicer
4/9/2010
$
(14,470,000) $
54,660,000 Updated portfolio data from servicer
7/14/2010
$
(8,860,000) $
12/30/2009
$
2,020,000 $
3/26/2010
$
11,370,000
5/26/2010
$
(14,160,000) $
$
$
$
313,300,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
17,540,000 initial cap
Updated portfolio data from servicer & HAFA
45,460,000 initial cap
44,070,000 Updated portfolio data from servicer
30,200,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
29,590,000 initial cap
Updated portfolio data from servicer & HAFA
175,100,000 initial cap
58,150,000 Updated portfolio data from servicer
45,800,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
2,790,000 initial cap
14,160,000 Updated portfolio data from servicer
- Termination of SPA
Page 29 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
6/19/2009
6/26/2009
6/26/2009
6/26/2009
7/1/2009
Wescom Central Credit Union
Citizens First Wholesale Mortgage Company
Technology Credit Union
National City Bank
Wachovia Mortgage, FSB
City
Anaheim
The Villages
San Jose
Miamisburg
Des Moines
State
Transaction
Type
CA
Purchase
FL
CA
OH
IA
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
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
540,000
30,000
70,000
294,980,000
634,010,000
N/A
N/A
N/A
N/A
N/A
3
7/1/2009
7/10/2009
Bayview Loan Servicing, LLC
Lake National Bank
Coral Gables
Mentor
FL
OH
Purchase
Purchase
Financial Instrument for Home Loan Modifications
Financial Instrument for Home Loan Modifications
$
$
44,260,000
100,000
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
330,000 $
Reason for Adjustment
Updated portfolio data from servicer & HPDP
870,000 initial cap
Updated portfolio data from servicer & HAFA
17,360,000 initial cap
9/30/2009
$
12/30/2009
$
16,490,000
3/26/2010
$
(14,260,000) $
3,100,000 Updated portfolio data from servicer
7/14/2010
$
(1,800,000) $
1,300,000 Updated portfolio data from servicer
7/30/2010
$
1,500,000
9/30/2009
$
12/30/2009
$
590,000
2,800,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
20,000 initial cap
Updated portfolio data from servicer & HAFA
610,000 initial cap
3/26/2010
$
(580,000) $
7/14/2010
$
70,000
12/30/2009
$
2,180,000 $
3/26/2010
$
(720,000) $
7/14/2010
$
(430,000) $
9/30/2009
$
315,170,000 $
12/30/2009
$
90,280,000
3/26/2010
$
(18,690,000) $
7/14/2010
$
(272,640,000) $
9/30/2009
$
723,880,000 $
12/30/2009
$
692,640,000
2/17/2010
$
(2,050,236,344) $
3/12/2010
$
(54,767) $
9/30/2009
$
23,850,000 $
12/30/2009
$
43,590,000
$
3/26/2010
$
34,540,000
$
146,240,000 Updated portfolio data from servicer
5/7/2010
$
1,010,000
$
147,250,000 Initial 2MP cap
7/14/2010
$
(34,250,000) $
9/30/2009
$
150,000 $
12/30/2009
$
130,000
$
3/26/2010
$
50,000
$
430,000 Updated portfolio data from servicer
7/14/2010
$
(30,000) $
400,000 Updated portfolio data from servicer
$
$
(10,000) $
$
$
$
$
30,000 Updated portfolio data from servicer
100,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
2,250,000 initial cap
1,530,000 Updated portfolio data from servicer
1,100,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
610,150,000 initial cap
Updated portfolio data from servicer & HAFA
700,430,000 initial cap
681,740,000 Updated portfolio data from servicer
409,100,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
1,357,890,000 initial cap
Updated portfolio data from servicer & HAFA
2,050,530,000 initial cap
Transfer of cap (to Wells Fargo Bank) due to
293,656 merger
Transfer of cap (to Wells Fargo Bank) due to
238,890 merger
Updated portfolio data from servicer & HPDP
68,110,000 initial cap
Updated portfolio data from servicer & HAFA
111,700,000 initial cap
113,000,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
250,000 initial cap
Updated portfolio data from servicer & HAFA
380,000 initial cap
Page 30 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
7/10/2009
7/17/2009
7/17/2009
7/17/2009
7/17/2009
7/22/2009
7/22/2009
IBM Southeast Employees' Federal Credit Union
MorEquity, Inc.
PNC Bank, National Association
Farmers State Bank
ShoreBank
American Home Mortgage Servicing, Inc
Mortgage Center
Center, LLC
City
Delray Beach
Evansville
Pittsburgh
West Salem
Chicago
Coppell
Southfield
State
Transaction
Type
FL
Purchase
IN
PA
OH
IL
TX
MI
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
$
870,000
23,480,000
54,470,000
170,000
1,410,000
1,272,490,000
4 210 000
4,210,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
(10,000) $
Reason for Adjustment
Updated portfolio data from servicer & HPDP
860,000 initial cap
Updated portfolio data from servicer & HAFA
1,110,000 initial cap
9/30/2009
$
12/30/2009
$
250,000
3/26/2010
$
(10,000) $
7/14/2010
$
(400,000) $
9/30/2009
$
18,530,000 $
12/30/2009
$
24,510,000
$
700,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
42,010,000 initial cap
Updated portfolio data from servicer & HAFA
66,520,000 initial cap
3/26/2010
$
18,360,000
$
84,880,000 Updated portfolio data from servicer
7/14/2010
$
(22,580,000) $
9/30/2009
$
(36,240,000) $
12/30/2009
$
19,280,000
$
62,300,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
18,230,000 initial cap
Updated portfolio data from servicer & HAFA
37,510,000 initial cap
3/26/2010
$
2,470,000
$
39,980,000 Updated portfolio data from servicer
7/14/2010
$
(17,180,000) $
9/30/2009
$
(90,000) $
12/30/2009
$
50,000
$
3/26/2010
$
100,000
$
7/14/2010
$
(130,000) $
9/30/2009
$
890,000 $
12/30/2009
$
3/26/2010
$
(20,000) $
7/14/2010
$
(240,000) $
9/30/2009
$
(53,670,000) $
12/30/2009
$
250,450,000
$
3,300,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
1,218,820,000 initial cap
Updated portfolio data from servicer & HAFA
1,469,270,000 initial cap
3/26/2010
$
124,820,000
$
1,594,090,000 Updated portfolio data from servicer
7/14/2010
$
(289,990,000) $
9/30/2009
$
1,780,000 $
12/30/2009
$
2,840,000
$
3/26/2010
$
2,800,000
$
11,630,000 Updated portfolio data from servicer
7/14/2010
$
(5,730,000) $
5,900,000 Updated portfolio data from servicer
1,260,000
$
$
1,100,000 Updated portfolio data from servicer
22,800,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
80,000 initial cap
Updated portfolio data from servicer & HAFA
130,000 initial cap
230,000 Updated portfolio data from servicer
100,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
2,300,000 initial cap
Updated portfolio data from servicer & HAFA
3,560,000 initial cap
3,540,000 Updated portfolio data from servicer
1,304,100,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
5,990,000 initial cap
Updated portfolio data from servicer & HAFA
8,830,000 initial cap
Page 31 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
7/22/2009
7/29/2009
7/29/2009
7/29/2009
7/31/2009
7/31/2009
8/5/2009
Mission Federal Credit Union
First Bank
Purdue Employees Federal Credit Union
Wachovia Bank, N.A.
J.P.Morgan Chase Bank, NA
EMC Mortgage Corporation
Lake City Bank
City
San Diego
St. Louis
West Lafayette
Charlotte
Lewisville
Lewisville
Warsaw
State
Transaction
Type
CA
Purchase
MO
IN
NC
TX
TX
IN
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
$
860,000
6,460,000
1,090,000
85,020,000
2,699,720,000
707,380,000
420,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
(490,000) $
Reason for Adjustment
Updated portfolio data from servicer & HPDP
370,000 initial cap
Updated portfolio data from servicer & HAFA
7,120,000 initial cap
9/30/2009
$
12/30/2009
$
6,750,000
3/26/2010
$
(6,340,000) $
7/14/2010
$
(180,000) $
9/30/2009
$
(1,530,000) $
12/30/2009
$
680,000
$
600,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
4,930,000 initial cap
Updated portfolio data from servicer & HAFA
5,610,000 initial cap
3/26/2010
$
2,460,000
$
8,070,000 Updated portfolio data from servicer
7/14/2010
$
(2,470,000) $
9/30/2009
$
(60,000) $
12/30/2009
$
1,260,000
$
5,600,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
1,030,000 initial cap
Updated portfolio data from servicer & HAFA
2,290,000 initial cap
3/26/2010
$
2,070,000
$
4,360,000 Updated portfolio data from servicer
7/14/2010
$
(3,960,000) $
9/30/2009
$
(37,700,000) $
12/30/2009
$
26,160,000
$
400,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
47,320,000 initial cap
Updated portfolio data from servicer & HAFA
73,480,000 initial cap
3/26/2010
$
9,820,000
$
83,300,000 Updated portfolio data from servicer
7/14/2010
$
(46,200,000) $
9/30/2009
$
(14,850,000) $
12/30/2009
$
1,178,180,000
$
3/26/2010
$
1,006,580,000
$
7/14/2010
$
(1,934,230,000) $
9/30/2009
$
(10,000) $
12/30/2009
$
502,430,000
3/26/2010
$
(134,560,000) $
7/14/2010
$
(392,140,000) $
7/16/2010
$
(630,000) $
9/30/2009
$
180,000 $
12/30/2009
$
(350,000) $
3/26/2010
$
20,000
$
270,000 Updated portfolio data from servicer
7/14/2010
$
(70,000) $
200,000 Updated portfolio data from servicer
$
$
780,000 Updated portfolio data from servicer
37,100,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
2,684,870,000 initial cap
Updated portfolio data from servicer & HAFA
3,863,050,000 initial cap
Updated portfolio data from servicer & 2MP
4,869,630,000 initial cap
2,935,400,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
707,370,000 initial cap
Updated portfolio data from servicer & HAFA
1,209,800,000 initial cap
Updated portfolio data from servicer & 2MP
1,075,240,000 initial cap
683,100,000 Updated portfolio data from servicer
Transfer of cap to Saxon Mortgage Services,
682,470,000 Inc.
Updated portfolio data from servicer & HPDP
600,000 initial cap
Updated portfolio data from servicer & HAFA
250,000 initial cap
Page 32 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
8/5/2009
8/5/2009
8/12/2009
8/12/2009
8/12/2009
8/28/2009
Oakland Municipal Credit Union
HomEq Servicing
Litton Loan Servicing LP
PennyMac Loan Services, LLC
Servis One, Inc.
OneWest Bank
City
Oakland
North Highlands
Houston
Calasbasa
Titusville
Pasadena
State
Transaction
Type
CA
Purchase
CA
TX
CA
PA
CA
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
140,000
674,000,000
774,900,000
6,210,000
29,730,000
668 440 000
668,440,000
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
9/30/2009
$
290,000 $
12/30/2009
$
210,000
$
Updated portfolio data from servicer & HPDP
430,000 initial cap
Updated portfolio data from servicer & HAFA
640,000 initial cap
3/26/2010
$
170,000
$
810,000 Updated portfolio data from servicer
7/14/2010
$
(10,000) $
9/30/2009
$
(121,190,000) $
12/30/2009
$
(36,290,000) $
800,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
552,810,000 initial cap
Updated portfolio data from servicer & HAFA
516,520,000 initial cap
3/26/2010
$
199,320,000
715,840,000 Updated portfolio data from servicer
7/14/2010
$
(189,040,000) $
9/30/2009
$
313,050,000 $
12/30/2009
$
275,370,000
$
526,800,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
1,087,950,000 initial cap
Updated portfolio data from servicer & HAFA
1,363,320,000 initial cap
3/26/2010
$
278,910,000
$
1,642,230,000 Updated portfolio data from servicer
7/14/2010
$
(474,730,000) $
9/30/2009
$
(1,200,000) $
12/30/2009
$
30,800,000
$
3/26/2010
$
23,200,000
$
6/16/2010
$
2,710,000
$
7/14/2010
$
7/16/2010
$
9/30/2009
$
(25,510,000) $
12/30/2009
$
520,000
$
3/26/2010
$
4,330,000
$
4/19/2010
$
230,000
$
5/19/2010
$
850,000
$
7/14/2010
$
(850,000) $
10/2/2009
$
145,800,000 $
12/30/2009
$
1,355,930,000
$
814,240,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
2,170,170,000 initial cap
3/26/2010
$
121,180,000
$
2,291,350,000 Updated portfolio data from servicer
7/14/2010
$
(408,850,000) $
1,882,500,000 Updated portfolio data from servicer
$
(18,020,000) $
6,680,000
$
1,167,500,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HPDP
5,010,000 initial cap
Updated portfolio data from servicer & HAFA
35,810,000 initial cap
59,010,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
61,720,000 servicing transfer
43,700,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
50,380,000 servicing transfer
Updated portfolio data from servicer & HPDP
4,220,000 initial cap
Updated portfolio data from servicer & HAFA
4,740,000 initial cap
9,070,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
9,300,000 servicing transfer
10,150,000 Initial 2MP cap
9,300,000 Updated portfolio data from servicer
Page 33 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
8/28/2009
8/28/2009
9/2/2009
9/2/2009
9/9/2009
9/9/2009
9/9/2009
Stanford Federal Credit Union
RoundPoint Mortgage Servicing Corporation
Horicon Bank
Vantium Capital, Inc.
Central Florida Educators Federal Credit Union
U.S. Bank National Association
CUC Mortgage Corporation
City
Palo Alto
Charlotte
Horicon
Plano
Lake Mary
Owensboro
Albany
State
Transaction
Type
CA
Purchase
NC
WI
TX
FL
KY
NY
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
$
300,000
570,000
560,000
6,000,000
1,250,000
114,220,000
4,350,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
70,000 $
Reason for Adjustment
10/2/2009
$
12/30/2009
$
2,680,000
$
370,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
3,050,000 initial cap
3/26/2010
$
350,000
$
3,400,000 Updated portfolio data from servicer
7/14/2010
$
(1,900,000) $
1,500,000 Updated portfolio data from servicer
10/2/2009
$
130,000 $
12/30/2009
$
(310,000) $
3/26/2010
$
2,110,000
$
2,500,000 Updated portfolio data from servicer
7/14/2010
$
8,300,000
$
10,800,000 Updated portfolio data from servicer
10/2/2009
$
12/30/2009
$
1,040,000
3/26/2010
$
(1,680,000) $
5/12/2010
$
1,260,000
$
1,310,000 Updated portfolio data from servicer
7/14/2010
$
(1,110,000) $
200,000 Updated portfolio data from servicer
10/2/2009
$
1,310,000 $
12/30/2009
$
(3,390,000) $
3/26/2010
$
410,000
$
4,330,000 Updated portfolio data from servicer
7/14/2010
$
(730,000) $
3,600,000 Updated portfolio data from servicer
10/2/2009
$
280,000 $
12/30/2009
$
(750,000) $
3/26/2010
$
120,000
$
900,000 Updated portfolio data from servicer
7/14/2010
$
(300,000) $
600,000 Updated portfolio data from servicer
10/2/2009
$
24,920,000 $
12/30/2009
$
49,410,000
$
139,140,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
188,550,000 initial cap
3/26/2010
$
41,830,000
$
230,380,000 Updated portfolio data from servicer
7/14/2010
$
(85,780,000) $
144,600,000 Updated portfolio data from servicer
10/2/2009
$
950,000 $
12/30/2009
$
5,700,000
$
5,300,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
11,000,000 initial cap
3/26/2010
$
740,000
$
11,740,000 Updated portfolio data from servicer
7/14/2010
$
(1,440,000) $
10,300,000 Updated portfolio data from servicer
130,000 $
$
700,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
390,000 initial cap
690,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
1,730,000 initial cap
50,000 Updated portfolio data from servicer
7,310,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
3,920,000 initial cap
1,530,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
780,000 initial cap
Page 34 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Date
9/11/2009
9/11/2009
9/11/2009
9/11/2009
9/16/2009
9/23/2009
9/23/2009
Name of Institution
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
City
Oak Ridge
Ocala
Little Rock
Jersey City
Capitola
Buffalo
Sacramento
State
Transaction
Type
TN
Purchase
FL
AR
NJ
CA
NY
CA
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
$
2,070,000
250,000
280,000
27,510,000
410,000
4,390,000
390 000
390,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
460,000 $
Reason for Adjustment
10/2/2009
$
12/30/2009
$
2,730,000
$
3/26/2010
$
13,280,000
$
18,540,000 Updated portfolio data from servicer
7/14/2010
$
(13,540,000) $
5,000,000 Updated portfolio data from servicer
10/2/2009
$
60,000 $
12/30/2009
$
(80,000) $
310,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
230,000 initial cap
3/26/2010
$
280,000
$
510,000 Updated portfolio data from servicer
7/14/2010
$
(410,000) $
100,000 Updated portfolio data from servicer
10/2/2009
$
70,000 $
12/30/2009
$
620,000
$
3/26/2010
$
100,000
$
1,070,000 Updated portfolio data from servicer
7/14/2010
$
(670,000) $
400,000 Updated portfolio data from servicer
10/2/2009
$
6,010,000 $
12/30/2009
$
(19,750,000) $
3/26/2010
$
(4,780,000) $
8,990,000 Updated portfolio data from servicer
7/14/2010
$
(2,390,000) $
6,600,000 Updated portfolio data from servicer
10/2/2009
$
90,000 $
12/30/2009
$
1,460,000
$
500,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
1,960,000 initial cap
3/26/2010
$
160,000
$
2,120,000 Updated portfolio data from servicer
7/14/2010
$
(120,000) $
2,000,000 Updated portfolio data from servicer
10/2/2009
$
960,000 $
12/30/2009
$
(3,090,000) $
3/26/2010
$
230,000
$
2,490,000 Updated portfolio data from servicer
7/14/2010
$
5,310,000
$
7,800,000 Updated portfolio data from servicer
10/2/2009
$
12/30/2009
$
940,000
3/26/2010
$
(980,000) $
440,000 Updated portfolio data from servicer
7/14/2010
$
(140,000) $
300,000 Updated portfolio data from servicer
90,000 $
$
2,530,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
5,260,000 initial cap
350,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
970,000 initial cap
33,520,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
13,770,000 initial cap
5,350,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
2,260,000 initial cap
480,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
1,420,000 initial cap
Page 35 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
9/23/2009
9/23/2009
9/23/2009
9/25/2009
Glass City Federal Credit Union
Central Jersey Federal Credit Union
Yadkin Valley Bank
SEFCU
10/14/2009 Great Lakes Credit Union
10/14/2009 Mortgage Clearing Corporation
10/21/2009 United Bank Mortgage Corporation
10/23/2009 Bank United
City
Maumee
Woodbridge
Elkin
Albany
North Chicago
Tulsa
Grand Rapids
Miami Lakes
State
Transaction
Type
OH
Purchase
NJ
NC
NY
IL
OK
MI
FL
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
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
$
$
230,000
30,000
240,000
440,000
570,000
4,860,000
410,000
93,660,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
Reason for Adjustment
10/2/2009
$
60,000 $
12/30/2009
$
(10,000) $
290,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
280,000 initial cap
3/26/2010
$
130,000
$
410,000 Updated portfolio data from servicer
7/14/2010
$
(110,000) $
300,000 Updated portfolio data from servicer
10/2/2009
$
10,000 $
12/30/2009
$
120,000
$
40,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
160,000 initial cap
3/26/2010
$
10,000
$
170,000 Updated portfolio data from servicer
7/14/2010
$
(70,000) $
100,000 Updated portfolio data from servicer
10/2/2009
$
60,000 $
12/30/2009
$
350,000
$
3/26/2010
$
1,360,000
$
2,010,000 Updated portfolio data from servicer
7/14/2010
$
(1,810,000) $
200,000 Updated portfolio data from servicer
10/2/2009
$
100,000 $
12/30/2009
$
3/26/2010
$
(290,000) $
7/14/2010
$
(70,000) $
12/30/2009
$
1,030,000 $
3/26/2010
$
(880,000) $
7/14/2010
$
(320,000) $
12/30/2009
$
(2,900,000) $
3/26/2010
$
(1,600,000) $
360,000 Updated portfolio data from servicer
7/14/2010
$
(260,000) $
100,000 Updated portfolio data from servicer
1/22/2010
$
20,000 $
3/26/2010
$
400,000
$
830,000 Updated portfolio data from servicer
7/14/2010
$
(430,000) $
400,000 Updated portfolio data from servicer
1/22/2010
$
4,370,000 $
98,030,000 Updated HPDP cap & HAFA initial cap
3/26/2010
$
23,880,000
$
121,910,000 Updated portfolio data from servicer
7/14/2010
$
(16,610,000) $
105,300,000 Updated portfolio data from servicer
20,000
$
300,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
650,000 initial cap
540,000 HPDP initial cap
Updated portfolio data from servicer & HAFA
560,000 initial cap
270,000 Updated portfolio data from servicer
200,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
1,600,000 initial cap
720,000 Updated portfolio data from servicer
400,000 Updated portfolio data from servicer
Updated portfolio data from servicer & HAFA
1,960,000 initial cap
430,000 Updated HPDP cap & HAFA initial cap
Page 36 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
10/23/2009 IC Federal Credit Union
City
Fitchburg
State
Transaction
Type
MA
Purchase
Investment Description
Financial Instrument for Home Loan Modifications
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
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
11/6/2009
Los Alamos National Bank
11/18/2009 Quantum Servicing Corporation
11/18/2009 Hillsdale County National Bank
11/18/2009 QLending, Inc.
11/25/2009 Marix Servicing, LLC
Los Alamos
Tampa
Hillsdale
Coral Gables
Phoenix
NM
FL
MI
FL
AZ
Purchase
Purchase
Purchase
Purchase
Purchase
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
$
$
$
$
$
700,000
18,960,000
1,670,000
20,000
20,360,000
N/A
N/A
N/A
N/A
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
Cap Adjustment Amount
Adjusted Cap
1/22/2010
$
40,000 $
3/26/2010
$
(760,000) $
5/12/2010
$
7/14/2010
2,630,000
Reason for Adjustment
800,000 Updated HPDP cap & HAFA initial cap
40,000 Updated portfolio data from servicer
$
2,670,000 Updated portfolio data from servicer
$
(770,000) $
1,900,000 Updated portfolio data from servicer
4/21/2010
$
(1,070,000) $
- Termination of SPA
4/21/2010
$
(510,000) $
- Termination of SPA
1/22/2010
$
10,000 $
80,000 Updated HPDP cap & HAFA initial cap
3/26/2010
$
10,000
$
90,000 Updated portfolio data from servicer
7/14/2010
$
10,000
$
100,000 Updated portfolio data from servicer
1/22/2010
$
40,000 $
740,000 Updated HPDP cap & HAFA initial cap
3/26/2010
/ /
$
50,000
$
790,000 Updated portfolio
f
data ffrom servicer
7/14/2010
$
1,310,000
$
2,100,000 Updated portfolio data from servicer
1/22/2010
$
3/26/2010
$
3,840,000
$
23,690,000 Updated portfolio data from servicer
7/14/2010
$
(2,890,000) $
20,800,000 Updated portfolio data from servicer
1/22/2010
$
80,000 $
3/26/2010
$
330,000
$
2,080,000 Updated portfolio data from servicer
7/14/2010
$
(1,080,000) $
1,000,000 Updated portfolio data from servicer
1/22/2010
$
- $
3/26/2010
$
(10,000) $
7/14/2010
$
90,000
1/22/2010
$
950,000 $
3/26/2010
$
(17,880,000) $
6/16/2010
$
1,030,000
7/14/2010
$
(1,160,000) $
4/21/2010
$
(230,000) $
1/22/2010
$
50,000 $
3/26/2010
$
7/14/2010
$
890,000 $
1,020,000
$
$
19,850,000 Updated HPDP cap & HAFA initial cap
1,750,000 Updated HPDP cap & HAFA initial cap
20,000 Updated HPDP cap & HAFA initial cap
10,000 Updated portfolio data from servicer
100,000 Updated portfolio data from servicer
21,310,000 Updated HPDP cap & HAFA initial cap
3,430,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
4,460,000 servicing transfer
3,300,000 Updated portfolio data from servicer
- Termination of SPA
1,330,000 Updated HPDP cap & HAFA initial cap
$
2,350,000 Updated portfolio data from servicer
(950,000) $
1,400,000 Updated portfolio data from servicer
Page 37 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Date
12/4/2009
12/4/2009
12/9/2009
12/9/2009
12/9/2009
12/9/2009
12/9/2009
12/9/2009
12/9/2009
Name of Institution
Community Bank & Trust Company
Idaho Housing and Finance Association
Spirit of Alaska Federal Credit Union
American Eagle Federal Credit Union
Silver State Schools Credit Union
Fidelity Homestead Savings Bank
Bay Gulf Credit Union
The Golden 1 Credit Union
Sterling Savings Bank
City
Clarks Summit
Boise
Fairbanks
East Hartford
Las Vegas
New Orleans
Tampa
Sacramento
Spokane
State
Transaction
Type
PA
Purchase
ID
AK
CT
NV
LA
FL
CA
WA
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
$
$
$
$
380,000
9,430,000
360,000
1,590,000
1,880,000
2,940,000
230,000
6,160,000
2,250,000
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Cap Adjustment Amount
Adjusted Cap
10,000 $
Reason for Adjustment
1/22/2010
$
3/26/2010
$
520,000
$
910,000 Updated portfolio data from servicer
7/14/2010
$
(810,000) $
100,000 Updated portfolio data from servicer
1/22/2010
$
440,000 $
9,870,000 Updated HPDP cap & HAFA initial cap
3/26/2010
$
14,480,000
$
24,350,000 Updated portfolio data from servicer
5/26/2010
$
(24,200,000) $
150,000 Updated portfolio data from servicer
7/14/2010
$
150,000
300,000 Updated portfolio data from servicer
1/22/2010
$
3/26/2010
$
850,000
$
1,220,000 Updated portfolio data from servicer
7/14/2010
$
(120,000) $
1,100,000 Updated portfolio data from servicer
1/22/2010
$
70,000
70 000 $
3/26/2010
$
(290,000) $
1,370,000 Updated portfolio data from servicer
7/14/2010
$
(570,000) $
800,000 Updated portfolio data from servicer
1/22/2010
$
90,000 $
3/26/2010
$
1,110,000
$
3,080,000 Updated portfolio data from servicer
7/14/2010
$
(1,180,000) $
1,900,000 Updated portfolio data from servicer
1/22/2010
$
140,000 $
3/26/2010
$
6,300,000
$
9,380,000 Updated portfolio data from servicer
7/14/2010
$
(1,980,000) $
7,400,000 Updated portfolio data from servicer
1/22/2010
$
10,000 $
3/26/2010
$
440,000
$
680,000 Updated portfolio data from servicer
7/14/2010
$
(80,000) $
600,000 Updated portfolio data from servicer
1/22/2010
$
290,000 $
6,450,000 Updated HPDP cap & HAFA initial cap
3/26/2010
$
40,000
$
6,490,000 Updated portfolio data from servicer
7/14/2010
$
(2,890,000) $
3,600,000 Updated portfolio data from servicer
1/22/2010
$
100,000 $
3/26/2010
$
(740,000) $
1,610,000 Updated portfolio data from servicer
7/14/2010
$
(710,000) $
900,000 Updated portfolio data from servicer
$
10,000 $
390,000 Updated HPDP cap & HAFA initial cap
370,000 Updated HPDP cap & HAFA initial cap
1
1,660,000
660 000 U
Updated
d t d HPDP cap & HAFA iinitial
iti l cap
1,970,000 Updated HPDP cap & HAFA initial cap
3,080,000 Updated HPDP cap & HAFA initial cap
240,000 Updated HPDP cap & HAFA initial cap
2,350,000 Updated HPDP cap & HAFA initial cap
Page 38 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Date
Name of Institution
12/11/2009 HomeStar Bank & Financial Services
12/11/2009 Glenview State Bank
12/11/2009 Verity Credit Union
12/11/2009 Hartford Savings Bank
City
Manteno
Glenview
Seattle
Hartford
State
Transaction
Type
IL
Purchase
IL
WA
WI
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
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
310,000
370,000
600,000
630,000
N/A
N/A
N/A
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
Cap Adjustment Amount
Adjusted Cap
20,000 $
Reason for Adjustment
1/22/2010
$
3/26/2010
$
820,000
$
1,150,000 Updated portfolio data from servicer
7/14/2010
$
(350,000) $
800,000 Updated portfolio data from servicer
1/22/2010
$
20,000 $
3/26/2010
$
1,250,000
5/26/2010
$
(1,640,000) $
1/22/2010
$
30,000 $
3/26/2010
$
400,000
$
1,030,000 Updated portfolio data from servicer
7/14/2010
$
(330,000) $
700,000 Updated portfolio data from servicer
1/22/2010
$
30,000 $
3/26/2010
/ /
$
800,000
$
1,460,000 Updated portfolio
f
data ffrom servicer
7/14/2010
$
(360,000) $
1,100,000 Updated portfolio data from servicer
4/21/2010
$
(150,000) $
1/22/2010
$
30,000 $
3/26/2010
$
(580,000) $
7/14/2010
$
1/22/2010
$
10,000 $
180,000 Updated HPDP cap & HAFA initial cap
3/26/2010
$
30,000
$
210,000 Updated portfolio data from servicer
7/14/2010
$
(10,000) $
200,000 Updated portfolio data from servicer
1/22/2010
$
160,000 $
3,620,000 Updated HPDP cap & HAFA initial cap
4/21/2010
$
(3,620,000) $
1/22/2010
$
20,000 $
3/26/2010
$
7/14/2010
1,430,000
1,430,000
$
$
330,000 Updated HPDP cap & HAFA initial cap
390,000 Updated HPDP cap & HAFA initial cap
1,640,000 Updated portfolio data from servicer
- Termination of SPA
630,000 Updated HPDP cap & HAFA initial cap
660,000 Updated HPDP cap & HAFA initial cap
- Termination of SPA
650,000 Updated HPDP cap & HAFA initial cap
70,000 Updated portfolio data from servicer
1,500,000 Updated portfolio data from servicer
- Termination of SPA
460,000 Updated HPDP cap & HAFA initial cap
$
1,890,000 Updated portfolio data from servicer
$
(390,000) $
1,500,000 Updated portfolio data from servicer
1/22/2010
$
30,000 $
3/26/2010
$
1,740,000
$
2,470,000 Updated portfolio data from servicer
7/14/2010
$
(1,870,000) $
600,000 Updated portfolio data from servicer
730,000 Updated HPDP cap & HAFA initial cap
Page 39 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
12/16/2009 Park View Federal Savings Bank
12/23/2009 Iberiabank
12/23/2009 Grafton Suburban Credit Union
12/23/2009 Eaton National Bank & Trust Company
12/23/2009 Tempe Schools Credit Union
City
Solon
Sarasota
North Grafton
Eaton
Tempe
State
Transaction
Type
OH
Purchase
FL
MA
OH
AZ
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
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
$
$
$
$
$
760,000
4,230,000
340,000
60,000
110,000
N/A
N/A
N/A
N/A
N/A
1/13/2010
Fresno County Federal Credit Union
Fresno
CA
Purchase
Financial Instrument for Home Loan Modifications
$
260,000
N/A
1/13/2010
Roebling Bank
Roebling
NJ
Purchase
Financial Instrument for Home Loan Modifications
$
240,000
N/A
1/13/2010
First National Bank of Grant Park
Grant Park
1/13/2010
Specialized Loan Servicing, LLC
Highlands Ranch
1/13/2010
Greater Nevada Mortgage Services
Carson City
IL
Purchase
Financial Instrument for Home Loan Modifications
$
140,000
N/A
CO
Purchase
Financial Instrument for Home Loan Modifications
$
64,150,000
N/A
NV
Purchase
Financial Instrument for Home Loan Modifications
$
770,000
N/A
Cap Adjustment Amount
Adjusted Cap
40,000 $
Reason for Adjustment
1/22/2010
$
3/26/2010
$
140,000
$
940,000 Updated portfolio data from servicer
7/14/2010
$
(140,000) $
800,000 Updated portfolio data from servicer
1/22/2010
$
200,000 $
4,430,000 Updated HPDP cap & HAFA initial cap
3/26/2010
$
(1,470,000) $
2,960,000 Updated portfolio data from servicer
7/14/2010
$
(1,560,000) $
1,400,000 Updated portfolio data from servicer
1/22/2010
$
20,000 $
3/26/2010
$
(320,000) $
7/14/2010
$
760,000
1/22/2010
$
3/26/2010
$
90
90,000
000
$
150
150,000
000 U
Updated
d t d portfolio
tf li d
data
t ffrom servicer
i
7/14/2010
$
50,000
$
200,000 Updated portfolio data from servicer
1/22/2010
$
- $
3/26/2010
$
(20,000) $
7/14/2010
$
10,000
$
100,000 Updated portfolio data from servicer
3/26/2010
$
480,000
$
740,000 Updated portfolio data from servicer
7/14/2010
$
(140,000) $
600,000 Updated portfolio data from servicer
3/26/2010
$
610,000
$
850,000 Updated portfolio data from servicer
7/14/2010
$
50,000
$
900,000 Updated portfolio data from servicer
3/26/2010
$
150,000
$
290,000 Updated portfolio data from servicer
7/14/2010
$
10,000
$
300,000 Updated portfolio data from servicer
3/26/2010
$
(51,240,000) $
5/14/2010
$
3,000,000
$
6/16/2010
$
4,860,000
,
,
$
7/14/2010
$
3,630,000
$
7/16/2010
$
330,000
$
3/26/2010
$
8,680,000
$
9,450,000 Updated portfolio data from servicer
7/14/2010
$
(8,750,000) $
700,000 Updated portfolio data from servicer
$
- $
800,000 Updated HPDP cap & HAFA initial cap
360,000 Updated HPDP cap & HAFA initial cap
40,000 Updated portfolio data from servicer
800,000 Updated portfolio data from servicer
60,000 Updated HPDP cap & HAFA initial cap
110,000 Updated HPDP cap & HAFA initial cap
90,000 Updated portfolio data from servicer
12,910,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
15,910,000 servicing transfer
Transfer of cap from CitiMortgage, Inc. due to
20,770,000
servicing
,
,
g transfer
24,400,000 Updated portfolio data from servicer
Transfer of cap from CitiMortgage, Inc. due to
24,730,000 servicing transfer
Page 40 of 46
Adjustment Details
Servicer Modifying Borrowers' Loans
Name of Institution
Date
City
State
Transaction
Type
Investment Description
Cap of Incentive Payments
on Behalf of Borrowers and
to Servicers &
Adjustment
Pricing
1
Date
Mechanism Note
Lenders/Investors (Cap)
1/15/2010
Digital Federal Credit Union
Marlborough
MA
Purchase
Financial Instrument for Home Loan Modifications
$
3,050,000
N/A
1/29/2010
iServe Residential Lending, LLC
San Diego
CA
Purchase
Financial Instrument for Home Loan Modifications
$
960,000
N/A
1/29/2010
United Bank
Griffin
GA
Purchase
Financial Instrument for Home Loan Modifications
$
540,000
N/A
3/3/2010
Urban Trust Bank
Lake Mary
FL
Purchase
Financial Instrument for Home Loan Modifications
$
1,060,000
N/A
3/5/2010
iServe Servicing, Inc.
Irving
TX
Purchase
Financial Instrument for Home Loan Modifications
$
28,040,000
N/A
3/10/2010
Navy Federal Credit Union
Vienna
VA
Purchase
Financial Instrument for Home Loan Modifications
$
60,780,000
N/A
3/10/2010
Vist Financial Corp
Wyomissing
PA
Purchase
Financial Instrument for Home Loan Modifications
$
300,000
N/A
4/14/2010
Midwest Bank and Trust Co.
Elmwood Park
IL
Purchase
Financial Instrument for Home Loan Modifications
$
300,000
N/A
4/14/2010
Wealthbridge Mortgage Corp
Beaverton
OR
Purchase
Financial Instrument for Home Loan Modifications
$
6,550,000
N/A
5/21/2010
Aurora Financial Group, Inc.
Marlton
NJ
Purchase
Financial Instrument for Home Loan Modifications
$
10,000
N/A
4
6/16/2010
Selene Financial, L.P.
Houston
TX
Transfer
Financial Instrument for Home Loan Modifications
$
-
N/A
5
Total Initial Cap
$
23,761,990,000
TOTAL CAP
Cap Adjustment Amount
Adjusted Cap
3/26/2010
$
12,190,000
5/14/2010
$
(15,240,000) $
3/26/2010
$
(730,000) $
230,000 Updated portfolio data from servicer
7/14/2010
$
370,000
$
600,000 Updated portfolio data from servicer
3/26/2010
$
160,000
$
700,000 Updated portfolio data from servicer
7/14/2010
$
4,440,000
$
5,500,000 Updated portfolio data from servicer
5/26/2010
$
120,000 $
7/14/2010
$
(12,660,000) $
15,500,000 Updated portfolio data from servicer
7/14/2010
$
(44,880,000) $
15,900,000 Updated portfolio data from servicer
7/14/2010
$
400,000
$
700,000 Updated portfolio data from servicer
7/14/2010
$
300,000
$
600,000 Updated portfolio data from servicer
7/14/2010
$
(150,000) $
6,400,000 Updated portfolio data from servicer
5/26/2010
$
30,000 $
6/16/2010
$
3,680,000
$
7/16/2010
$
3,680,000
$
$
4,988,868,890
$
28,750,858,890
Total Cap Adjustments
$
Reason for Adjustment
15,240,000 Updated portfolio data from servicer
- Termination of SPA
28,160,000 Initial 2MP cap
40,000 Updated FHA-HAMP cap
Transfer of cap from CitiMortgage, Inc. due to
3,680,000 servicing transfer
Transfer of cap from CitiMortgage, Inc. due to
7,360,000 servicing transfer
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.
3/ Wachovia Mortgage, FSB was merged with Wells Fargo Bank, NA, and the remaining Adjusted Cap stated above represents the amount previously paid to Wachovia Mortgage, FSB prior to such merger.
4/ Initial cap amount only includes FHA-HAMP.
5/ On 6/17/2010, Selene Financial, L.P. executed an Assignment and Assumption Agreement with CitiMortgage, Inc. (a copy of which is available on www.FinancialStability.gov) with respect to all rights and obligations for the transferred loan modifications. The amount transferred is realized as a cap adjustment and not as initial cap
for Selene Financial, L.P.
As used in this table:
"HAFA" means the Home Affordable foreclosure Alternatives program.
"HPDP" means the Home Price Decline Protection program.
"2MP" means the Second Lien Modification Program.
Page 41 of 46
Housing Finance Agency Innovation Fund for the Hardest Hit Housing Markets
Hardest Hit Funds (HHF) Program
Seller
Date
Name of Institution
City
State
Transaction
Type
Investment Description
Pricing
Investment Amount1 Mechanism
6/23/2010 Nevada Affordable Housing Assistance Corporation
Reno
NV
Purchase
Financial Instrument for HHF Program
$
102,800,000
N/A
6/23/2010 CalHFA Mortgage Assistance Corporation
Sacramento
CA
Purchase
Financial Instrument for HHF Program
$
699,600,000
N/A
6/23/2010 Florida Housing Finance Corporation
Tallahassee
FL
Purchase
Financial Instrument for HHF Program
$
418,000,000
N/A
6/23/2010 Arizona (Home) Foreclosure Prevention Funding Corporation
Phoenix
AZ
Purchase
Financial Instrument for HHF Program
$
125,100,000
N/A
6/23/2010 Michigan Homeowner Assistance Nonprofit Housing Corporation
Lansing
MI
Purchase
Financial Instrument for HHF Program
$
154,500,000
N/A
TOTAL INVESTMENT AMOUNT
$
1,500,000,000
1/ The purchase will be incrementally funded up to the investment amount.
Page 42 of 46
SMALL BUSINESS AND COMMUNITY LENDING INITIATIVE
SBA 7a Securities Purchase Program
Purchase Details
Date
3/19/2010
3/19/2010
3/19/2010
4/8/2010
4/8/2010
5/11/2010
5/11/2010
5/11/2010
5/25/2010
5/25/2010
6/17/2010
6/17/2010
7/14/2010
7/14/2010
7/14/2010
7/29/2010
7/29/2010
1
Investment Description
Floating Rate SBA 7a security due 2025
Floating Rate SBA 7a security due 2022
Floating Rate SBA 7a security due 2022
Floating Rate SBA 7a security due 2034
Floating Rate SBA 7a security due 2016
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2035
Floating Rate SBA 7a security due 2033
Floating Rate SBA 7a security due 2029
Floating Rate SBA 7a security due 2033
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2034
Floating Rate SBA 7a security due 2020
Floating Rate SBA 7a security due 2025
Floating Rate SBA 7a security due 2034
Floating Rate SBA 7a security due 2017
Floating Rate SBA 7a security due 2034
Total Purchase Face Amount
Settlement Details
Purchase Face
Amount 3
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
4,070,000
7,617,617
8,030,000
23,500,000
8,900,014
10,751,382
12,898,996
8,744,333
8,417,817
17,119,972
30,000,000
25,000,000
6,000,000
7,000,000
15,000,000
3,000,000
10,000,000
$
206,050,131
Pricing Mechanism
TBA or
PMF3
Investment Amount
Settlement Date
107.75
109
108.875
110.502
107.5
106.806
109.42
110.798
110.125
109.553
110.75
111.875
106.625
108.5625
111.875
108.4375
106.75
TBA
TBA
TBA
TBA
TBA
TBA
TBA
3/24/2010
3/24/2010
3/24/2010
5/28/2010
4/30/2010
6/30/2010
6/30/2010
6/30/2010
7/30/2010
7/30/2010
8/30/2010
8/30/2010
9/30/2010
9/30/2010
9/30/2010
9/30/2010
10/29/2010
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
4,377,249
8,279,156
8,716,265
26,041,643
9,598,523
11,511,052
14,151,229
9,717,173
9,294,363
18,801,712
33,327,708
28,049,306
6,412,363
7,618,124
16,829,583
3,263,577
10,695,743
TOTAL INVESTMENT
AMOUNT
$
226,684,769 *
2, 3
TBA or
3
PMF
TBA*
TBA*
TBA*
TBA*
TBA*
TBA*
TBA*
Final Disposition
Senior Security
Proceeds 4
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
Trade Date
Life-to-date
Principal Received
1
Current Face
Amount
Disposition Amount 5
2,184
4,130
4,348
12,983
4,783
5,741
7,057
4,844
4,635
9,377
16,612
13,984
3,198
3,799
8,390
1,626
5,337
Total Senior Security Proceeds $
113,027 *
Total Disposition
Proceeds
$
-
* Subject to adjustment
1/ The amortizing principal and interest payments are reported on the monthly Dividends and Interest Report available at www.FinancialStability.gov.
2/ Investment Amount is stated after giving effect to factor and, if applicable, the purchase of accrued principal and interest.
3/ If a purchase is listed as TBA, or To-Be-Announced, the underlying loans in the SBA Pool have yet to come to market, and the TBA pricing mechanism, purchase face amount, investment amount and senior security proceeds will be adjusted within the variance permitted under
the program terms. If a purchase is listed as PMF, or Prior-Month-Factor, the trade was made prior to the applicable month's factor being published and the SBA 7a security and senior security are priced according to the prior-month's factor. The PMF investment amount and senior
security proceeds will be adjusted after publication of the applicable month's factor (on or about the 11th business day of each month).
4/ In order to satisfy the requirements under Section 113 of the Emergency Economic Stabilization Act of 2008, Treasury will acquire a senior indebtedness instrument (a Senior Security) from the seller of each respective SBA 7a Security. Each Senior Security will (i) have an
aggregate principal amount equal to the product of (A) 0.05% and (B) the Investment Amount (excluding accrued interest) paid by Treasury for the respective SBA 7a Security, and (ii) at the option of the respective seller, may be redeemed at par value immediately upon issuance,
or remain outstanding with the terms and conditions as set forth in the Master Purchase Agreement.
5/ Disposition Amount is stated after giving effect, if applicable, to sale of accrued principal and interest.
Page 43 of 46
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Projected Costs and Liabilities [Section 105(a)(3)(E)]
For Period Ending July 31, 2010
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 July 31, 2010
Type of Expense
Compensation for financial agents
and legal firms
Amount
$275,760,964
U.S. Treasury Department
Office of Financial Stability
Troubled Asset Relief Program
Description of Vehicles Established [Section 105(a)(3)(H)]
For Period Ending July 31, 2010
Date
Vehicle
None
Description
@FedFRASER